HomeMy WebLinkAboutCC AG PKT 2012-04-09 #J OF EA(e\
AGENDA STAFF REPORT
N.
DATE: April 9, 2012
TO: Honorable Mayor and City Council
THRU: Jill R. Ingram, City Manager
FROM: Sean P. Crumby, Assistant City Manager/Public Works
SUBJECT: COLLEGE PARK DRIVE/STUDEBAKER OFF RAMP
INTERSECTION IMPROVEMENT PROJECT NO. ST
1106 - AWARD OF CONSTRUCTION
SUMMARY OF REQUEST:
That the City Council:
• Approve Plans and Specifications for the College Park Drive/Studebaker
Off Ramp Intersection Improvement Project No. ST1106.
• Adopt Resolution No. 6243 awarding a contract for the College Park
Drive/Studebaker Off Ramp Intersection Improvement Project No. ST1106
to All American Asphalt in the amount of$435,000.
• Adopt Resolution No. 6244 awarding a professional services agreement to
Willdan Engineering for $10,000 for construction support.
BACKGROUND AND ANALYSIS:
For many years, ingress and egress to the College Park West (CPVV) community
has been negatively impacted by traffic using the westbound on/off ramp for SR
22. This roadway is a multi-jurisdictional freeway off-ramp operated by Caltrans
and located in the City of Long Beach. The City of Seal Beach desires
improvements to the intersection at the entrance and exit to College Park West.
This intersection also serves a neighborhood in the City of Long Beach.
The intersection is located at College Park Drive and the SR 22 westbound
Studebaker Road on/off ramp in the City of Long Beach. As residents of Seal
Beach and Long Beach exit from College Park Drive, which terminates at the SR
22 off-ramp, the residents must stop until it is safe to proceed. College Park
Drive and the SR 22 off-ramp is a stop controlled `T" intersection. At various
times of the day, including the morning, noon and evening peak hours, vehicles
wait an inordinate amount of time to exit from these residential areas due to the
continuous stream of vehicles coming on and off the freeway.
Agenda Item J
The engineering firm Willdan Engineering prepared project plans and bid
specifications for this project to help channelize the traffic. The project will widen
the existing off ramp, relocate street lighting, with traffic markings and signage.
This project will also include full coordination with Caltrans, the City of Long
Beach and the current West County Connector Project.
On March 29, 2012, the City Clerk's office received five (5) bids with the following
results:
RANK i CONTRACTOR BID
1 All American Asphalt ; $435,000
2 Excel Paving $437,681.40
3 Beador Construction $512,300
4 ! Griffith Company --r-
$514,250.15
5 I Hardy & Harper $567,000
Based upon the references, qualifications, work experience and cost, staff
recommends selecting All American Asphalt as the lowest responsive bidder at
$435,000.
The City Attorney's office has approved a boilerplate template construction
agreement to be used for this type of project. The contractor has signed the
agreement and it is included in this staff report. Exhibits to that agreement,
including bonds and insurance documents will be provided to the City upon
award of contract.
Staff has also solicited the services of the design firm, Willdan Engineering, to
provide construction support to assist staff with review and approve all of
construction related documents, permitting and agency coordination. Willdan
provided a cost of$10,000. This amount is appropriate for the services rendered.
ENVIRONMENTAL IMPACT:
A Class 1 Categorical Exemption Section 15301 Notice was filed on August 25,
2011 by the City of Long Beach.
LEGAL ANALYSIS:
The City Attorney has reviewed and approved as to form.
FINANCIAL IMPACT:
In the approved 2011/12 Budget, $900,000 has been budgeted for this project
with the following proposed expenses:
Page 2
Design Fees $115,900
Construction Bid Award $435,000
Construction Support $10,000
Inspection and Materials Testing $15,000
Permitting and Agency Coordination $3,000
Total $578,000
RECOMMENDATION:
It is recommended that the City Council:
• Approve Plans and Specifications for the College Park Drive/Studebaker
Off Ramp Intersection Improvement Project No. ST1106.
• Adopt Resolution No. 6243 awarding a contract for the College Park
Drive/Studebaker Off Ramp Intersection Improvement Project No. ST1106
to All American Asphalt in the amount of$435,000.
• Adopt Resolution No. 4344 awarding a professional services agreement to
Willdan Engineering for $10,000 for construction support.
SUBMITTED BY: NOTED AND APPROVED:
AZ _Ail/, i Q. 4 (arr Sean P. Crumby, P.E. :. Ingram, City ager
Assistant City Manager/P olic Works
Prepared by: Michael Ho, City Engineer
Attachments:
A. Resolution No. 6243 &6244
B. Agreements
Page 3
RESOLUTION NUMBER 6243
A RESOLUTION OF THE SEAL BEACH CITY COUNCIL
AWARDING THE CONTRACT FOR COLLEGE PARK
DRIVE/STUDEBAKER OFF RAMP INTERSECTION
IMPROVEMENT PROJECT NO.ST1106
WHEREAS, the City of Seal Beach is proposing the College Park
Drive/Studebaker Off Ramp Intersection Improvement Project which will widen
the off ramp and efficiently channelize the traffic;and
WHEREAS, staff recommends selecting All American Asphalt, as the lowest
responsible and responsive bidder;and
NOW, THEREFORE, THE SEAL BEACH CITY COUNCIL DOES HEREBY
RESOLVE:
Section 1. The City Council hereby awards a contract in the amount of$435,000
to All American Asphalt for the College Park Drive/Studebaker Off Ramp
Intersection Improvement Project No. ST1106.
Section 2. The Council hereby directs the City Manager to execute the contract
for the College Park Drive/Studebaker Off Ramp Intersection Improvement
Project No.ST1106.
PASSED, APPROVED AND ADOPTED by the Seal Beach City Council at a
regular meeting held on the 9th day of April , 2012 by the following vote:
AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members
Mayor
ATTEST:
City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Linda Devine, City Clerk of the City of Seal Beach, do hereby certify that the
foregoing resolution is the original copy of Resolution Number 6243 on file in
the office of the City Clerk, passed, approved, and adopted by the City Council at
a regular meeting held on the 9th day of April ,2012.
City Clerk
PUBLIC WORKS AGREEMENT
FOR COLLEGE PARK DRIVE/22 FREEWAY
STUDEBAKER OFF-RAMP PROJECT
CIP NO. ST1106
between
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City of Seal Beach
211 - 8th Street
Seal Beach, CA 90740
All American Asphalt
400 East 6th Street
Corona, CA 92878
(951) 736-7600
(951) 736-7646 - FAX
THIS AGREEMENT is made as of April 9, 2012, by and between the City of Seal
Beach, a California charter city ("City"), and All American Asphalt, a General Contractor
("Contractor").
RECITALS
WHEREAS, the City Council has approved the plans and specifications for the
College Park Drive/22 Freeway Studebaker Off Ramp Project CIP No. ST1106
("Project") with respect to design criteria; and
WHEREAS, Contractor has submitted a bid to City for the Project dated March
29, 2012 in the amount of $435,000.00 ("Accepted Proposal" hereinafter). The
Accepted Proposal is attached hereto as Exhibit G and contains, among other things,
provisions defining the Project scope.
NOW, THEREFORE, in consideration of performance by the parties of the
mutual promises, covenants, and conditions herein contained, the parties hereto agree
as follows:
AGREEMENT
Contractor's Services.
Scope and Level of Services. For and in consideration of the mutual
promises set forth herein, and subject to the terms and conditions set forth in this
Agreement, Contractor shall perform and complete in good and workmanlike manner all
work ("Work") required by this Agreement and the documents listed in Subsection 1.2
for the Project.
Contract Documents. The "Contract Documents" that comprise the
agreement between the City and the Contractor are the: Notice Inviting Bids,
Instructions to Bidders, Accepted Proposal, Non-Collusion Affidavit, Bid Schedule(s),
List of Subcontractors, Contractor's Industrial Safety Record, Contractor's Qualification
Statement, Bid Security Forms for Check or Bond, Specifications, General and Special
Provisions and documents referenced therein, all addenda as prepared prior to the date
of bid opening setting forth any modifications or interpretations of any of said
documents, this Agreement, Exhibits attached to this Agreement, including but not
limited to the Performance Bond (Exhibit A), Payment Bond (Exhibit B), Workers'
Compensation Insurance Certificate (Exhibit C), Insurance Endorsements (Exhibit D),
Acknowledgment of Penal and Civil Penalties Concerning Contractor Licensing Laws
(Exhibit E), Labor Law Requirements (Exhibit F), Accepted Proposal (Exhibit G) and any
and all supplemental agreements executed amending or extending the Work
contemplated and that may be required to complete the Work in a substantial and
acceptable manner. These Contract Documents are hereby incorporated into this
Agreement.
The Work shall be performed in accordance with the Plans, Specifications
and other Contract Documents. Contractor shall furnish at its own expense all labor,
materials, equipment and services necessary therefor, except such labor, materials,
equipment and services as are specified in the Contract Documents to be furnished by
City.
•
In the event of any material discrepancy between the express provisions
of this Agreement and the provisions of the other Contract Documents, the provisions of
this Agreement shall prevail.
Effective Date. This Agreement is effective as of April 9, 2012 (the "Effective
Date"), and shall remain in full force and effect until Contractor has rendered the
services required by this Agreement.
Payment. For performing and completing the Work in accordance with the
Contract Documents, City shall pay Contractor, in full compensation therefor, the
amount of $435,000.00, subject to any additions and deletions pursuant to the terms of
the Contract Documents. Said sum shall constitute payment in full for all work
performed hereunder, including, without limitation, all labor, materials, equipment, tools
and services used or incorporated in the Work, supervision, administration, overhead,
expenses and any and all other things required, furnished or incurred for completion of
the Work as specified in the Contract Documents. City shall make payments to
Contractor on account of the contract sum at the time, in the manner, and upon the
conditions specified in the Contract Documents.
Contractor's Personnel.
All Work shall be performed by Contractor or under Contractor's direct
supervision, and all personnel shall possess the qualifications, permits, and licenses
required by state and local law and by the Notice Inviting Bids/Instructions to Bidders to
perform such Services, including, without limitation, a City of Seal Beach business
license as required by the Seal Beach Municipal Code.
Contractor shall be responsible for payment of all employees' wages and
benefits, and shall comply with all requirements pertaining to employer's liability,
workers' compensation, unemployment insurance, and Social Security. Contractor shall
fully comply with the workers' compensation law regarding Contractor and Contractor's
employees.
Contractor shall indemnify and hold harmless City and its elected officials,
officers, employees, servants, designated volunteers, and agents serving as
independent contractors in the role of city officials, from any and all liabilities, damages,
claims, costs and expenses of any nature to the extent arising from Contractor's alleged
violations of personnel practices.
Contractor is, and shall at all times remain as to City, a wholly
independent contractor. Contractor shall have no power to incur any debt, obligation, or
liability on behalf of City or otherwise act as an agent of City. Neither City nor any of its
agents shall have control over the conduct of Contractor or any of Contractor's
employees, except as set forth in this Agreement. Contractor shall not, at any time, or
in any manner, represent that it or any of its officers, agents, or employees are in any
manner employees of City. Contractor shall pay all required taxes on amounts paid to
Contractor under this Agreement, and indemnify and hold City harmless from any and
all taxes, assessments, penalties, and interest asserted against City by reason of the
work performed pursuant to this Agreement.
City shall have the right to offset against the amount of any fees due to
Contractor under this Agreement any amount due to City from Contractor as a result of
Contractor's failure to promptly pay to City any reimbursement or indemnification arising
under this Section 4.
Indemnification.
Contractor's Duty. Contractor shall defend, indemnify, and hold the City,
its elected officials, officers, employees, volunteers, agents, and those City agents
serving as independent contractors in the role of City officials (collectively
"Indemnitees") free and harmless from and against any and all claims (including, without
limitation, claims for bodily injury, death or damage to property), demands, obligations,
damages, actions, causes of action, suits, losses, bid protests, stop notices, judgments,
fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's
fees, disbursements and court costs) of every kind and nature whatsoever (individually,
a "Claim," collectively, "Claims"), in any manner arising out of or incident to the
performance of the Agreement, including without limitation, the payment of all
consequential damages and attorneys' fees and other related costs and expenses.
Further, Contractor shall appoint competent defense counsel, at Contractor's own cost,
expense and risk, to defend any and all such suits, actions or other legal proceedings of
every kind arising out of or incident to the performance of the Agreement that may be
brought or instituted against Indemnitees. Contractor shall pay and satisfy any
judgment, award or decree that may be rendered against City or the other Indemnitees
in any such suit, action, or other legal proceeding arising out of or incident to the
performance of the Agreement. Contractor shall reimburse the City and the other
Indemnitees, for any and all legal-expenses and costs incurred by each of them in
connection therewith or in enforcing the indemnity herein provided. Contractor's
obligation to indemnify shall not be restricted to insurance proceeds, if any, received by
Contractor or Indemnitees. This indemnity shall apply to all Claims and liability
regardless of whether any insurance policies are applicable.
Bid Protests. In addition to its obligations pursuant to Section 5.1,
Contractor shall reimburse the City for all attorneys' fees and costs incurred by City in
connection with, arising out of or incident to any bid protest.
City's Sole Negligence. Nothing in Section 5.1 shall be construed to
require Contractor to indemnify Indemnitees for that portion of any Claim to the extent
arising from the sole negligence or willful misconduct of the Indemnitees.
Nonwaiver of Rights. Indemnitees do not, and shall not, waive any rights
that they may possess against Contractor because of the acceptance by City, or the
deposit with City, of any insurance policy or certificate required pursuant to this
Agreement.
Waiver of Right of Subrogation. Contractor, on behalf of itself and all
parties claiming under or through it, hereby waives all rights of subrogation against the
Indemnitees, while acting within the scope of their duties, from all claims, losses, and
liabilities arising out of or incident to activities or operations performed by or on behalf of
the Indemnitor.
Survival. The provisions of this Section 5 shall survive the termination of
the Agreement and are in addition to any other rights or remedies that Indemnitees may
have under the law. Payment is not required as a condition precedent to an
Indemnitee's right to recover under this indemnity provision, and an entry of judgment
against a Contractor shall be conclusive in favor of the Indemnitee's right to recover
under this indemnity provision.
Insurance.
Liability Insurance. Contractor shall procure and maintain in full force and
effect for the duration of this Agreement insurance against claims for injuries to persons
or damages to property which may arise from or in connection with the performance of
the services hereunder by Contractor, and its agents, representatives, employees and
subcontractors. The policy limits set forth below do not act as a limitation upon the
amount of indemnification to be provided by Contractor. Contractor shall complete and
execute the following documents attached as Exhibits hereto and incorporated herein
by this reference:
Exhibit D-1: Additional Insured Endorsement - Commercial
General Liability.
Exhibit D-2: Additional Insured Endorsement- Automobile Liability.
Exhibit D-3: Additional Insured Endorsement.
Minimum Scope of Insurance. Unless otherwise approved by City,
coverage shall be at least as broad as:
Insurance Services Office Commercial General Liability coverage
(occurrence form CG 0001).
Insurance Services Office form number CA 0001 (Ed. 1/87)
. covering Automobile Liability, code 1 (any auto).
Insurance Services Office form number CG 20 10 11 85 (Ed. 11/85)
covering Additional Insured—Owners, Lessees or Contactors (Form B).
Workers' Compensation insurance as required by the State of
California and Employer's Liability Insurance.
Minimum Limits of Insurance. Contractor shall maintain limits no less
than:
General Liability: $2,000,000 per occurrence and in the aggregate
for bodily injury, personal injury and property damage. Commercial General Liability
Insurance or other form with a general aggregate limit shall apply separately to this
Agreement or the general limit shall be twice the required occurrence limit.
Automobile Liability: $2,000,000 per occurrence for bodily injury
and property damage.
Employer's Liability: $1,000,000 per occurrence and in the
aggregate for bodily injury or disease and Workers' Compensation Insurance in the
amount required by law.
Deductibles and Self-Insured Retentions. Contractor shall inform City of
any deductibles or self-insured retentions except with respect to any professional
liability insurance.
Other Insurance Provisions. The general liability and automobile liability
policies are to contain, or be endorsed to contain, the following provisions:
City, its officers, officials, employees, designated volunteers and
agents serving as independent contractors in the role of City officials, are to be covered
as additional insureds as respects: liability arising out of activities performed by or on
behalf of Contractor; products and completed operations of Contractor; premises
owned, occupied or used by Contractor; or automobiles owned, leased, hired or
borrowed by Contractor. The coverage shall contain no limitations on the scope of
protection afforded to"City, its officers, officials, employees, designated volunteers or
agents serving as independent contractors in the role of City officials which are not also
limitations applicable to the named insured.
For any claims related to this Agreement, Contractor's insurance
coverage shall be primary insurance as respects City, its officers, officials, employees,
designated volunteers and agents serving as independent contractors in the role of City
officials. Any insurance or self-insurance maintained by City, their officers, officials,
employees, designated volunteers or agents serving as independent contractors in the
role of City officials shall be excess of Contractor's insurance and shall not contribute
with it.
Contractor's insurance shall apply separately to each insured
against whom claim is made or suit is brought, except with respect to the limits of the
insurer's liability.
Each insurance policy required by this Section 6 shall be endorsed
to state that coverage shall not be canceled or materially modified except after 30 days
prior written notice by first class mail has been given to City.
Each insurance policy, except for any professional liability policy,
required by this Section 6 shall expressly waive the insurer's right of subrogation
against City and its elected officials, officers, employees, servants, attorneys,
designated volunteers, and agents serving as independent contractors in the role of city
or agency officials.
Acceptability of Insurers. Insurance is to be placed with insurers with a
current A.M. Best's rating of no less than A:VIII unless waived in writing by City's Risk
Manager.
•
Verification of Coverage. All insurance coverages shall be confirmed by
•
execution of endorsements on forms approved by the City. The endorsements are to
be signed by a person authorized by that insurer to bind coverage on its behalf. All
endorsements are to be received and approved by City before services commence. As
an alternative to City forms, Contractor's insurer may provide complete, certified copies
of all required insurance policies, including endorsements effecting the coverage
required by these specifications.
Liquidated Damages. Should the Contractor fail to complete the project, or any
part thereof, in the time agreed upon in the Contract, the Contractor shall reimburse the
City for the additional expense and damage for each calendar day that the Contract
remains uncompleted after the Contract completion date. It is agreed that the amount
of such additional expense and damage incurred by reason of failure to complete the
Contract is the per diem rate of $750.00 per calendar day. Such amount is hereby
agreed upon as liquidated damages for the loss to the City resulting from the failure of
the Contractor to complete the project within the allotted time and to the value of the
operation of the works dependent thereon. It is expressly understood and agreed that
this amount is a reasonable amount and is established in lieu of damages that are
incapable of calculation at the inception hereof; and this amount is not to be considered
in the nature of a penalty. The City shall have the right to deduct such damages from
any amount due, or that may become due to the Contractor, or the amount of such
damages shall be due and collectible from the Contractor or the Contractor's Surety.
Progress payments made after the scheduled completion date shall not constitute a
waiver of liquidated damages.
Suspension. City may, in writing, order Contractor to suspend all or any part of
the Contractor's Services for the convenience of City or for work stoppages beyond the
control of City or Contractor. A suspension of the Services does not void this
Agreement.
Notices. Any notices, bills, invoices, or reports authorized or required by this
Agreement shall be in writing and shall be deemed received on (a) the day of delivery if
delivered by hand or overnight courier service during Contractor's and City's regular
business hours or by facsimile before or during Contractor's regular business hours; or
(b) on the third business day following deposit in the United States mail, postage
prepaid, to the addresses heretofore set forth in the Agreement, or to such other
addresses as the parties may, from time to time, designate in writing pursuant to the
provisions of this Section. All notices shall be addressed as follows:
If to City: City Clerk
City of Seal Beach
211-8th Street
Seal Beach, California 90740
Telephone: (562) 431-2527
Fax: (562) 493-9857
With a copy to:
Public Works Director
City of Seal Beach
211-8th Street
Seal Beach, California 90740
If to Contractor: All American Asphalt
400 East 6th Street
Corona, CA 92878
Telephone: (951) 736-7600
Fax: (951) 736-7646
Attn: Robert Bradley, Vice President
Non-Assignability; Subcontracting. Contractor shall not assign, transfer, or
subcontract any interest in this Agreement or the performance of any of Contractor's
obligations hereunder. Any attempt by Contractor to so assign, transfer, or subcontract
any rights, duties, or obligations arising hereunder shall be null, void and of no effect.
Compliance with Laws. Contractor shall comply with all applicable federal, state
and local laws, ordinances, codes and regulations in force at the time Contractor
performs the Services.
Non-Waiver of Terms, Rights and Remedies. Waiver by either party of any one
or more of the conditions of performance under this Agreement shall not be a waiver of,
any other condition of performance under this Agreement. In no event shall the making
by City of any payment to Contractor constitute or be construed as a waiver by City of
any breach of covenant, or any default which may then exist on the part of Contractor,
and the making of any such payment by City shall in no way impair or prejudice any
right or remedy available to City with regard to such breach or default.
Attorneys' Fees. In the event that either party to this Agreement shall commence
any legal action or proceeding to enforce or interpret the provisions of this Agreement,
the prevailing party in such action or proceeding shall be entitled to recover its costs of
suit, including all attorneys' fees incurred in connection therewith.
Construction. The validity, interpretation, and performance of this Agreement
shall be controlled by and construed under the laws of the State of California. In the
event of any asserted ambiguity in, or dispute regarding the interpretation of any matter
herein, the interpretation of this Agreement shall not be resolved by any rules of
interpretation providing for interpretation against the party who causes the uncertainty to
exist or against the party who drafted the Agreement or who drafted that portion of the
Agreement.
•
Entire Agreement. This Agreement, including any other documents incorporated
herein by specific reference, represents the entire and integrated agreement between
Contractor and City. This Agreement supersedes all prior oral or written negotiations,
representations, or agreements. This Agreement may not be amended, nor any
provision or breach hereof waived, except in a-writing signed by the parties which
expressly refers to this Agreement.
Severability. The invalidity in whole or in part of any provisions of this Agreement
shall not void or affect the validity of the other provisions of this Agreement.
IN WITNESS WHEREOF, the parties, through their respective authorized
representatives, have executed this Agreement as of the date first written above.
CITY OF SEAL BEACH CONTRACTOR:
By: By:
Jill R. Ingram, City Manager L Name: ! fl - M--
Attest:
Title: es.cdt-Irk,-
By:
Linda Devine, City Clerk
Name: c°
Approved as to Form: �Iw
Title: (\A\O IQ A ^t' -c&c _ec�re z
By:
Quinn M. Barrow, City Attorney
•
•
EXHIBIT A
FAITHFUL PERFORMANCE BOND
EXHIBIT B
PAYMENT BOND
EXHIBIT C
WORKERS' COMPENSATION INSURANCE CERTIFICATE
EXHIBIT D-1
ADDITIONAL INSURED ENDORSEMENT
(COMMERCIAL GENERAL LIABILITY)
EXHIBIT D-2
ADDITIONAL INSURED ENDORSEMENT
(AUTOMOBILE LIABILITY)
EXHIBIT D-3
ADDITIONAL INSURED ENDORSEMENT
EXHIBIT E
ACKNOWLEDGMENT OF PENAL AND CIVIL PENALTIES CONCERNING
CONTRACTOR LICENSING LAWS
EXHIBIT F
LABOR LAW REQUIREMENTS
EXHIBIT G
ACCEPTED PROPOSAL
(NOTE: Exhibits will not be included with the contract at the
time of award. The Contractor shall have 10 working days to
submit all exhibits to the City after the award of contract. Failure
to do so will result in voiding of the contract. The City will then
have the right to cash the bid bond for the project and re-
advertise for construction or award to the next lowest
responsive bidder.)
RESOLUTION NUMBER 6244
A RESOLUTION OF THE SEAL BEACH CITY COUNCIL
APPROVING A PROFESSIONAL SERVICES AGREEMENT
WITH WILLDAN ENGINEERING FOR COLLEGE PARK
DRIVE/22 FREEWAY STUDEBAKER OFF-RAMP PROJECT CIP
NO.ST1106
WHEREAS, the City of Seal Beach is proposing the College Park
Drive/Studebaker Off Ramp Intersection Improvement Project which will widen
the off ramp and efficiently channelize the traffic;and
WHEREAS, staff requires the assistance from the design firm Willdan
Engineering to provide construction support for review and approve of
construction related documents, permitting and agency coordination.
THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE:
Section 1. The City Council hereby approves a professional services
agreement between the City of Seal Beach and Willdan Engineering for the City's
College Park Drive/22 Freeway Studebaker Off-Ramp Project CIP No. ST1106 in
the amount of$10,000.
Section 2. The City Council hereby authorizes the City Manager to execute
the Agreement.
PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a
regular meeting held on the 9th day of April , 2012 by the following vote:
AYES: Council Members
NOES: Council Members
ABSENT: Council Members
ABSTAIN: Council Members
--- Mayor
ATTEST:
City Clerk
STATE OF CALIFORNIA }
COUNTY OF ORANGE } SS
CITY OF SEAL BEACH }
I, Linda Devine, City Clerk of the City of Seal Beach, do hereby certify that the
foregoing resolution is the original copy of Resolution Number 6244 on file in
the office of the City Cleric, passed, approved, and adopted by the Seal Beach
City Council at a regular meeting held on the 9th day of April , 2012.
City Clerk
PROFESSIONAL SERVICES AGREEMENT
Between
=•OF SEA/ �`4
•
i
RECITALS
A. City desires certain professional services.
B. Consultant represents that it is qualified and able to provide City
with such services.
NOW THEREFORE, in consideration of the Parties' performance of the
promises, covenants, and conditions stated herein, the Parties hereto agree as
follows.
AGREEMENT
1.0 Scope of Services
1.1. Consultant shall provide those services ("Services") set forth in the
attached Exhibit A, which is hereby incorporated by this reference. To the extent
that there is any conflict between Exhibit A and this Agreement, this Agreement
shall control.
1.2. Consultant shall perform all Services under this Agreement in
accordance with the standard of care generally exercised by like professionals
under similar circumstances and in a manner reasonably satisfactory to City.
1.3. In performing this Agreement, Consultant shall comply with all
applicable provisions of federal, state, and local law.
1.4. Consultant will not be compensated for any work performed not
specified in the Scope of Services unless the City authorizes such work in
advance and in writing. The City Manager may authorize payment for such work
up to a cumulative maximum of $10,000. Payment for additional work in excess
of$10,000 requires prior City Council authorization.
2.0 Term
This term of this Agreement shall commence as of the Effective Date and
shall continue for a term of one (1) year unless previously terminated as provided
by this Agreement.
3.0 Consultant's Compensation
City will pay Consultant in accordance with the hourly rates shown on the
fee schedule set forth in Exhibit A for Services but in no event will the City pay
more than $10,000 unless authorized in writing. Any additional work authorized
by the City pursuant to Section 1.4 will be compensated in accordance with the
fee schedule set forth in Exhibit A.
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S7296-000111236808v1.doc
4.0 Method of Payment
4.1. Consultant shall submit to City monthly invoices for all services
rendered pursuant to this Agreement. Such invoices shall be submitted within 15
days of the end of the month during which the services were rendered and shall
describe in detail the services rendered during the period, the days worked,
number of hours worked, the hourly rates charged, and the services performed
for each day in the period. City will pay Consultant within 30 days of receiving
Consultant's invoice. City will not withhold any applicable federal or state payroll
and other required taxes, or other authorized deductions from payments made to
Consultant.
4.2. Upon 24-hour notice from City, Consultant shall allow City or City's
agents or representatives to inspect at Consultant's offices during reasonable
business hours all records, invoices, time cards, cost control sheets and other
records maintained by Consultant in connection with this Agreement. City's
rights under this Section 4.2 shall survive for two years following the termination
of this Agreement.
5.0 Termination
5.1. This Agreement may be terminated by City, without cause, or by
Consultant based on reasonable cause, upon giving the other party written notice
thereof not less than 30 days prior to the date of termination.
5.2. This Agreement may be terminated by City upon 10 days' notice to
Consultant if Consultant fails to provide satisfactory evidence of renewal or
replacement of comprehensive general liability insurance as required by this
Agreement at least 20 days before the expiration date of the previous policy.
6.0 Party Representatives
6.1. The City Manager is the City's representative for purposes of this
Agreement.
6.2. Ken Taylor, Director of Engineering, is the Consultant's primary
representative for purposes of this Agreement.
7.0 Notices
7.1. All notices permitted or required under this Agreement shall be
deemed made when personally delivered or when mailed 48 hours after deposit
in the United States Mail, first class postage prepaid and addressed to the party
at the following addresses:
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To City: City of Seal Beach
211-8th Street
Seal Beach, California 90740
Attn: City Manager
To Consultant: Willdan Engineering
2401 East Katella Ave. Suite 450
Anaheim, CA 92806
Attn: Ken Taylor, Director of Engineering
7.2. Actual notice shall be deemed adequate notice on the date actual
notice occurred, regardless of the method of service.
8.0 Independent Contractor
8.1. Consultant is an independent contractor and not an employee of
the City. All services provided pursuant to this Agreement shall be performed by
Consultant or under its supervision. Consultant will determine the means,-
methods, and details of performing the services. Any additional personnel
performing services under this Agreement on behalf of Consultant shall also not
• be employees of City and shall at all times be. under Consultant's exclusive
direction and control. Consultant shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of services
under this Agreement and as required by law. Consultant shall be responsible
for all reports and obligations respecting such additional personnel, including, but
not limited to: social security taxes, income tax withholding, unemployment
insurance, disability insurance, and workers' compensation insurance.
8.2. Consultant shall indemnify and hold harmless City and its elected
officials, officers, employees, servants, designated volunteers, and agents
serving as independent contractors in the role of City officials, from any and all
liability, damages, claims, costs and expenses of any nature to the extent arising
from Consultant's personnel practices. City shall have the right to offset against
the amount of any fees due to Consultant under this Agreement any amount due
to City from Consultant as a result of Consultant's failure to promptly pay to City
any reimbursement or indemnification arising under this Section.
9.0 Subcontractors
No portion of this Agreement shall be subcontracted without the prior
written approval of the City. Consultant is fully responsible to City for the
performance of any and all subcontractors.
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10.0 Assignment
Consultant shall not assign or transfer any interest in this Agreement
whether by assignment or novation, without the prior written consent of City. Any
purported assignment without such consent shall be void and without effect.
11.0 Insurance
11.1. Consultant shall not commence work under this Agreement until it
has provided evidence satisfactory to the City that Consultant has secured all
insurance required under this Section. Consultant shall furnish City with original
certificates of insurance and endorsements effecting coverage required by this
• Agreement on forms satisfactory to the City. The certificates and endorsements
for each insurance policy shall be signed by a person authorized by that insurer
to bind coverage on its behalf, and shall be on forms provided by the City if
requested. All certificates and endorsements shall be received and approved by
the City before work commences. The City reserves the right to require
complete, certified copies of all required insurance policies, at any time.
11.2. Consultant shall, at its expense, procure and maintain for the
duration of the Agreement, insurance against claims for injuries to persons or
damages to property that may arise from or in connection with the performance
of this Agreement. Insurance is to be placed with insurers with a current A.M.
Best's rating no less than A:VIII, licensed to do business in California, and
satisfactory to the City. Coverage shall be at least as broad as the latest version
of the following: (1) General Liability: Insurance Services Office Commercial
General Liability coverage (occurrence form CG 0001); (2)Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code
1 (any auto); and, if required by the City, (3) Professional Liability. Consultant
shall maintain limits no less than: (1) General Liability: $2,000,000 per
occurrence for bodily injury, personal injury and property damage and if
Commercial General Liability Insurance or other form with a general aggregate
limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required
occurrence limit; (2)Automobile Liability: $1,000,000 per accident for bodily injury
and property damage; and (3) Professional Liability: $1,000,000 per
claim/aggregate.
11.3. The insurance policies shall contain the following provisions, or
Consultant shall provide endorsements on forms supplied or approved by the
City to state: (1) coverage shall not be suspended, voided, reduced or canceled
except after 30 days prior written notice by certified mail, return receipt
requested, has been given to the City; (2) any failure to comply with reporting or
other provisions of the policies, including breaches of warranties, shall not affect
coverage provided to the City, its directors, officials, officers, (3) coverage shall
be primary insurance as respects the City, its directors, officials, officers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain
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of coverage excess of the Consultant's scheduled underlying coverage and that
any insurance or self-insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Consultant's
insurance and shall not be called upon to contribute with it; (4) for general liability
insurance, that the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the services or
operations performed by or on behalf of the Consultant, including materials, parts
or equipment furnished in connection with such work; and (5)for automobile
liability, that the City, its directors, officials, officers, employees, agents and
volunteers shall be covered as additional insureds with respect to the ownership,
operation, maintenance, use, loading or unloading of any auto owned, leased,
hired or borrowed by the Consultant or for which the Consultant is responsible.
11.4. All insurance required by this Section shall contain standard
separation of insureds provisions and shall not contain any special limitations on
the scope of protection afforded to the City, its directors, officials, officers,
employees, agents, and volunteers.
11.5. Any deductibles or self-insured retentions shall be declared to and
approved by the City. Consultant guarantees that, at the option of the City,
either: (1) the insurer shall reduce or eliminate such deductibles or self-insured
retentions as respects the City, its directors, officials, officers, employees,
agents, and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and
defense expenses.
12.0 Indemnification, Hold Harmless, and Duty to Defend
Consultant shall defend, indemnify, and hold the City, its officials, officers,
employees, volunteers and agents serving as independent contractors in the role
of city officials (collectively “Indemnitees”) free and harmless from any and all
- claims, demands, causes of action, costs, expenses, liability, loss, damage or
injury, in law or equity, to property or persons, including wrongful death, in any
manner arising out of or incident to any acts or omissions of Consultant, its
employees, or its agents in connection with the performance of this Agreement,
including without limitation the payment of all consequential damages and
attorneys' fees and other related costs and expenses, except for such loss or
damage arising from the sole negligence or willful misconduct of the City. With
respect to any and all such aforesaid suits, actions, or other legal proceedings of
every kind that may be brought or instituted against Indemnitees, Consultant
shall defend Indemnitees, at Consultant's own cost, expense, and risk, and shall
pay and satisfy any judgment, award, or decree that may be rendered against
Indemnitees. Consultant shall reimburse City and its directors, officials, officers,
employees, agents and/or volunteers, for any and all legal expenses and costs
incurred by each of them in connection therewith or in enforcing the indemnity
herein provided. Consultant's obligation to indemnify shall not be restricted to
insurance proceeds, if any, received by Consultant, the City, its directors,
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officials, officers, employees, agents or volunteers. All duties of Consultant .
under this Section shall survive termination of this Agreement.
13.0 Equal Opportunity
Consultant affirmatively represents that it is an equal opportunity
employer. Consultant shall not discriminate against any subcontractor,
employee, or applicant for employment because of race, religion, color, national
origin, handicap, ancestry, sex, sexual orientation, or age. Such non-
discrimination includes, but is not limited to, all activities related to initial
employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff, or termination.
14.0 Labor Certification
By its signature hereunder, Consultant certifies that it is aware of the
provisions of Section 3700 of the California Labor Code that require every
employer to be insured against liability for Workers' Compensation or to
undertake self-insurance in accordance with the provisions of that Code, and
agrees to comply with such provisions before commencing the performance of
the Services.
15.0 Entire Agreement
This Agreement contains the entire agreement of the parties with respect
to the subject matter hereof, and supersedes all prior negotiations,
understandings, or agreements. This Agreement may only be modified by a
writing signed by both parties.
16.0 Severability
The invalidity in whole or in part of any provisions of this Agreement shall
not void or affect the validity of the other provisions of this Agreement.
17.0 Governing Law
This Agreement shall be governed by and construed in accordance with
the laws of the State of California.
18.0 No Third Party Rights
No third party shall be deemed to have any rights hereunder against either
party as a result of this Agreement.
19.0 Waiver
No waiver of any default shall constitute a waiver of any other default or
breach, whether of the same or other covenant or condition. No waiver, benefit,
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privilege, or service voluntarily given or performed by a party shall give the other
party any contractual rights by custom, estoppel, or otherwise.
20.0 Prohibited Interests; Conflict of Interest
20.1. Consultant covenants that it presently has no interest and shall not
acquire any interest, direct or indirect, which may be affected by the Services, or
which would conflict in any manner with the performance of the Services.
Consultant further covenants that, in performance of this Agreement, no person
having any such interest shall be employed by it. Furthermore, Consultant shall
avoid the appearance of having any interest, which would conflict in any manner
with the performance of the Services. Consultant shall not accept any
employment or representation during the term of this Agreement which is or may
likely make Consultant "financially interested" (as provided in California
Government Code §§1090 and 87100) in any decision made by City on any
matter in connection with which Consultant has been retained.
20.2. Consultant further warrants and maintains that it has not employed
or retained any person or entity, other than a bona fide employee working
exclusively for Consultant, to solicit or obtain this Agreement. Nor has
Consultant paid or agreed to pay any person or entity, other than a bona fide
employee working exclusively for Consultant, any fee, commission, gift,
percentage, or any other consideration contingent upon the execution of this
Agreement. Upon any breach or violation of this warranty, City shall have the
right, at its sole and absolute discretion, to terminate this Agreement without
further liability, or to deduct from any sums payable to Consultant hereunder the
full amount or value of any such fee, commission, percentage or gift.
20.3. Consultant warrants and maintains that it has no knowledge that
any officer or employee of City has any interest, whether contractual, non-
contractual, financial, proprietary, or otherwise, in this transaction or in the
business of Consultant, and that if any such interest comes to the knowledge of
Consultant at any time during the term of this Agreement, Consultant shall
immediately make a complete, written disclosure of such interest to City, even if
such interest would not be deemed a prohibited "conflict of interest" under
applicable laws as described in this subsection.
21.0 Attorneys' Fees
If either party commences an action against the other party, either legal,
administrative or otherwise, arising out of or in connection with this Agreement,
the prevailing party in such litigation shall be entitled to have and recover from
the losing party all of its attorneys' fees and other costs incurred in connection
therewith.
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22.0 Exhibits
All exhibits referenced in this Agreement are hereby incorporated into the
Agreement as if set forth in full herein. In the event of any material discrepancy
between the terms of any exhibit so incorporated and the terms of this
Agreement, the terms of this Agreement shall control.
23.0 Corporate Authority
The person executing this Agreement on behalf of Consultant warrants
that he or she is duly authorized to execute this Agreement on behalf of said
Party and that by his or her execution, the Consultant is formally bound to the
provisions of this Agreement.
IN WITNESS WHEREOF, the Parties hereto, through their respective
authorized representatives have executed this Agreement as of the date and
year first above written.
CITY OF SEAL BEACH CONSULTANT
By: By: -2, /�
Jill R. Ingram, City Manager
Name: Ken Taylor, P.E.
Attest: Its: Director of Engineering
By:
Linda Devine, City Clerk
Approved as to Form:
By:
Quinn Barrow, City Attorney
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2=01 1.:1:4 Katcila 1,',roar.Suit.•air,
WI LLDAN
,lnahr.:a.c;iilr:r„r,.q_xr,r,
I;i79
Engineering nnu:n ildun.ror„
March 29, 2012
Mr. Michael Ho, P.E. EXHIBIT "A”
City Engineer
City of Seal Beach
211 8th Street
Seal Beach, CA 90740
Subject: Professional Engineering Construction Support Services for College Park Drive/22
Freeway Studebaker Off-Ramp Project CIP No. ST1106-, in the City of Long Beach, CA
Dear Mr. Ho:
Willdan is pleased to submit our proposal to provide professional engineering construction support
services to the City of Seal Beach College Park Drive/22 Freeway Studebaker Off Ramp Project.
We sincerely appreciate the consulting opportunities that the City has provided us in the past. We
look forward to working together with you to complete the construction phase of this project.
The City of Seal Beach is requesting a scope and fee for Construction Support services, including
the review and approval of submittals, responding to RFI's, Caltrans coordination, and as-built
drafting services.
The following will outline our proposed scope of work and fee for the requested services.
SCOPE OF WORK
Bid Period Assistance
Respond to potential bidders questions and inquiries regarding the plans and specifications.
Prepare responses in the form of an addendum, revise specifications, bid documents and plans as
necessary.
Engineering During Construction
Throughout the bid and construction periods for the project, Willdan will provide the following
services.
1. Review and response to questions submitted by the bidders/contractor.
2. Review and approve Shop Drawings/Material Submittals within 2 days for most cases and within
no more than 5 working days of receipt.
3. Respond to Requests for Information or Requests for Clarification within 2 days for most cases
and within no more than 5 working days of receipt.
4. Coordinate with the Construction Manager, City Project Manager, and Caltrans to respond to
questions from the field when a formal RFI from the contractor can be avoided and addressed in
the field with a simple phone call.
Engineering I Geotechnical I Environmental I Financial I Homeland Security
714.978.8200 1 800.424.9144 I tax:714.978.8299 1 2401 East Katella Avenue,Suite 450,Anaheim,CA 92806-6073 I www.willdan.com
Mr. Ho — Bid Period and Construction Support Services Proposal WWI LLDAN
March 29, 2012 <.. Engineering
Page 2
5. Present changes in the design to the City Project Manager for approval prior to commenting on
Contractor submittals, or RFI or RFQ.
6. Receive consolidated redline as-built mark-ups from the contractor. Incorporate as-built
information into the plan set and provide electronic files in pdf and CADD files to the City and
Caltrans.
7. Attend progress meetings as needed.
SCHEDULE
The bid period is from March 8 to March 29, 2012. The construction period is expected to begin in
May 2012 and by complete by August 2012.
ASSUMPTIONS AND EXCLUSIONS
1. Amendments to the plans due to changed field conditions are excluded from this scope of
work. These services will be negotiated separately with the City.
2. Engineering during construction effort is approximated and will be billed T&M. Willdan will
notify the City when 80% of the budget is expended to determine if the amount should be
increased.
PROPOSED FEE
Our proposed fee for the scope of work outlined above is $10,000 and is broken down as follows:
Bid Period Support $ 1,000
Engineering During Construction $ 9,000
Total $ 10,000
We look forward to discussing our proposal with you. Should you have any questions regarding this
proposal, please contact me at (714) 978-8206.
Respectfully submitted,
WILLDAN ENGINEERING
Kenneth C.Taylor, P.E.
Director of Engineering
•