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HomeMy WebLinkAboutAGMT - Carrier Johnson + Culture (Marina Park Expansion) • DESIGN PROFESSIONAL SERVICES AGREEMENT FOR MARINA PARK EXPANSION between SEAL its: • onPOgar ‘72p,',4), ° 2f *. . N � Redevelopment Agency of the Agency of Seal Beach 211 - 8th Street Seal Beach, CA 90740 Carrier Johnson + Culture 275b McCormick Avenue Costa Mesa, CA 92626 (714) 432 -8956 This Design Professional Services Agreement ( "the Agreement ") is made as of the Eleventh day of October, 2010 (the "Effective Date "), by and between Carrier Johnson + Culture ( "Consultant "), a California Corporation, and the Redevelopment Agency of the City of Seal Beach ( "Agency "), (collectively, "the Parties "). 1of11 S7296- 0200 \1285939v1.doc • • RECITALS • A. Agency desires certain professional services. B. Consultant represents that the principal members of its firm are qualified professional architects and are fully qualified to perform the services contemplated by this Agreement in a good and professional manner; and it desires to perform such services as provided herein. 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 on a timely, regular basis and in a manner reasonably satisfactory to the Agency. 1.3. In performing this Agreement, Consultant shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to Agency to enter into this Agreement, Consultant hereby represents that it has the experience necessary to undertake the services to be provided. In light of such status and experience, Consultant hereby covenants that it shall follow the customary professional standards in performing all services. 1.5. By executing this Agreement, Consultant represents that, to the extent required by the standard of practice, Consultant (a) has investigated and considered the scope of services to be performed, (b) has carefully considered how the services should be performed, and (c) understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. 2.0 Term The term of this Agreement shall commence as of the Effective Date and shall continue for 120 days unless previously terminated as provided by this Agreement. 3.0 Consultant's Compensation 3.1 Services. Agency will pay Consultant in accordance with the hourly rate schedule set forth in Exhibit B for Services but in no event will the Agency pay more than $86,000 for such Services. 2of11 S7296- 0200 \1285939v1.doc 3.2 Additional Services. Consultant will not be compensated for any work performed not specified in the Scope of Services unless the Agency authorizes additional services ( "Additional Services ") in advance and in writing. The Agency Executive Director may authorize payment for Additional Services up to a cumulative maximum of $10,000. Payment for Additional Services in excess of $10,000 requires prior Agency Board authorization. Any Additional Services authorized by the Agency pursuant to this Section will be compensated in accordance with the hourly rate schedule set forth in Exhibit B. 3.3 Expenses. Agency will reimburse Consultant for the actual costs incurred by Consultant for project related expenses up to a cumulative maximum of $8600. Agency will not reimburse more than $8600 for expenses unless the Agency Executive Director authorizes reimbursement for such expenses in advance and in writing. 4.0 Method of Payment 4.1. Consultant shall submit to Agency 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. Agency will pay Consultant within 30 days of receiving Consultant's invoice. Agency 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 -hours notice from Agency, Consultant shall allow Agency or Agency'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. Agency'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 Agency, without cause, or by Consultant based on reasonable cause, upon giving the other party written notice thereof not less than 10 days prior to the date of termination. 5.2. This Agreement may be terminated by Agency upon 5 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 10 days before the expiration date of the previous policy. 6.0 Party Representatives 6.1. The Agency Executive Director is the Agency's representative for purposes of this Agreement. 3of11 S 7296- 0200\ 1285939v 1. d o c 6.2. Mark Loxsom, RA is the Consultant's representative for purposes of this Agreement. It is expressly understood that the experience, knowledge, capability, and reputation of Mark Loxsom were a substantial inducement for Agency to enter into this Agreement. Therefore, Mark Loxsom shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. Consultant may not change its representative without the prior written approval of Agency, which approval shall not be unreasonably withheld. 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: To Agency: Seal Beach Redevelopment Agency 911 Seal Beach Boulevard Seal Beach, California 90740 Attn: Executive Director To Consultant: Carrier Johnson + Culture 275b McCormick Avenue Costa Mesa, CA 92626 Attn: Mark Loxsom 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 Agency. All services provided pursuant to this Agreement shall be performed by Consultant or under its supervision, and all personnel shall possess the qualifications, permits, and licenses required by State and local law to perform such Services, including, without limitation, a City of Seal Beach business license as required by the Seal Beach Municipal Code. 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. 8.2. Any additional personnel performing services under this Agreement on behalf of Consultant shall also not be employees of Agency 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 4of 11 S7296-0200\1 285939v 1. doc limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 8.3. Consultant shall indemnify and hold harmless Agency and its officials, officers and employees, servants, designated volunteers, and agents serving as independent contractors in the role of Agency officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from Consultant's personnel practices. Agency shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to Agency from Consultant as a result of Consultant's failure to promptly pay to Agency any reimbursement or indemnification arising under this Section 8. 9.0 Confidentiality Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without prior written authorization by Agency. Agency shall grant such authorization if applicable law requires disclosure. All Agency data shall be returned to Agency upon the termination of this Agreement. Consultant's covenant under this section shall survive the termination of this Agreement. 10.0 Subcontractors Consultant has provided a list of subcontractors on page 4 of Exhibit A. Consultant is fully responsible to Agency for the performance of any and all subcontractors. 11.0 Assignment Consultant shall not assign or transfer any interest in this Agreement whether by assignment or novation, without the prior written consent of Agency. Any purported assignment without such consent shall be void and without effect. 12.0 Insurance 12.1. Liability Insurance. Consultant 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 and professional negligence which may arise from or in connection with the performance of the services hereunder by Consultant, and its agents, representatives, employees and subconsultants. 12.2. Minimum Scope of Insurance. Unless otherwise approved by Agency, coverage shall be at least as broad as: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). 5of11 S7296-0200\1 285939v 1. doc • • Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, code 1 (any auto). Worker's Compensation insurance as required by the State of California and Employer's Liability Insurance. Professional Liability insurance. Consultant shall provide to Agency the standard form issued by the carrier. 12.3. Minimum Limits of Insurance. Consultant 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: $1,000,000 per accident for bodily injury and property damage. Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease and Workers' Compensation Insurance in the amount required by law. Professional Liability: $1,000,000 per claim /aggregate. 12.4. Deductibles and Self- Insured Retentions. Consultant shall inform Agency of any deductibles or self- insured retentions except with respect to professional liability insurance. 12.5. Other Insurance Provisions. The general liability and automobile liability policies are to contain, or be endorsed to contain, the following provisions: 12.5.1. Agency, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of Agency officials, are to be covered as additional insureds as respects: liability arising out of activities performed by or on behalf of Consultant; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no limitations on the scope of protection afforded to Agency, its officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of Agency officials which are not also limitations applicable to the named insured. 12.5.2. For any claims related to this Agreement, Consultant's insurance coverage shall be primary insurance as respects Agency, its officers, officials, employees, designated volunteers and agents serving as independent contractors in the role of Agency officials. Any insurance or self- insurance maintained by Agency, its 6of11 S7296- 0200 \1285939v1.doc • officers, officials, employees, designated volunteers or agents serving as independent contractors in the role of Agency officials shall be excess of Consultant's insurance and shall not contribute with it. 12.5.3. Consultant'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. 12.5.4. Each insurance policy required by this clause 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 Agency, or 10 -days prior written notice by express overnight mail if cancellation is due to nonpayment of premiums. 12.5.5 Each insurance policy, except for the professional liability policy, required by this clause shall expressly waive the insurer's right of subrogation against Agency and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of Agency officials. 12.6. 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 Agency's Risk Manager. 12.7. Verification of Coverage. All insurance coverages shall be confirmed by execution of endorsements on forms approved by Agency. 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 Agency before services commence. As an altemative to Agency forms, Consultant's insurer may provide complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications. 13.0 Indemnification, Hold Harmless, and Duty to Defend 13.1 Indemnity for Design Professional Services. In connection with its design professional services, Consultant shall defend, hold harmless and indemnify Agency, and its officials, officers, employees, servants, designated volunteers, and those Agency agents serving as independent contractors in the role of Agency officials (collectively, "Indemnitees "), with respect to any and all claims, demands, damages, liabilities, losses, costs or expenses (collectively, "Claims" hereinafter), including but not limited to, Claims relating to death or injury to any person and injury to any property, to the extent to which they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant or any of its officers, employees, subcontractors, or agents in the performance of its professional services under this Agreement, but not to the extent the result of the negligence or willful misconduct of the Agency or of other third parties not under the control or the supervision of Consultant. Consultant's obligation to defend pursuant to this Section 13.1 shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of lndemnitees. Consultant 7of11 S7296- 0200 \1285939v 1.doc _ shall defend Indemnitees in any action or actions filed in connection with any of said claims with counsel of Agency's choice, and shall pay all costs and expenses, including all attorneys' fees actually incurred in connection with such defense. 13.2 Other Indemnities. In connection with all Claims not covered by Section 13.1, Consultant shall defend, hold harmless and indemnify the Indemnitees with respect to any and all Claims, including but not limited to, Claims relating to death or injury to any person and injury to any property, which arise out of, pertain to, or relate to the acts or omissions of Consultant or any of its officers, employees, subcontractors, or agents in the performance of this Agreement. Consultant shall defend Indemnitees in any action or actions filed in connection with any such Claims with counsel of Agency's choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant's duty to defend pursuant to this Section 13.2 shall apply independent of any prior, concurrent or subsequent misconduct, negligent acts, errors or omissions of Indemnitees. Consultant shall defend Indemnitees in any action or actions filed in connection with any of said claims, damages, penalties, obligations, or liabilities with counsel of Agency's choice and shall pay all costs and expenses, including attorneys' fees actually incurred in connection with such defense. 14.0 Conflict of Interest 14.1. 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 Agency on any matter in connection with which Consultant has been retained. 14.2. 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, Agency 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. 14.3. Consultant warrants and maintains that it has no knowledge that any officer or employee of Agency has any interest, whether contractual, noncontractual, 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 8of11 S7296- 0200 \1285939v1.doc • the term of this Agreement, Consultant shall immediately make a complete, written disclosure of such interest to Agency, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this subsection. 15.0 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. 16.0 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. 17.0 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. 18.0 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. 19.0 Governing Law This Agreement shall be governed by and construed in accordance with the laws of the State of California. 20.0 No Third Party Rights No third party shall be deemed to have any rights hereunder against either Party as a result of this Agreement. 21.0 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. In no event shall the making by Agency of any payment to Consultant constitute or be construed as a waiver by Agency • of any breach of covenant, or any default which • may then exist on the part of 9 of 11 S7296- 0200 \1285939v1.doc Consultant, and the making of any such payment by Agency shall in no way impair or prejudice any right or remedy available to Agency with regard to such breach or default. 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. 22.0 Prohibited Interests Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, Agency has the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of Agency, during the term of his or her service with Agency, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 23.0 Attorneys' Fees If either Party commences an action against the other Party, 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. 24.0 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. 25.0 Corporate Authority The persons executing this Agreement on behalf of the Parties warrant that they are duly authorized to execute this Agreement on behalf of said Parties and that by their execution, the Parties are formally bound to the provision of this Agreement. 10 of 11 S7296- 0200 \1285939v1.doc • • IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. SEAL BEACH REDEVELOPMENT CARRIER Je NSON + CULTURE AGENCY By: //.! By: � Mark Loxso 'A David Carmany Principal, Cori s ate Officer Executive Director Attest: By: i} (nt( ° 4 ( 44t/ Linda Devine Agency Secretary Approved as to Form: By: Quinn Barrow Agency Counsel 11 of 11 S7296- 0200 \1285939v1.doc • • EXHIBIT "A" carrierjohnson + CULTUR3 architecture + environments + brand strategy + graphics • September 22, 2010 • Revised October 1, 2010 • • Mr. Sean Crumby • Director of Public Works City of Seal Beach 211 Eighth Street Seal Beach, Ca. 90740 • RE: Marina Park Expansion Grant Submission Professional Services Proposal /Agreement City of Seal Beach, California .Dear Mr. Crumby: It is Carrier Johnson + Culture's pleasure to present this proposal for professional services to the City of Seal Beach for planning and preparation for an expansion of Marina Park for a Round 2 grant application to the Statewide Parks Program (SPP) offered by the State of California Department of Parks and Recreation and administrated by its Office of Grants and Local Services on the above referenced project. PROJECT DESCRIPTION The City of Seal Beach is considering purchasing a 3.75 acre site, parcel APN is 199 -01- 10, from Chevron for expansion of the current Marina Park at the corner of Marina Drive and First Street. The site will be studied to benefit the community with a 50 meter indoor competition pool, a children's recreational pool, required parking or other amenities supported by the community. ASSUMPTIONS Application Process for SPP: 1. The SPP is a competitive grant program, the intent of which is to create new recreation opportunities in critically underserved neighborhoods for the needs of families, youth, and senior citizens, with added competitive points given to those areas with the lowest family incomes and the most families living at or under the poverty line. The key document for planning and preparation will be the SPP Application Guide dated April 1, 2009. 2. The SPP has two funding rounds. The deadline for Round 1 was March 1, 2010 and those applications are now being processed. Round 2 of this program will provide $184 million in grant awards. Grants of up to $5 million — the largest limit 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierjohnson.com 1 wvrw.culturedesignlab.com • • Mr. Sean Crumby 1, CITY OF SEAL BEACH carrierjohnson + CIJLTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 2 of 10 in Park Department history — may be requested for acquisition and development of park land and recreation facilities. No matching funds are required. The announcement of the deadline for Round 2 applications is expected in September or October, after Round 1 grants are awarded, and will be timed to fall six months from the date of that announcement. 3. Based on Team's experience in the preparation of multiple Round 1 applications to the SPP, it is clear that successful applications require an intensive community planning effort which can take between five and seven months to complete. Getting that effort underway now is not too early. Community Based Planning Meetings: • 1. Community planning accounts for 18 of 100 points in the competitive process. The Team will work proactively and collaboratively with the City personnel to design the best possible Community Based Planning effort. To capture the full • 18 points under competitive Criterion #4, the City must mount a series of five or more community meetings, of which two must occur during the evening or on weekends. Three or more methods must be used to invite community residents to the five meetings to assure the broadest and most diverse possible representation. Completing those steps in that manner assures that up to 8 of the 18 points can be captured. 2. Capturing the other 10 points requires that the meetings be conducted in such a way that three stated Goals are achieved. Goal 1 is that residents are able to identify their preferred recreation features in a "blank slate" manner, where their choices are not limited to pre- determined choices. Goal 2 is for residents to provide location preferences for those recreation features, and why they prefer those locations. Goal 3 is for residents to provide ideas for the safe use and beautification of the facilities. Proposed Site Information: • 1. The City does enter into a purchase agreement with the current land owner of APN 199- 01 -10. 2. The City has the resources to fund both the land purchase and the project costs not covered by the Grant funding. 3. The Team's initial environmental research into public records and historical aerial photos indicated nothing for that location based on the APN199- 01 -10; however aerial photos show that there were tanks present up until 1994 or so (gone by 2002). There is an oil separation facility that is indicated in reports with an address of 101 Marina Drive, which seems to be the site, but it is not listed on DTSC's Envirostar database (online). 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierjohnson.com 1 www.culturedesignlab.com • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 3 of 10 4. The City will confirm with the Owner of the property and City records if the 101 . Marina Drive address in the DTSC's Envirostar Database is correct. 5. The City will request and, if obtainable, provide any property documentation in the City or County files or from the Owner of the property, which will include current site surveys with utilities, easements, setbacks and grades; any Phase! and II environmental site assessments and; reports or certifications of cleanup activities after property was vacated from its former use. 6. The City will have a consultant update and /or verify any of the existing property reports. 7. The Design Team can provide the City the resources or suggested Consultants that can provide the updates to existing reports or perform the studies, surveys, record search and reports if none can be obtained. 8. The City will get permission to do exploratory borings and have a new Environmental Phase land 11 reports prepared. 9. This proposal assumes that the environmental investigations, either provided by the land owner, the City or as part of this proposal, will provide feasible recommendations for any needed remediation. 10. Due to the adjacency of the new land purchase to the existing Marina Park, the project will be defined as an expansion of the existing Marina Park. Also, part of the existing Park is actually part of the land being purchased. It would be helpful to know if the City has a shared use agreement with the property Owner. Park Design Assumptions: 1. Even though it is unknown at this time what will come from the five Community input meetings required by the Grant submission, we have included the following park elements to help quantify the Design Team's amount of effort: 2. The 3.75 acres of land owned by Chevron is adjacent to the City's Marina Park and approximately 1 acre of the existing City Park land is actually part of the 3.75 acres owned by Chevron, therefore, once the project is complete, the Marina Park will be approximately 4.75 acres and the Design Team will view the whole 4.75 acres as the project. It's unknown at this time whether there will be proposed changes to the current 2 acre Marina Park. 3. The possible uses for the expanded park may be a 50 meter competition pool, a children's recreation pool, an enclosure building for the pool(s); a pool support facility that may include offices, equipment rooms, storage, restrooms, showers, lockers and community room; basketball, half soccer field and parking to support the functions of the park. • 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 I www.carrierjohnson.com 1 www.culturedesignlab.com • • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 4 of 10 4. The park design will use sustainable, native climate appropriate plantings, water efficient, energy efficient and low maintenance element selections wherever possible with a LEED silver or better certification goal. SCOPE OF SERVICES The services provided for this phase of the project are limited to Grant Submission Assistance, Architectural, Aquatic Design, Landscape Architectural Design, CEQA assistance and Cost Estimating. Other design disciplines commonly required for similar projects have not been included at this time, such as; Civil, Structural, Mechanical, Plumbing, Electrical and Acoustical Engineering; if determined as needed, we will add to our Team. The following professional services firms will be engaged to provide these services: Carrier Johnson + Culture — Architects, Planners, Interior Designers, Way- finding Development Management Associates — Grant Application Assistance Aquatic Design Group — Aquatics Design and Engineering David Volz Design — Landscape Architecture LSA Associates, Inc. — CEQA Compliance Assistance Cumming Clarke — Cost Estimating Grant Application Assistance: 1. Reviewing and applying the Application Guide procedures for the Statewide Park Program as they relate to the grant application for the City of Seal Beach. 2. Identifying the research and data that will be required for completion of the application. • 3. Providing the City of Seal Beach with a timeline for the major phases of the application process and identifying the documents in the application package that must be signed by City officials. 4. Attending Technical Assistance Workshops provided by the Office of Grants and Services. 5. Working collaboratively with City staff and Design Team to develop a Project Design that will be optimally competitive, particularly with respect to Criterion 4: Community Based Planning, Criterion 5: Sustainable Water and Resource Techniques, and Criterion 9: Community Challenges. These three criteria • together comprise 44 of the 100 points and are critical to success. 6. Assisting with identification of constituent groups and individuals to be invited to • the five or more required community planning meetings, as outlined by the Application Guide. 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierlohnson.com 1 www.culturedesignlab.com • • Mr. Sean Crumby CITY of SEAL BEACH carrierjOhns0n + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 5 of 10 7. Planning and preparing materials needed for the community planning meetings. 8. Preparing City personnel to conduct the community planning meetings. 9. Providing guidance to City personnel in how to tabulate the data obtained at each community meeting. 10. Writing and preparing a draft of the grant application package for review by City personnel. 11. Revising the grant application, as necessary, based on feedback from the City. 12. Completing the application package in its appropriate final form as indicated in the Application Guide. 13. Facilitating the identification of elected officials and other individuals as may be needed to provide endorsements that support the Park Department's consideration of the application. 14. Assisting with contacting individuals and officials sought for endorsement, including preparation of sample letters for their consideration. 15. Attending meetings as may be required between City representatives and government officials and others to secure endorsements and support of the grant • application. 16. Communicating with the appropriate personnel of the Department of Parks and Recreation Office of Grants & Local Services assigned to oversee this grant program. 17.Attending Site Visits to the Project Site, as scheduled by State Parks and Recreation personnel. 18. Assisting with any other required follow up related to the grant application. Park and Park Element Design: 1. The Design Team will assist, prepare and attend five City initiated community • meetings and work sessions. The Design Team will take the information obtained from these Community events, surveys and work session materials to develop a program for the Park that meets the support of the Community. 2. The Design Team will develop at least 3 design concepts to present and receive comments from the City with budgetary estimates. 3. Once the City has commented on the design concepts presented, the Design Team will finalize a single design concept for review by City staff. 4. The Team will develop a complete budgetary estimate of the final design concept -that will include budgets for all hard construction costs and all soft project costs. 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierlohnson.com 1 www.culturedesignlab.com • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 6 of 10 The purchase cost of the property will be provided by the City for inclusion in the final budget. • 5. Once final comments are provided to the Design Team, final renderings and reports will be developed for presentations to City Council and Community groups. • 6. Once approved by City Council, final exhibits and data will be prepared for inclusion in the final Grant application. • Aquatics Design Assistance: 1. Meet with Design Team and the City to review industry trends and establish. aquatic center design program priorities. 2. Assist Design Team in the preparation of a series of conceptual site plans by providing pool templates for Design Team's use; provide review and comment on Design Team's generated conceptual site plans. 3. Provide a preliminary development budget, construction cost estimate and construction schedule for master site plan. 4. Assist Design Team in the preparation of preliminary cost estimates for each conceptual site plan. 5. Attend up to TWO (2) public outreach meetings with Design Team and the City with agendas possibly including but not limited to: presenting conceptual site plans / preliminary cost estimates; engaging in interactive community design charettes; soliciting input from community users; presenting during a formal presentation / answering questions. CEQA Compliance: • 1. Initial Study (IS), which will be submitted with the grant application and will be used • later for the Notice of Preparation of the EIR. 2. Cost estimate for CEQA compliance (EIR and technical studies). 3. Schedule with tasks for CEQA compliance. PROJECT SCHEDULE The Design anticipates an approximate six month schedule to complete the scope of work described in this proposal. The parties understand and agree that the project period is only an estimate and that it may be subject to change. 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierjohnson.com 1 www.culturedesignlab.com • • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 7of10 The proposed projected project schedule is as follows: Project Kick - off /Notice to Proceed: October 12, 2010 5 Community Planning Mtgs. (Min): October 2010 to January 2011 Property Purchase Negotiations: • October to December 2010 Research Property and Project Requirements: October to November 2010 Present City with Preliminary Findings Mid - November 2010 Complete CEQA Initial Study Project Description Mid - November 2010 Design Workshop Mid - December 2010 CEQA Initial Study Administrative Draft Mid - December 2010 Statement of Community Challenges: January 2011 Draft Competitive Narrative: February 2011 Present 3 Design Concept Options with Costs: Mid- January 2011 Present Final Design Concept with Costs: Mid - February 2011 Final CEQA Initial Study: Mid - February 2011 CEQA Compliance Schedule: February 2011 CEQA Compliance Cost Estimate: March 2011 Final Competitive Narrative: March 2011 Final Design, Sustainable and Cost Exhibits: April 2011 Finalize Application Package and Submit: April 2011 • Suggested 2010 Community Events that can include Park input: Historic Slide Show Event: October 27, 2010 Tree Lighting Ceremony: November 26, 2010 Holiday Parade: December 3, 2010 Breakfast with Santa: December 11, 2010 COMPENSATION The Design Team proposes to provide the Scope of Services outlined above on a Lump Sum basis of $86,000.00. This lump sum fee excludes cost of project related expenses, which will be charged monthly as reimbursable expenses. The City should budget approximately $8,600.00, which will not be exceed without the prior written approval of the City. 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714 432.8956 I www.carrierjohnson.com 1 www.culturedesignlab.com • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 8 of 10 Additional services, outside the Scope of Services identified above will be provided on an hourly basis per the attached Rate Schedule. This agreement will be equitably adjusted in compensation and/ or schedule to reflect the City's requested scope changes that cause a change in project schedule, program, scope, and /or design direction. Method of Compensation: Carrier Johnson shall provide a monthly statement of amounts due for Percentage of Services Completed, Additional Services and Reimbursable Expenses relative to the work performed during the previous billing period. Amounts billed shall be due upon presentation and shall be considered delinquent if not paid within thirty (30) days from the billing date. Amounts due and unpaid shall bear a monthly late fee of 1 -1/2% on past due balances, from the date payment is due. Projects with balances past due and unpaid after sixty (60) days from the billing date shall be shall be stopped until accounts are current. ADDITIONAL PROVISIONS A. Assignment 1) Neither the City nor Carrier Johnson shall assign this Agreement without the written consent of the other. B. Instruments of Services 1) Drawings, Specifications and other documents, including those in electronic form, prepared by Carrier Johnson and Carrier Johnson's consultants are Instruments of Service for use solely with respect to this Project. Carrier Johnson and Carrier Johnson's consultants shall be deemed the authors and owners of their respective Instruments of Service and shall retain all common law, statutory and other reserved rights, including copyrights. • 2) Any copies of Carrier Johnson's Instruments of Service provided to the City are for City's exclusive internal use only. City shall not provide Instruments of Service to any individual or entity not a party to the Agreement without the prior written . • consent of Carrier Johnson. No individual or entity not a party to this Agreement • shall be permitted to use Carrier Johnson's Instruments of Service without the prior written consent of Carrier Johnson. If this Agreement is terminated for any reason prior to completion of the services called for herein, City shall return to Carrier Johnson, within five (5) days, all originals and reproductions of Carrier Johnson's Instruments of Service in Client's possession, custody or control. 3) City to the fullest extent permitted by law, shall waive any claim against Carrier Johnson and shall defend, indemnify and hold harmless Carrier Johnson from any claim or liability for injury or loss allegedly arising from any unauthorized use of Carrier Johnson's Instruments of Service. C. Dispute Resolution / Choice of Law 1) Any claim, dispute or other matter in question arising out of or relating to this Agreement shall be subject to mediation as a condition precedent to the institution of legal or equitable proceedings by either party. The parties shall share the mediator's fee and any filing fees equally. Mediation shall be held before a 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 tax 714.432.8956 1 www.carrierjohnson . com 1 www.culturedesignlab.com • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 architecture + environments + brand strategy + graphics Page 9 of 10 mutually agreeable mediator with the Orange County Office of JAMS and shall take place in Orange County, California. 2) In the event that mediation is not successful in resolving any dispute, then in accordance with the terms and provisions of this Agreement, any party to the dispute that participated in mediation may institute a legal or equitable proceeding. • Any legal or equitable proceeding relating to or arising from this agreement shall be filed and maintained in the Orange County Superior Court. This Agreement and any dispute arising here from shall be governed by California law. D. Completion 1) It is expressly understood that Carrier Johnson will endeavor to complete the project within a reasonable time frame; however, it is also understood that completion may be delayed through no fault of Carrier Johnson. Carrier Johnson shall not be responsible for any delays caused by City, City's consultants, government regulatory agencies or any other entity that are not directly under Carrier Johnson's control. E. Marketing • 1) Carrier Johnson reserves the right to utilize, through photography or other representation, said project for marketing and advertising. TERMINATION OF AGREEMENT A. This Agreement may be terminated by the City or Carrier Johnson at any time, through no fault of the party initiating the termination, by giving the other party ten (10) business days' prior written notice. In the event of termination, Carrier Johnson shall be compensated for all services performed to the date the written termination notice is received (by facsimile or by mail), including all Additional Services and Reimbursable Expenses then due. • • 275b mccormick avenue costa mesa ca 92626 1 phone 714 432.8756 1 fax 714.432.8956 I www.carrierjohnson.com 1 www.culturedesignlab.com • • Mr. Sean Crumby CITY OF SEAL BEACH carrierjohnson + CULTUR3 September 22, 2010 - architecture + environments + brand strategy + graphics Page 10 of 10 • We look forward to the opportunity to work with the City of Seal Beach. Should you have any questions, please do not hesitate to call. .Please provide your acceptance by signing below. Return one copy of this document to Carrier Johnson. Please keep the other for your records. Sincerely, CARRIER JOHNSON A California : /: or.tion By: r#1, Date: Name: ark Loxsom, RA ' Title: Principal, Corp. 1e Officer CITY OF SEAL BEACH By: / ' \ / Date: • Name: • Title: • • • • • • 275b mccormick avenue costa mesa ca 92626 1 phone 714.432.8756 1 fax 714.432.8956 1 www.carrierjohnson.com I www.culturedesignlab.com • • EXHIBIT ”B" • carrierjohnson + CULTUR3 architect., environments + brand strateav + Graphics • Hourly Rate Schedule ARCHITECTURE / ENVIRONMENTAL DESIGN / PLANNING EFFECTIVE JANUARY 1, 2010 • HOURLY BILLING • TITLE RATE Principal $ 190.00 Sr. Proj. Manager $ 170.00 Sr. Proj. Designer/ Sr. Proj. Architect / Sr. Interior Designer $140.00 Project Manager / Project Architect $ 130.00 Project Designer / Interior Designer $ 120.00 • Designer $ 100.00 Jr. Designer / Technical Support $ 75.00 Intern / Administrative Support $ 50.00 • 1. Consultants are billed with a 20% mark -up to cover additional time associated with coordinating their services. 2. Actual out -of- pocket expenses for travel, reproduction, photography, messenger, etc. are billed with a 15% mark -up to cover the administrative costs of handling these items. Direct billing to client accounts is another viable option. 3. Billing Rates are subject to revision every six months. • •