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HomeMy WebLinkAboutItem FJ~1� SE4( ef� AGENDA STAFF REPORT DATE: February 26, 2018 TO: Honorable Mayor and City Council THRU: Jill R. Ingram, City Manager FROM: Crystal Landavazo, Interim Director of Community Development SUBJECT: APPROVAL OF AMENDMENT NO. 1 TO THE TRANSTECH ENGINEERS, INC. PROFESSIONAL SERVICES AGREEMENT FOR BUILDING SERVICES SUMMARY OF REQUEST: That the City Council adopt a Resolution approving and authorizing the City Manager to execute Amendment No. 1, amending the Professional Services Agreement for Building Inspector Services with TRANSTECH Engineers, Inc. to increase building inspector services to eight hours a day for five days a week and increase compensation in the amount not to exceed $35,000, or a total contract amount of $191,000. BACKGROUND AND ANALYSIS: TRANSTECH Engineers, Inc. has provided the City with building division services, including Building Official services on a part-time basis, building inspector services to fill-in when needed, and building code plan check services. TRANSTECH has offered engineering, public works and building services to municipalities since 1989. TRANSTECH has provided building services to the City of Seal Beach since August 2016 and has become familiar with the unique needs of the community. On August 14, 2017, the City Council approved a one year extension of the City's contract with TRANSTECH Engineers, Inc. for building services for an amount not to exceed $156,000. The building services included minimal building inspector services as needed. The Community Development Department is temporarily in need of increased building inspector services. TRANSTECH was able to assist the department with the immediate need but continued use of these services without amending the original contract will deplete the approved amount earlier than the contracts end date in August 2018. Agenda Item F Staff requests the approval of Amendment No. 1 with TRANSTECH to increase the contract amount by $35,000, for a total Agreement maximum of $191,000 to reflect the increased need for a building inspector at an hourly rate of $67 per hour. The amount of $35,000 was determined based on the need for an eight hour a day, five days a week need during a three month period, with a contingency for overtime if needed as inspector may be called out for emergencies such as structure fires. The amended Agreement will ensure building inspection services will continue to be provided without a gap in service. ENVIRONMENTAL IMPACT: There is no environmental impact related to this item. LEGAL ANALYSIS: The City Attorney has reviewed and approved Amendment No. 1 as to form. FINANCIAL IMPACT: Sufficient funds have been, or will be, allocated for Building Inspector Services through salary savings from vacant positions within the Community Development Department. TRANSTECH is paid only for the hours in which work is performed, and not a set number of hours per week. RECOMMENDATION: That the City Council adopt a Resolution approving and authorizing the City Manager to execute Amendment No. 1, amending the Professional Services Agreement for increased Building Inspector Services with TRANSTECH Engineers, Inc. to increase compensation in the amount not to exceed $35,000, or a total of $191,000. SUBMITTED BY: NOTED AND APPROVED Y Cryso Landa azo Jil R Ingram, City Ma 4r InWim Director of&effimunity Development Attachments: A. Resolution B. Original PSA with TRANSTECH, Engineers, Inc. C. Amendment No. 1 Page 2 Attachment "A" RESOLUTION A RESOLUTION OF THE SEAL BEACH CITY COUNCIL APPROVING AMENDMENT NO. 1 TO THE TRANSTECH ENGINEERS, INC., PROFESSIONAL SERVICES AGREEMENT FOR BUILDING INSPECTOR SERVICES AND AUTHORIZING THE CITY MANAGER TO EXECUTE SAME THE SEAL BEACH CITY COUNCIL DOES HEREBY RESOLVE SECTION 1. The City Council hereby approves that certain Amendment No. 1, dated February 26, 2018, ("Amendment No. 1") to the Professional Services Agreement between the City of Seal Beach and TRANSTECH Engineers, Inc., for Building Inspector Services to be provided eight hours a day for five days a week for a three month period, and to increase Consultant's compensation by $35,000 for these additional services required in connection with the Agreement, for a revised total contract amount of $191,000. SECTION 2. The City Council hereby authorizes and directs the City Manager to execute Amendment No. 1, and all related documents, on behalf of the City. SECTION 3. The City Council further hereby authorizes expenditures of $35,000 from said Agreement, as amended pursuant to Amendment No. 1, for building inspections performed by TRANSTECH Engineers, Inc. SECTION 4. The City Clerk shall certify to the passage and adoption of this resolution. PASSED, APPROVED and ADOPTED by the Seal Beach City Council at a regular meeting held on the 261" day of February, 2018 by the following vote: AYES: Council Members: NOES: Council Members: ABSENT: Council Members: ABSTAIN: Council Members: Mike Varipapa, Mayor ATTEST: Robin L. Roberts, City Clerk Resolution STATE OF CALIFORNIA } COUNTY OF ORANGE ) SS CITY OF SEAL BEACH } I, Robin L. Roberts, City Clerk of the City of Seal Beach, do hereby certify that the foregoing resolution is the original copy of the Resolution on file in the office of the City Clerk, passed, approved, and adopted by the Seal Beach City Council at a regular meeting held on the 26 day of February, 2018. Robin L. Roberts, City Clerk Attachment "B" PROFESSIONAL SERVICES AGREEMENT FOR BUILDING AND SAFETY SERVICES Between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 H Transtech Engineers, Inc. 13367 Benson Avenue Chino, CA 91710 T (949) 595-8599, F (909) 590-8599 This Professional Services Agreement ("the Agreement") is made as of August 30, 2017, (the "Effective Date"), by and between Transtech Engineers, Inc. ("Consultant'), a California corporation, and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional services with respect to building services B. Consultant represents that it is qualified and able to provide City with such services. C. On August 30, 2016, CITY and CONSULTANT entered into a professional services agreement for building services (the "2016 agreement"). The 2016 agreement expires on August 30, 2017. D. This Agreement shall amend, restate and supersede in its entirety the terms of the 2016 agreement. 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 Exhibit A (Scope of Services), attached hereto and incorporated herein 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 extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1 The term of this Agreement shall commence as of August 30, 2017, and shall continue for a term of one (1) year through and including August 30, 2018, unless previously terminated as provided by this Agreement. Page 2 of 16 3.0 Consultant's Compensation 3.1 City will pay Consultant for Services performed in accordance with the hourly rates shown in the fee schedule set forth in Exhibit A and the Standard Hourly Rates set forth on Exhibit B, but in no event will the City pay more than the following during the term of this Agreement: (i) for building division personnel services, including Building Official/Plan Checker and Building Inspector, the City will not pay more than a total sum of $156,000 (one hundred fifty-six thousand dollars) during the term of this Agreement; and (ii) for Plan Check Services, the City will not pay more than 65% of the plan review fees collected per the City's fee schedule. Any additional work authorized by the City pursuant to Subsection 1.4 will be compensated in accordance with the Standard Hourly Rates set forth in Exhibit B. In the event of any conflict or inconsistency between Exhibit A and/or Exhibit B, on the one hand, and this section, on the other hand, the terms of this section shall prevail. 4.0 Method of Payment 4.1 Consultant shall submit monthly invoices to City 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 all undisputed amounts 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. 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 Notwithstanding Subsection 5.1, 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 commercial general liability insurance as required by this Agreement at least 30 days before the expiration date of the previous policy. 5.3 Notice of termination shall be given in accordance with Section 7.0 6.0 Party Representatives 6.1 The City Manager is the City's representative for purposes of this Agreement. 6.2 Ayla Jefferson, CBO, is the Consultant's primary representative for purposes of this Agreement. 7.0 Notices Page 3 of 16 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: To City: City of Seal Beach 211 81h Street Seal Beach, California 90740 Attn: City Manager To Consultant: Transtech Engineers, Inc. 13367 Benson Avenue Chino, CA 91710 Attn: Ayla Jefferson, CBO 7.2 Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Personnel 8.1 Consultant represents that it has, or shall secure, at its own expense, all personnel required to perform the Services under this Agreement. Any person who performs any Services shall be licensed as required by law. 9.0 Independent Contractor 9.1 Consultant is and shall at all times remain an independent contractor and not an employee of the City, and Consultant is not entitled to participate in any pension plan, insurance, bonus or similar benefits that City provides for its employees. All Services provided pursuant to this Agreement shall be performed by Consultant or under its exclusive supervision, direction and control. Consultant will determine the means, methods, and details of performing the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2 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 supervision, direction and control. Any such personnel shall also not be entitled to participate in any pension plan, insurance, bonus or similar benefits that City provides for its employees. 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 required reports, withholdings, deductions, and other obligations respecting such additional personnel, which may include, but not be limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Page 4 of 16 9.3 To the fullest extent permitted by law, Consultant shall indemnify and hold harmless City and City's elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City 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 or any act or omission related to or arising out of any violation of this Section 9.0. 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 or refusal to promptly pay to City any reimbursement or indemnification arising under this Section. Consultant's defense and indemnification obligations under this Subsection 9.3 are in addition to Consultant's defense and indemnification obligations set forth in Section 16.0. 10.0 Confidentiality; Publication of Documents 10.1 Consultant agrees that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are confidential. Except as necessary performance of the Services under this Agreement, no copies, sketches, photographs, or graphs of materials, prepared pursuant to this Agreement, and no data, documents or other information developed or received by Consultant in the performance of this Agreement shall be released by Consultant to any other person or public without City's prior written authorization. City shall grant such authorization if applicable law requires disclosure. 10.2 All press releases and other information to be published in newspapers or magazines will be approved and distributed solely by City, unless otherwise provided by written agreement between the Parties. Should Consultant receive any subpoena or other court order for production or disclosure of any records, Consultant shall immediately notify City and shall cooperate with City in responding to such subpoena or court order. 10.3 Consultant's obligations under this Section shall survive the termination of this Agreement. 11.0 Subcontractors 11.1 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. 12.0 Ownership of Documents and Work Product 12.1 All documents, plans, specifications, reports, information, data, exhibits, photographs, images, video and/or digital files and media created or developed by Consultant pursuant to this Agreement ("Written Products") shall be and remain the property of City without restriction or limitation upon its use, duplication or dissemination by City. All Written Products shall be considered "works made for hire," and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or Page 5 of 16 limitation upon their use, duplication or dissemination by City. Consultant shall not obtain or attempt to obtain copyright protection as to any Written Products. 12.2 Consultant hereby assigns to City all ownership and any and all intellectual property rights to the Written Products that are not otherwise vested in City pursuant to the paragraph directly above this one. 12.3 Consultant has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Written Products produced under this Agreement, and that pursuant to this Agreement has full legal title to and the right to reproduce Written Products. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold City, and its elected and appointed officials, officers, employees, servants, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use of any of the Written Products is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services and Written Products produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: (1) secure for City the right to continue using the Written Products and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Written Products and other deliverables so that they become non -infringing while remaining in compliance with the requirements of this Agreement. This covenant shall survive the termination of this Agreement. Consultant's defense and indemnification obligations under this Subsection 12.3 are in addition to Consultant's defense, hold harmless and indemnification obligations of Section 16.0. 12.4 Upon expiration or termination of the Agreement, Consultant shall deliver to City all Written Products and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Consultant prepares a document or other Written Product on a computer, Consultant shall provide City with said Written Product both in a printed format and in an electronic format that is acceptable to City. 13.0 Assignment Page 6 of 16 13.1 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. 14.0 Inspection and Audit of Records 14.1 Consultant shall maintain complete and accurate records to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, costs, expenses and receipts. Consultant shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services and work in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Consultant shall provide City with free access to such records, and the right to examine and audit the same and to make transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Consultant shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 14.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 15.0 Insurance 15.1 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. 15.2 Consultant shall, at its expense, procure and maintain for the duration of the Agreement, insurance against claims for bodily injuries or death to persons, personal injury, or property damage that may arise from or in connection with the performance of this Agreement. Insurance shall 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. 15.2.1 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 001, code 1 (any auto); (3) Professional Liability (or alternatively, Errors and Omissions Insurance, as authorized by the City's Risk Manager), and (4) Workers' Compensation Insurance as required by the State of California, and Employer's Liability. Page 7 of 16 15.2.2 Consultant shall maintain limits no less than: (1) General Liability: $2,000,000 per occurrence for bodily injury, death, 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; (3) Professional Liability (or Errors and Omissions): $1,000,000 per claim/aggregate with an extended reporting period of not less than three (3) years after completion of the Services; and (4) Workers' Compensation in the amount required by law and Employer's Liability limits of no less than $1,000,000 per accident or disease. 15.3 The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by the City to state: 15.3.1 Except with respect to any professional liability insurance (or errors and omissions insurance policy) required by this Agreement, that the City and the City's elected and appointed officials, officers, employees, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, shall be named as additional insureds (collectively "Additional Insureds"). 15.3.2 With regard to the professional liability insurance policy (or errors and omissions insurance policy), that such policy shall "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend the Consultant for claims related to the alleged negligence or willful misconduct of Consultant. The policy retroactive date(s) shall be on or before the effective date of this Agreement. 15.3.3 For all insurance policies required by this Agreement, that coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City (or ten (10) days if cancellation is due to nonpayment of premiums). 15.3.4 For all insurance policies required by this Agreement, that any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City and the City's elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials. 15.3.5 For all insurance policies required by this Agreement (other than professional liability), that coverage shall be primary insurance as respects the City and the City's elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage and that any insurance or self-insurance maintained by the City and the City's elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, shall be excess of the Consultant's insurance and shall not be called upon to contribute with it. Page 8 of 16 15.3.6 For the automobile liability insurance policy, that the City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials, 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. If Consultant or Consultant's directors, officers, employees, subcontractors or other independent contractors will use personal automobiles or other motor vehicles in any way in the performance of this Agreement, Consultant shall provide evidence of automobile liability coverage for each such person. The automobile liability insurance policy shall contain a severability of interest clause providing that coverage shall be primary for losses arising out of Consultant's performance hereunder and neither the City nor its insurers shall be required to contribute to such loss. 15.4 All insurance required by this Section (other than professional liability) shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to the City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials. 15.5 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 elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 15.6 Each insurance policy shall be endorsed to state that the insurer waives the right of subrogation against the City, its elected and appointed officials, officers, employees, agents, servants, designated volunteers, and those City agents serving as independent contractors in the role of City officials. 16.0 Indemnification, Hold Harmless, and Duty to Defend 16.1 Indemnification for Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, hold harmless and indemnify the City, its elected and appointed officials, officers, attorneys, employees, agents, designated volunteers, successors, assigns, and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 16.0), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including reasonable fees of accountants, attorneys and other professionals, and all costs associated therewith (collectively "Claims"), to the extent they arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of Consultant, and/or its officers, directors, employees, agents, servants, subcontractors, contractors or their officers, directors, employees, agents, servants, subcontractors, or Page 9 of 16 contractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement. Consultant shall not have an upfront duty to defend the Indemnitees for such Claims but shall reimburse reasonable defense fees and costs to the extent a Claim is determined to have been caused by the negligence, recklessness, or willful misconduct of Consultant, or as the parties otherwise agree in settlement. 16.2 Indemnification for Other Than Professional Liability. Other than in the performance of professional services, and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens and losses of any nature whatsoever, including fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively'Damages"), in law or equity, whether actual, alleged orthreatened, which arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, directors, employees, agents, servants, subcontractors, materialmen, suppliers, or contractors, or their officers, directors, employees, agents, servants, subcontractors, materialmen, suppliers, or contractors (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' (as defined in Subsection 16.1) passive negligence, except to the extent Damages arise from the sole or active negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Damages with counsel of the Indemnitees' choice and shall pay all costs and expenses, including all attorneys' fees and expert costs, actually incurred in connection with such defense. 16.3 Consultant's defense and indemnification obligations under this Section 16.0 or any other provisions of this Agreement shall not be restricted to insurance proceeds, if any, received by Consultant, the City, or any of the other Indemnitees as defined in this Section 16.0. 16.4 All duties and other covenants of Consultant under this Section 16.0 shall survive termination of this Agreement. 17.0 Equal Opportunity 17.1 Consultant affirmatively represents that it is an equal opportunity employer. In the performance of this Agreement, Consultant shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, physical disability, mental disability, medical condition, genetic information, ancestry, sex, gender, gender identity, gender expression, sexual orientation, marital status, age, or any other basis prohibited by law. Such nondiscrimination includes, but is not limited to, all activities related to initial employment, Page 10 of 16 upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, religion, color, national origin, handicap, physical disability, mental disability, medical condition, genetic information, ancestry, sex, gender, gender identity, gender expression, sexual orientation, marital status, or age, or any other basis prohibited by law. 18.0 Labor Certifications 18.1 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. 18.2 Consultant further certifies that it is aware of the requirements of Chapter 9.75 of the Seal Beach Municipal Code, California Labor Code Sections 1720, at seq. and 1770, at seq., and California Code of Regulations, Title 8, Section 16000, at seq., (collectively "Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. To the extent that any of the Services to be performed under this Agreement constitute a public work to which prevailing wages apply, Consultant agrees to comply with the provisions of California Labor Code §§1771, 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Consultant shall, as a penalty to City, forfeit, not more than two hundred ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of Industrial Relations for the work or craft in which the worker is employed for any public work done under that contract by Consultant or by any subcontractor. Consultant further agrees to comply with the provisions of California Labor Code §1776 which require Consultant and each subcontractor to (1) keep accurate payroll records, (2) certify and make such payroll records available for inspection as provided by Section 1776, and (3) inform the City of the location of records. Consultant is responsible for compliance with Section 1776 by itself and all of its subcontractors. 19.0 Permits and Licenses 19.1 Consultant, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, licenses and certificates as may be required in connection with the performance of Services under this Agreement, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. 20.0 Time of the Essence Page 11 of 16 20.1 Time is of the essence in respect to all provisions of this Agreement that specify a time for performance. 21.0 Entire Agreement 21.1 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. 22.0 Severability 22.1 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. 23.0 Governing Law: Venue 23.1 This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to conflict of law principles, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement shall be resolved in the superior court or federal court with geographic jurisdiction over the City. 24.0 No Third Party Rights 24.1 No third party shall be deemed to have any rights hereunder against either party as a result of this Agreement. 25.0 Waiver 25.1 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, privilege, or service voluntarily given or performed by a party shall give the other party any contractual rights by custom, estoppel, or otherwise. 26.0 Prohibited Interests; Conflict of Interest 26.1 Consultant 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 agrees 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 Page 12 of 16 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. 26.2 Consultant has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicitor 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 Section 26.0, 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. 26.3 Consultant 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. 27.0 Attorneys' Fees 27.1 If either party commences any legal, administrative or other action against the other party, arising out of or in connection with this Agreement, the prevailing party in such action shall be entitled to have and recover from the losing party its reasonable aftorneys' fees and other costs incurred in connection therewith. 28.0 Exhibits 28.1 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. 29.0 Corporate Authority 29.1 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. Page 13 of 16 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 Atte 131 110 Al - 4 U1100i,1�.. CONSULTANT: TRANSTECH ENGINEERS, INC. By: nomA I Name: Aylalfferson, CBO App77- t By: raig Steele, City Attorney Building and Safety Director ne: Dennis Tarango Its: Building and Safety Deputy Director Page 14 of 16 EXHIBIT A SCOPE OF SERVICES Transtech will provide BUILDING AND SAFETY SERVICES, PLAN CHECK, BUILDING OFFICIAL AND INSPECTOR per the following to the City: Building Official $98/hr, i days a week Building Inspector $67/hr, l day everyotherweek and vacation coverage for the City Inspector Plan checks 65% of the plan review fees collected per City fee schedule. Any other services requested Per the attached Exhibit - A Transtech Standard Hourly Rates Any other services that may be requested by the City will be provided based on the specific scope of work and fees to be established per Transtech's current fee schedule. Following is Transtech's current fee schedule: Page 15 of 16 Exhibit A EXHIBIT B TRANSTECH ENGINEERS, INC. STANDARD HOURLY RATES Effective July 1, 2017 through June 30, 2018 Adjusted as per Los Angeles -Riverside -Orange County Consumer Price Index -All Urban Consumers ('CPI -U") Classification Hourly Rate Ranges Senior Engineer $159 $180 Project Manager $144 $175 Project Engineer $144 $164 Staff Engineer $120 $145 CADD Designer $103 $128 Planner $123 $149 Transportation Analyst $103 $123 Funds and Grants Manager $134 $154 Funds Analyst $103 $123 Plan Checker $103 $139 Construction Manager $154 $175 Inspector (PW) $118 $139 Engineering Technician $67 $77 Administrative/Clerical $62 $67 2 -Man Survey Crew $282 Building Official $128 $149 Inspector (Building) $82 $123 Permit Technician $62 $67 Special Rates for City of Seal Beach Building Official $98 Building Inspector $67 Reimbursable direct expenses are billed at cost plus 10% for administration fee. The above fees will be Increased each year July 1st automatically by the March percentage change Los Angeles -Riverside -Orange County Consumer Price Index - All Urban Consumers ("CPI -U") for the preceding twelve-month period as reported by the U.S. Department of Labor Bureau of Labor Statistics. CPI -U March 2017 = 2.7 Page 16 of 16 Exhibit B Attachment "C" AMENDMENT NO. 1 PROFESSIONAL SERVICES AGREEMENT between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 0 TRANSTECH Engineers, Inc. 13367 Benson Avenue Chino, CA 91710 T (949) 595-8599, F (909) 590-8599 This Amendment No. 1, dated February 26. 2018, amends that certain agreement ("Agreement") dated August 30, 2017, between the City of Seal Beach ("City"), a California charter city and TRANSTECH Engineers, Inc. ("Consultant'), a California corporation. RECITALS A. City and Consultant are parties to the Agreement, pursuant to which Consultant provides building inspector services to City. B. City and Consultant wish to amend the Agreement to increase Consultant's compensation by $35,000 for additional building inspector services to be provided eight hours a day for five days a week for a three month period; for a revised total contract amount not to exceed $191,000, as provided herein. AMENDMENT NO. 1 NOW, THEREFORE and in consideration of the foregoing and of the mutual covenants and promises herein set forth, the parties agree to amend the Agreement as follows: Section 1. Section 3.0 (Consultant's Compensation) of the Agreement is hereby amended to read as follows: "3.0 Consultant's Compensation City will pay Consultant for Services performed in accordance with the hourly rates shown in the fee schedule set forth in Exhibit A and the Standard Hourly Rates set forth on Exhibit B, but in no event will the City pay more than the following during the term of this Agreement: (i) for building division personnel services, including Building Official/Plan Checker and Building Inspector, the City will not pay more than a total sum of $191,000 (one hundred ninety-one thousand dollars) during the term of this Agreement; and (ii) for Plan Check Services, the City will not pay more than 65% of the plan review fees collected per the City's fee schedule. Any additional work authorized by the City pursuant to Subsection 1.4 will be compensated in accordance with the Standard Hourly Rates set forth in Exhibit B. In the event of any conflict or inconsistency between Exhibit A and/or Exhibit B, on the one hand, and this section, on the other hand, the terms of this section shall prevail." Section 2. Except as expressly modified or supplemented by this Amendment No. 1, all other provisions of the Agreement shall remain unaltered and in full force and effect. In the event of a conflict between the provisions of this Amendment No. 1 and the provisions of the Agreement, the provisions of this Amendment No. 1 shall control. IN WITNESS WHEREOF, the parties hereto have caused this Amendment No. 1 to be executed and attested by their proper officers thereunto: CITY OF SEAL BEACH CONSULTANT By: Jill R. Ingram, City Manager Attest: By: Robin L. Roberts, City Clerk Approved alto F By: Craig A. Steele, City Attomey Name: Its: By:_ Name: Its: (Please note, two signatures required for oorporahons under Corp. Code §313, unless corporate documents authorize only one person to sign this Agreement on behaBofthe corporation.)