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AGREEMENT FOR ON -CALL COASTAL ENGINEERING
CONTRACT SERVICES
THIS AGRE NT F 1? . ONTRACT SERVICES (the "Agreement ") is made and entered
into as of day o , _ , 2001 by and between the CITY OF SEAL BEACH, a
municipal corporation (" 0 ") and Moffatt & Nichol Engineers, a California corporation
( "Contractor ").
RECITALS
WHEREAS, City desires to employ the services of a consultant to provide oncall
engineering services and
WHEREAS, Contractor represents that it has the expertise and experience to provide
such services;
NOW THEREFORE, and for good consideration, the City and Contractor agree as
follows:
1. Location of Subject Project /Studies. Various Locations.
2. Description of Services to be Provided. Contractor shall perfrom on -call coastal
engineering related services as described in Attachment 1, Scope of Work.
3. Term. Unless terminated earlier as set forth in this Agreement, the services shall
commence on July 19, 2001 ( "Commencement Date ")
4. Party Representatives.
The City designates Doug Dancs to act on City's behalf.
The Contractor designates the Russell H. Boudreau, P.E. to act on Contractor's behalf:
5. Attachments. This Agreement incorporates by reference the following Attachments to
this Agreement:
Attachment 1: Scope of Work
Attachment 2: Rate Schedule
Attachment 3: Schedule
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6. Integration. This Agreement represents the entire understanding of City and
Contractor as to those matters contained herein. No prior oral or written
understanding shall be of any force or effect with regard to those matters covered by
this Agreement. This Agreement supersedes and cancels any and all previous
negotiations, arrangements, agreements, and understandings, if any, between the
parties, and none shall be used to interpret this Agreement. This Agreement may only
be amended by the mutual consent of the parties by an instrument in writing.
7. Standard of Performance. Contractor agrees that all services shall be performed in a
competent, professional, and satisfactory manner in accordance with the standards
prevalent in the industry, and that all goods, materials, equipment or personal property
included within the services herein shall be of good quality, fit for the purpose
intended.
8. Performance to Satisfaction of City. Contractor agrees to perform all work to the
satisfaction of City within the time specified. If Contractor's work is not satisfactory
in the opinion of City's designated representative, City has the right to take
appropriate action, including but not limited to any or all of the following: (i) meeting
with Contractor to review the quality of the work and resolve matters of concern; (ii)
requiring Contractor to repeat or correct the work at no additional fee until it is
satisfactory; (iii) suspending the delivery of new or additional work to Contractor for
an indefinite time; (iv) withholding payment; and (v) terminating this Agreement as
hereinafter set forth. City's options set forth herein are non - exclusive, and are in
addition to any remedy available at law to City.
9. Prohibition Against Subcontracting or Assignment. Contractor shall not contract
with any other entity to perform in whole or in part the services required hereunder
without the prior express written approval of City. In addition, neither the Agreement
nor any interest herein may be transferred, assigned, conveyed, hypothecated, or
encumbered voluntarily or by operation of law, whether for the benefit of creditors or
otherwise, without the prior written approval of City. In the event of any unapproved
transfer, including in any bankruptcy proceeding, City may void the Agreement at
City's option in its sole and absolute discretion. No approved transfer shall release any
surety of Contractor of any liability hereunder without the express consent of City.
10. Compensation. Contractor shall be compensated on a time and material basis per the
attached Schedule 2. In no event shall compensation exceed the approved task order
limit set by the Director of Public Works.
11. Insurance. Contractor shall have insurance as follows:
11.1 General Liability (including premises and operations, contractual liability,
personal injury, independent contractors liability): One Million Dollars
($1,000,000.00) Single Limit, per occurrence. If commercial general liability
insurance or other form with a general aggregate limit is used, either the general
aggregate shall apply separately to this project, or the general aggregate limit shall be
three times the occurrence limit.
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11.2 Automobile Liability (including owned, non - owned, and hired autos): One
Million Dollars ($1,000,000.00), Single limit, per occurrence for bodily injury and
property damage.
11.3 Employer's Liability One Million Dollars ($1,000,000.00) per occurrence for
injuries incurred in providing services under this Agreement (if Contractor is
required to have per the laws of California).
11.4 Workers Compensation Contractor shall, to the extent required by state law,
provide Employee's Insurance Workers' Compensation Insurance for the
protection of Contractor's employees. Contractor shall file a certificate of
insurance which evidences that Contractor is in compliance with said Worker's
Compensation Insurance requirement. Contractor shall require all subcontractors
similarly to provide such Workers' Compensation Insurance and certificates of
insurance for their respective employees.
11.5 Professional Liability Insurance Contractor shall have errors and omission
insurance in the amount of $1,000,000.
11.6 General Requirements. All of Contractor's and its sub - contractor's policies of
insurance shall:
A. Name City, its officers, officials, employees, agents,
representatives and volunteers (collectively hereinafter "City and City
Personnel ") as additional insureds and contain no special limitations on the
scope of protection afforded to City and City Personnel;
B. Be primary insurance and shall provide that any insurance or
self - insurance maintained by City or City Personnel shall be in excess of
Contractor's insurance and shall not contribute with it;
C. Be "occurrence" rather than "claims made" insurance;
D. 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;
E. Be endorsed to state that the insurer shall waive all rights of
subrogation against City and City Personnel; and
F. Be written by good and solvent insurer(s) admitted to do
business in the State of California and acceptable to City.
11.7 Deductibles. Any deductibles or self - insured retentions must be declared
to and approved by City prior to the execution of this Agreement by City.
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11.8 Notice of Policy Changes. Each such insurance policy shall be endorsed
to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or
in limits, non - renewed, or materially changed for any reason, without thirty (30) days
prior written notice thereof given by the insurer to City by U.S. mail, certified, or by
personal delivery. In addition to such notice provided to City by the insurer,
Contractor shall also provide City with thirty (30) days prior written notice, by
certified mail, return receipt requested, of the suspension, voiding, cancellation,
reduction in coverage or in limits, non - renewal, or material change for any reason, of
any such insurance policy or policies.
11.9 Evidence of Coverage. Contractor shall furnish City with certificates of
insurance demonstrating the coverage required by this Agreement which shall be
received and approved by City not less than five (5) working days before work
commences. The duplicate originals and original endorsements for each insurance
policy shall be signed by a person authorized by that insurer to bind coverage on its
behalf. The procuring of such insurance or the delivery of duplicate originals and
endorsements evidencing the same shall not be construed as a limitation on.
Contractor's obligation to indemnify City and City Personnel.
12. Indemnification. Contractor shall indemnify, defend, and hold City and City
Personnel harmless from and against any and all actions, claims, demands, judgments,
attorn'ey ,:costs, damage to persons or property, penalties, obligations, expenses
or liabilities that may be asserted or claimed by any person or entity arising out of the
negligent acts, errors, or omissions of Contractor, its employees, agents,
representatives or subcontractors in the performance of any tasks or services for or on
behalf of City, whether or not there is concurrent active or passive negligence on the
part of City and /or City Personnel; provided, however, that the Contractor shall not be
required to indemnify, defend or hold harmless City or City Personnel against claims
arising from the sole active negligence or willful misconduct of City or City
Personnel. In connection therewith:
12.1 Contractor shall defend, with Counsel acceptable to City, any action or
actions filed in connection with any such claimed damage, injury, penalty, obligation
or liability, and shall pay all costs and expenses, including attorney's fees, incurred
therewith.
12.2 In the event City and /or any City Personnel is made a party to any action
or proceeding filed or prosecuted for any such claimed damage, injury, penalty,
obligation or liability, Contractor shall defend City and pay to City any and all costs
and expenses incurred by City in such action or proceeding, together with actual
attorney's fees and expert witness fees.
13. Compliance with Laws. The Consultant shall put forth reasonable professional efforts
to comply with applicable laws, codes and regulations in effect as of the date of the
execution of this Agreement. Materially increased or duplicative services occasioned
by design changes made necessary by newly enacted laws, codes and regulations after
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this date shall entitle the consultant to a reasonable adjustment in the schedule and
additional compensation commensurate with any agreed -upon modification in the
Scope of Work provisions of this Agreement.
14. Independent Contractor. Contractor shall perform all services required herein as an
independent contractor of City and shall remain at all times as to City a wholly
independent contractor. City shall not in any way or for any purpose become or be
deemed to be a partner or employer of Contractor in its business or otherwise, or a
joint venturer, or a member of any joint enterprise with Contractor. Contractor shall
not at any time or in any manner represent that it or any of its agents or employees are
agents or employees of City. Neither Contractor nor any of Contractor's employees
shall, at any time, or in any way, be entitled to any sick leave, vacation, retirement, or
other fringe benefits from City; and neither Contractor nor any of its employees shall
be paid by City any wage or overtime benefit. City is under no obligation to withhold
State and Federal tax deductions from Contractor's compensation. Neither Contractor
nor any of Contractor's employees shall be included in the competitive service, have
any property right to any position, or any of the rights a City employee might
otherwise have in the event of termination of employment.
15. Covenant Against Discrimination. Contractor covenants for itself, its heirs,
executors, assigns, and all persons claiming under or through it, that there shall be no
discrimination against any person on account of race, color, creed, relation, sex,
marital status, national origin, or ancestry, in the performance of this Agreement.
Contractor further covenants and agrees to comply with the terms of the Americans
with Disabilities Act of 1990 (42 U.S.C. §12101 et seq.) as the same may be amended
from time to time.
16. Termination By City. City reserves the right to terminate this Agreement at any
time, with or without cause, upon written notice to Contractor. Upon receipt of any
notice of termination from City, Contractor shall immediately cease all services
hereunder except such as may be specifically approved in writing by City. Contractor
shall be entitled to compensation for all services rendered prior to receipt of City's
notice of termination and for any services authorized in writing by City thereafter.
17. Waiver. No delay or omission in the exercise of any right or remedy by a
nondefaulting party on any default shall impair such right or remedy or be construed
as a waiver. A party's consent to or approval of any act by the other party require the
party's consent or approval shall not be deemed to waive or render unnecessary the
other party's consent to or approval of any subsequent act. Any waiver by either party
of any default must be in writing and shall not be a waiver of any other default
concerning the same or any other provision of this Agreement.
18. Legal Actions. The Municipal and Superior Courts of the State of Califomia in the
County of Orange shall have the exclusive jurisdiction of any litigation between the
parties arising out of this Agreement. This Agreement shall be governed by, and
construed under, the laws of the State of California. The rights and remedies of the
parties are cumulative and the exercise by either party of one or more of such rights or
Moffattandnichol Contract On Call v2_ 5
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remedies shall not preclude the exercise by it, at the same or different times, of any
other rights or remedies for the same default or any other default by the other party.
19. Attorneys' Fees. If either party to this Agreement is required to initiate or defend, or
is made a party to, any action or proceeding in any way connected with this
Agreement, the party prevailing in the final judgment in such action or proceeding, in
addition to any other relief which may be granted, shall be entitled to litigation costs,
including actual attorney's fees and expert witness fees.
20. Force Majeure. The time period specified in this Agreement for performance of work
may be extended by City because of any delays due to unforeseeable causes beyond
the control and without the fault or negligence of Contractor, including, but not
restricted to, acts of God or of the public enemy, unusually severe weather, fires,
earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight
embargoes, wars, litigation, and /or acts of any governmental agency, including City,
provided that Contractor shall within ten (10) days of the commencement of such
delay notify City in writing of the causes and length of the delay. If Contractor gives
notice of such delay, City shall ascertain the facts and the extent of delay, and extend
the time for performing the services for the period of the enforced delay, when and if
in the judgement of City, such delay is justified. City's determination shall be made in
writing, and shall be final and conclusive upon the parties to this Agreement. In no
event shall Contractor be entitled to recover damages against City for any delay in the
performance of this Agreement, however caused. Contractor's sole remedy shall be
extension of this Agreement.
21. Notices. Unless otherwise provided herein, all notices required to be delivered under
this Agreement or under applicable law shall be personally delivered, or delivered by
United States mail, prepaid, certified, return receipt requested, or by reputable
document delivery service that provides a receipt showing date and time of delivery.
Notices personally delivered or delivered by a document delivery service shall be
effective upon receipt. Notices delivered by mail shall be effective at 5:00 p.m. on the
second calendar day following dispatch. Notices shall be delivered to the following
addresses:
To City: Director of Public Works
City of Seal Beach
211 Eighth Street
Seal Beach, CA 90740
To Contractor: Moffatt & Nichol Engineers
P.O. Box 7707
Long Beach, CA 90807
22. Time of Essence. Time is of the essence in the performance of this Agreement.
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23. Interpretation: Severability. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for
or against either party by reason of the authorship of this Agreement or any other •
rule of construction which might otherwise apply. The Section headings are for
purposes ,of convenience only, and shall not be construed to limit or extend the
meaning of this Agreement. Each provision of this Agreement shall be severable
from the whole. If any provision of this Agreement shall be found contrary to law,
the remainder of this Agreement shall continue in full force.
24. Corporate Authority. The person(s) executing this Agreement on behalf of the
parties hereto warrant that (i) such party is duly organized and existing, (ii) they
are duly authorized to execute and deliver this Agreement on behalf of said party,
(iii) by so executing this Agreement, such party is formally bound to the
provisions of this Agreement, and (iv) the entering into this Agreement does not
violate any provision of any other Agreement to which said party is bound.
IN WITNESS WHEREOF, the parties have executed and entered into this Agreement
for Contract Services as of the date first set forth above.
CITY 0 E; t ACH CONTRALTO:
By: / By: 1' 4/ Odi, y Y /��
Its: 4 Mana:er Its: (/ /Ce 7 42O v?
A By:
1 ( 0 ) ,e _ , 1 Its:
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APPROVED AS TO FORM:
P ° ) P 4 1820A/411,r
inn Barrow
City Attorney
Moffattandnichol Contract On Call v2_ 7
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Attachment 1
SCOPE OF WORK
Moffattandnichol Contract On Call v2_ 8
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200 GENERAL REQUIREMENTS FOR THE SCOPE OF WORK
200.1 EXAMINATION OF RFP/RFQ DOCUMENTS: The Consultant shall be solely
responsible for examining the City's RFP/RFQ documents, including any addenda
issued, and for informing itself with respect to any and all conditions which may in
any way affect the amount or nature of the proposal, or the performance of the
Services in the event the Consultant is selected. No relief for error or omission will be
given.
200.3 E MAIL: The Consultant shall supply and maintain individual Internet E — mail
addresses for each of the project managers and principals involved in the project and
other consultant personnel as the City deems necessary.
200.4 INVOICES: The Consultant shall submit not more than one invoice a month
and shall obtain a copy of the accounts payable schedule. The invoice will be in a
format that is acceptable to City Engineering Staff and shall detail individual
personnel who worked on the project, specific tasks performed, hours worked, billing
rate, total costs, and previous billing history, percentage of work completed,
percentage of dollars spent. The Consultant shall prepare invoices that show costs
against each major milestone task.
The Consultant shall notify the City when the cumulative compensation payable
under this Contract has reached 75% of the Contract not to exceed price. If at any
time the Consultant has reason to believe that the total cost to the Authority for the
performance of this Contract will be greater or substantially less that the Contract not
to exceed price, the Consultant shall notify the Consultant in writing to that effect and
give its revised estimate of the total cost for the performance of this Contract. The
notice shall state the estimated amount of additional funds required to continue
performance for the remainder of the contract term. In no event is the Consultant
authorized to exceed the "not to exceed price" without prior written approval from the
City.
200.5 COMPUTER FILES: The Consultant shall supply the City with a digital and
editable copy of all files that are included in the hard copy of the report. The
Consultant shall use or transfer into the following formats: Word Processing:
Microsoft Word, Spreadsheets: Excel, Databases: Filemaker Pro, Microsoft Access,
GIS: ArcView, Drawings: Autocad. All final plans shall be submitted also on CD
readable by City computers. All digital files shall be submitted on a CD ROM.
The City shall have the right to use, duplicate, modify or disclose the technical data
and the information contained therein.
The Consultant agrees to provide any proprietary software or data used in
conjunction with the project to the City, if requested, as long as the City pays for any
additional licensing costs.
200.6 KEY PERSONNEL: The Consultant shall not reassign any personnel
mentioned in the RFQ/Interview process unless under extraordinary circumstances.
Moffattandnichol Contract On Call v2_ 9
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The Consultant shall secure the prior written approval the City for any change or
reassignment of the key personnel, submitting written documentation of the new
individual's qualification.
The Consultant's project manager shall supervise and direct the services, and have
overall responsibility for the services in accordance with the Consultant agreement
and Scope of Work. The Consultant shall be solely responsible for implementation of
all services, means, methods, techniques, sequences, and procedures and for
coordination of all portions of the services.
All workers shall have sufficient skill and experience to perform the work assigned to
them. The City shall have the right, in its absolute discretion to require the removal of
the Consultant's personnel at any level assigned to the performance of the Services
at no additional fee to the City, if the City considers such removal necessary and in
its best interest and request such removal in writing. Further, an employee who is
dismissed for any of the above reasons shall not be re-employed on this Contract.
200.7 UNAUTHORIZED WORK: Any services not required by the terms of the final
scope of work or proposal that are performed without written authority from the City,
will be considered as unauthorized and at the sole expense of the Consultant.
Services so performed will not be paid for, and no extension in the period of
performance shall be granted on account thereof.
200.8 AUDITS: The Consultant shall keep and maintain full and complete records
and books of account of its costs and expenses relating to the performance of the
Services, in accordance with generally accepted accounting practices. Such records
and accounts shall permit the Consultant to furnish the City, upon written notice, an
accurate written allocation of the costs to the various elements of the Services, as
may be required by the Authority. Upon reasonable advance written notice the City
or its representatives shall have the right to examine, any books, records, accounts,
and other documents of the Contractor directly pertaining to costs when such costs
are the basis of a claim or of reimbursement to the Consultant hereunder. The
Consultant will make reasonable efforts to assure that the any such representative is
not a competitor of the Contractor to which the disclosure of such cost information
would have a detrimental effect on the Consultant's business. The Consultant shall
keep and preserve all such books, records, accounts, and other documents for a
period of at least three years after completion of the Services and Final Payment or if
this Contract is terminated in whole or in part after the final termination agreement.
200.9 CONSULTANT'S INTERACTION WITH MEDIA AND THE PUBLIC: The
Consultant shall refer all inquiries from the news media to the City. If the Consultant
receives a complaint from a citizen or the community, the Consultant shall inform the
City what action was taken to alleviate the situation.
200.10 SUBCONTRACTORS/SUBCONSULTANT: The City reserves the right of
prior approval of all subcontractors and retains the right to request the Consultant to
terminate any subcontractor, for any reason appropriate by the City, by so notifying
Moffattandnichol Contract On Call v2_ 10
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the Consultant in writing. Should said notification be submitted to the Consultant, it
shall terminate said subcontractor immediately.
The City shall have no liability to any subcontractor(s) for payment for services under
this Contract or other work performed for Contractor. Any subcontract entered into by
Consultant under the contract shall duly note that the responsibility for payment for
the technical services or any other services performed shall be the sole responsibility
of the Consultant.
200.11 DIRECT EXPENSES: It is expected that the Consultant has extensive
knowledge and experience performing this type of work. The Consultant shall
prepare a not to exceed budget for direct expenses and breakdown costs for
services such as copying, blue prints, computer time, reproduction, delivery, and any
other foreseeable expense not covered in the Consultant's hourly rates. Therefore,
the Consultant shall receive no additional compensation beyond that which is
detailed in their budget. The City will not pay for mileage charges.
200.12 INSURANCE: The Consultant shall obtain a minimum of $1,000,000 worth of
professional error and omissions insurance prior to entering into an agreement with
the City. The insurance requirement is non-negotiable.
200.13 RETENTION FOR CALTRANS: Not Used.
Moffatlandnichol Contract On Call v2_ 11
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201 SPECIFIC REQUIREMENTS FOR THE SCOPE OF WORK
The Consultant shall provide the following services on an on call basis to the City of Seal
Beach:
• Coastal Engineering Services.
• Construction Support/Shop Drawing Review
• Attend Meetings upon request of the Director of Public Works
• Permit and Grant Application Services
Prior to starting any work, the consultant shall submit a detailed task order scope, fee propsal,
schedule, and overall project estimate. No work shall begin without written approval by the
Engineering Division.
All work must be within the budgetary limits established in the project.
Moffattandnichol Contract On Call v2_ 12
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Attachment 2
SCHEDULE OF COMPENSATION
Moffattandnichol Contract On Call v2_ 13
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SCHEDULE OF COMPENSATION
Hourly Rates not to Exceed without further authorization the budgetary estimates for any Project requested
by the Engineering Division. Scope and number of hours to be upon mutual agreement of the Engineering
Division and the Consultant.
MOFFATT & NICHOL
N G I N F F R S
RATE SCHEDULE FOR PROFESSIONAL SERVICES
Effective July 1, 2001 Until Revised and approved by Director of Public Works
CLASSIFICATION HOURLY RATES
PROFESSIONALS Supervisory Engineer/Scientist $ 157.00
Senior Engineer/Scientist $ 144.00
Engineer/Scientist III $ 130.00
Engineer/Scientist II $ 120.00
Engineer/Scientist I $ 101.00
Staff Engineer/Scientist $ 82.00
TECHNICIANS Senior Technician $ 116.00
Designer $ 110.00
CADD 11 $ 89.00
CADD I $ 73.00
CLERICAL Word Processing $ 64.00
General Clerical $ 59.00
SPECIAL Principal Engineer/Scientist $ 175.00
Court Appearances $ 250.00
REIMBURSABLE EXPENSES (Unless Otherwise Provided in Written Agreement)
Subcontracts or Outside Services Cost +15%
Reproductions -In House
Mylar Plots (B/W) $2.00/SF
Color Plots $4.00/SF
Velllum Plots (B/W) $1.00/SF
Bond Plots (B/W) $0.50/SF
Drawing Reproduction Cost +15%
Document Reproduction $0.10/sheet
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• -Outside Reproduction Cost +15%
Travel Company Auto $0.345/mile
Rental Vehicle Cost
Airfare Cost
Meals and Lodging Cost
Moffattandnichol Contract On Call v2_ 15
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Attachment 3
Work Schedule
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SCHEDULE
The Consultant will provide a detailed schedule for each task order. No work shall be
authorized unless the Engineering Division has first approved the schedule.
The schedule must show the dates of the expected start and completion of the various items
of the Contract work. It shall be in sufficient detail to show the chronological relationship
of all activities of the project including, but not limited to, estimated starting and
completion dates of various activities, critical path, review times.
Moffatlandnichol Contract On Call v2_ 17
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AGREEMENT BETWEEN CLIENT AND ENGINEER
FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made on the 24th day of October , 19996 by and between
The City of Seal Beach , a , hereinafter called CLIENT, and Moffatt & Nichol Engineers
a California corporation, hereinafter called ENGINEER, for the following Project:
Open-End Services for Beach Improvements
The CLIENT and ENGINEER for mutual consideration hereinafter set forth, agree as set forth below and
as provided in the attached Standard Clauses:
1.0 ENGINEER'S SERVICES
The ENGINEER shall perform professional services in connection with the Project, as set forth below
and contained within this Agreement:
Individual work tasks to be agreed upon by the City and Engineer. The first task is researching
three feasible sand sources for beach nourishment.
2.0 ENGINEER'S CHARGES
In accordance with this Agreement, the ENGINEER shall provide professional services for which the
CLIENT shall compensate ENGINEER as follows:
Compensation shall be on a Time and Materials basis per the attached Rate Schedule.
3.0 INSURANCE AND LIABILITY PROVISIONS
3.1 The ENGINEER shall acquire and maintain statutory workmen's compensation insurance coverage,
employer's liability, comprehensive general liability insurance coverage and professional liability insurance
coverage.
3.2 The CLIENT agrees to limit the ENGINEER's liability to the CLIENT and to all Construction
Contractors and Subcontractors on the Project, due to the ENGINEER's professional negligent acts, errors or
omissions, such that the total aggregate liability of the ENGINEER to those named shall not exceed the
ENGINEER's total fee for services rendered on this Project.
4.0 NOTICES
Any notices required to be given under this Agreement may be given by enclosing the same in a sealed
envelope, postage prepaid, addressed to the CLIENT at 211 Eighth Street, Seal Beach
CA 90740-6379 , and to the ENGINEER at P.O. Box 7707, Long Beach, California, 90807, and
depositing same in the U.S. Postal Service. When so given, such notice shall be given from the time of mailing
the same.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement which is in effect as of the
day and year first above written when signed by both parties.
MOFFA P & NICHOL NGI EERS CLIENTL A
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AGREEMENT BETWEEN CLIENT AND E liiu'INEER
STANDARD CLAUSES
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1.0 CLIENT'S RESPONSIBILITY remain the property of the ENGINEER whether the Project is completed
or not. The CLIENT shall not reuse any of the ENGINEER's instruments
The CLIENT shall,unless otherwise provided for in this Agreement, at no of service on extensions of this Project or on any other project without
cost to the ENGINEER: the prior written permission of the ENGINEER. Any unauthorized reuse
shall be at the CLIENT's risk and the CLIENT agrees to defend,
1.1 Furnish to the ENGINEER all survey requested by the ENGINEER indemnify and hold harmless the ENGINEER from all claims, damages,
for the Project and expenses including attorney's fees arising out of such unauthorized
reuse of the ENGINEER's instruments of service by the CLIENT OR BY
1.2 Furnish all soils data necessary for the Project including all OTHERS ACTING THROUGH THE CLIENT.
appropriate professional interpretations. The ENGINEER makes no
4.2 Neither the CLIENT nor the ENGINEER shall delegate his duties
representations concerning soil conditions and he is not responsible for
any liability that may arise out of the performance or failure to perform under this Agreement without the written consent of the other.
soils investigations and testing.
4.3 This Agreement may be terminated by either party by seven days
13 Guarantee full and free access for the ENGINEER to enter upon all written notice in the event of substantial failure to perform in accordance
property required for the performance of the ENGINEER's services. with the terms of this Agreement by the other party through no fault of
the terminating party. If this Agreement is terminated, the ENGINEER
1.4 Give prompt written notice to the ENGINEER whenever the CLIENT shall be paid for services performed to the termination notice date
observes or otherwise becomes aware of any defect in the Project or other including Reimbursable Expenses due plus Termination Expenses.
event which may substantially affect the ENGINEER's performance of Termination Expenses are defined as Reimbursable Expenses directly
attributable to termination.
services under this Agreement.
2.0 REIMBURSABLE EXPENSES 4.4 This Agreement represents the entire and integrated agreement
between the CLIENT and the ENGINEER and supersedes all prior
negotiations, representations or agreements, either written or oral. This
Reimbursable Expenses are in addition to ENGINEER's compensation for Agreement may be amended only by written instrument signed by both
services performed on an Iiourly Rate basis and include expenditures the CLIENT and the ENGINEER.
made by the ENGINEER, his employees or his consultants in the interest
of the Project. 4.5 This Agreement shall be governed by the laws of the State of
California.
3.0 PAYMENTS TO THE ENGINEER
4.6 Should litigation occur between the two parties relating to the
3.1 Progress payments shall be made in proportion to services rendered provisions of this Agreement, all litigation expenses, collection expenses,
and as indicated within this Agreement and shall be due and owing upon witness fees, court costs and attorney's fees incurred by the prevailing
the ENGINEER's submittal of any invoice. Past due amounts owed shall party shall be paid by the non-prevailing party to the prevailing party.
include a late payment Finance Charge which will be computed at the
periodic rate of 1%per month, which is an Annual Percentage Rate of 4.7 Neither Party shall hold the other responsible for damages or delay in
12%,and will be applied to any unpaid balance 30 days after the date of performance caused by acts of God, strikes, lockouts, accidents, or other
the original invoice. events beyond the control of the other or the other's employees and
agents.
32 The ENGINEER may, upon seven days written notice, suspend
services if CLIENT fails to make payments. 4.8 In the event any provisions of this Agreement shall be held to be
invalid and unenforceable, the remaining provisions shall be valid and
3.3 No deductions shall be made from the ENGINEER's compensation binding upon the parties. One or more waivers by either party of any
on account of penalty or other sums withheld from payments to provision, term, condition or covenant shall not be construed by the other
Contractors. party as a waiver of a subsequent breach of the same by the other party.
3.4 Hourly Rates and Reimbursable Expenses shall be subject to periodic 4.9 The ENGINEER is not responsible for design and construction
revision as stated on the Rate Schedule. In the event revisions are made review services relating to the Contractor's safety precautions or to
during the lifetime of this Agreement, the increased or decreased Hourly means, methods, techniques, sequences, or procedures required for the
Rates and Reimbursable Expenses shall apply to all remaining Contractor to perform his work. Omitted services include but are not
compensation for services performed by the ENGINEER when such rates limited to shoring, scaffolding, underpinning temporary retainment of
provide the basis for the ENGINEER's compensation. excavations and any erection methods and temporary bracing.
3.5 If the Project is delayed or if the ENGINEER's services for the 4.10 The ENGINEER intends to render his services under this
Project are delayed or suspended for more than three months for reasons Agreement in accordance with generally accepted professional practices
beyond the ENGINEER's control, the ENGINEER may,after giving for the intended use of the Project and makes no warranty either express
seven days written notice to the CLIENT, terminate this Agreement and or implied.
the CLIENT shall compensate the ENGINEER in accordance with the
tennination provision contained hereinafter in this Agreement. 4.11 Any estimate of construction costs prepared by the ENGINEER
represents his judgment as a design professional and is supplied for the
4.0 GENERAL PROVISIONS general guidance of the CLIENT. Since the ENGINEER has no control
over the cost of labor and material, or over competitive bidding or market
conditions, the ENGINEER does not guarantee the accuracy of such
4.1 All Drawings, Specifications and other work data of the ENGINEER estimates as compared to Contractor bids or actual cost to the CLIENT.
for this Project are instruments of service for this Project only and shall
• •
highg
MOFFATT & NICHOL ENGINEERS
RATE SCHEDULE FOR PROFESSIONAL SERVICES
Effective July 1, 1996 Until Revised
CLASSIFICATION HOURLY RATES
PROFESSIONALS
Supervisory Engineer/Scientist $ 123.00
Senior Engineer/Scientist $ 114.00
Engineer/Scientist III $ 103.00
Engineer/Scientist II $ 87.00
Engineer/Scientist I $ 76.00
Staff Engineer/Scientist $ 63.00
TECHNICIANS
Senior Technician $ 90.00
Designer $ 87.00
CADD II $ 70.00
CADD I $ 53.00
CLERICAL
Word Processing $ 51.00
General Clerical $ 45.00
SPECIAL
Principal Engineer/Scientist $ 145.00
Court Appearances $ 250.00
REIMBURSABLE EXPENSES (Unless Otherwise Provided in Written Agreement)
Computer Rates
Outside Computer Services Cost+15%
Reproductions -In House
Mylar Plots(B/W) $2.00/SF
Color Plots $4.00/SF
Vellum Plots(B/W) $1.00/SF
Bond Plots(B/W) $0.50/SF
Drawing Reproduction Cost+15%
Document Reproduction $0.10/sheet
-Outside Reproduction Cost+15%
Subcontracts or Outside Services Cost+15%
Travel
Company Auto $0.28/mile
Rental Vehicle Cost
Airfare Cost
Meals and Lodging Cost
MOFFATT & NIMOL
® N E N G I N E E R S
PO Box 7707 250 West Wardlow Road Long Beach, CA 90807
Telephone: (310) 426-9551 Fax: (310) 424-7489
TRANSMITTAL
DATE: November 14, 1996 YOUR REF. #:
TO: CITY OF SEAL BEACH
ATTN: Keith Till, City Manager
211 Eighth Street
Seal Beach, CA 90740-6379
SUM: Contract for Open End Services
FORWARDED:
El ENCLOSED ❑ UNDER SEPARATE COVER El ORIGINAL(S)
Q COPY(IES) ❑ PRINTS ❑ TRANSPARENCIES
Enclosed is a copy of the signed contract.
FOR YOUR:
El ACTION El APPROVAL E INFORMATION ❑ FILES
REMARKS: This copy is provided for your records. If you need a signed original contract,
please send the unsigned original contract to us after signing and we will sign it
and return it to you for your files. Thanks.
•
C:
MOFFATT & NICHOL, ENGINEERS
BY: — Chris Webb
M&N JOB #: 3874
• •
AGREEMENT BETWEEN CLIENT AND ENGINEER
FOR PROFESSIONAL SERVICES
THIS AGREEMENT is made on the 20th day of January , 1994, by and between City
of Seal Beach , a , hereinafter called CLIENT, and Moffatt & Nichol,
Engineers, a California corporation, hereinafter called ENGINEER, for the following Project:
Coastal Engineering consulting services.
1.0 ENGINEER'S SERVICES
The ENGINEER shall perform professional services in connection with the Project, as set forth below
and contained within this Agreement:
Per letter dated January 20, 1994 attached hereto and made a part hereof.
2.0 ENGINEER'S CHARGES
In accordance with this Agreement, the ENGINEER shall provide professional services for which the
CLIENT shall compensate ENGINEER as follows:
On a Time and Material basis per the attached Rate Schedule.
3.0 INSURANCE AND LIABILITY PROVISIONS
3.1 The ENGINEER shall acquire and maintain statutory workmen's compensation insurance coverage,
employer's liability, comprehensive general liability insurance coverage and professional liability insurance
coverage.
3.2 The CLIENT agrees to limit the ENGINEER's liability to the CLIENT and to all Construction
Contractors and Subcontractors on the Project, due to the ENGINEER's professional negligent acts, errors or
omissions, such that the total aggregate liability of the ENGINEER to those named shall not exceed the
ENGINEER's total fee for services rendered on this Project.
4.0 NOTICES
Any notices required to be given under this Agreement may be given by enclosing the same in a sealed
envelope, postage prepaid, addressed to the CLIENT at 211 Eight Street, Seal Beach, CA 90740
,and to the ENGINEER at P.O. Box 7707, Long Beach, California, 90807, and
depositing same in the U.S. Postal Service. When so given, such notice shall be given from the time of mailing
the same.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement which is in effect as of the
day and ye. first above written when signed by both parties.
M1 & NICHOL, ENGINEERS CLIENT
By
MOFFA
/__ f: By i11111-,,, ., y��i co
tl: CM -2 i/t°J'/.lec.0 Title ///Qn s'i
Date /° Z 6 - / Date /—P-5-'77/
•
AGREEENT BETWEEN CLIENT AND ENPiINEER
STANDARD CLAUSES
1.0 CLIENT'S RESPONSIBILITY shall be at the CLIENT's risk and the CLIENT agrees to defend,
indemnify and hold harmless the ENGINEER from all claims, damages,
The CLIENT shall, unless otherwise provided for in this Agreement, at no and expenses including attorney's fees arising out of such unauthorized
cost to the ENGINEER: reuse of the ENGINEER's instruments of service by the CLIENT OR BY
OTHERS ACTING THROUGH THE CLIENT.
1.1 Furnish to the ENGINEER all survey requested by the ENGINEER 4.2 Neither the CLIENT nor the ENGINEER shall delegate his duties
for the Project.
under this Agreement without the written consent of the other.
1.2 Furnish all soils data necessary for the Project including all
appropriate professional interpretations. The ENGINEER makes no 4.3 This Agreement may be terminated by either party by seven days
representations concerning soil conditions and he is not responsible for written notice in the event of substantial failure to perform in accordance
any liability that may arise out of the performance or failure to perform with the terms of this Agreement by the other party through no fault of
soils investigations and testing. the terminating party. If this Agreement is terminated, the ENGINEER
shall be paid for services performed to the termination notice date
13 Guarantee full and free access for the ENGINEER to enter upon all including Reimbursable Expenses due plus Termination Expenses.
property required for the performance of the ENGINEER'S services. Termination Expenses are defined as Reimbursable Expenses directly
attributable to termination.
1.4 Give prompt written notice to the ENGINEER whenever the CLIENT
4.4 This Agreement represents the entire and integrated agreement
observes or otherwise becomes aware of any defect in the Project or other between the CLIENT and the ENGINEER and supersedes all prior
event which may substantially affect the ENGINEER's performance of negotiations, representations or agreements, either written or oral. This
services under this Agreement. Agreement may be amended only by written instrument signed by both
•
2.0 REIMBURSABLE EXPENSES the CLIENT and the ENGINEER.
4.5 This Agreement shall be governed by the laws of the State of
Reimbursable Expenses are in addition to ENGINEER's compensation for California.
services performed on an Hourly Rate basis and include expenditures
made by the ENGINEER, his employees or his consultants in the interest 4,6 Should litigation occur between the two parties relating to the
of the Project. provisions of this Agreement, all litigation expenses, collection expenses,
witness fees, court costs and attorney's fees incurred by the prevailing
3.0 PAYMENTS TO THE ENGINEER party shall be paid by the non-prevailing party to the prevailing party.
3.1 Progress payments shall be made in proportion to services rendered 4.7 Neither Party shall hold the other responsible for damages or delay in
and as indicated within this Agreement and shall be due and owing upon performance caused by acts of God, strikes, lockouts, accidents, or other
the ENGINEER's submittal of any invoice. Past due amounts owed shall events beyond the control of the other or the other's employees and
include a late payment Finance Charge which will be computed at the agents.
periodic rate of 1%per month, which is an Annual Percentage Rate of
12%, and will be applied to any unpaid balance 30 days after the date of 4.8 In the event any provisions of this Agreement shall be held to be
the original invoice. invalid and unenforceable, the remaining provisions shall be valid and
binding upon the parties. One or more waivers by either party of any
32 The ENGINEER may, upon seven days written notice, suspend provision, term, condition or covenant shall not be construed by the other
services if CLIENT fails to make payments. party as a waiver of a subsequent breach of the same by the other party.
3.3 No deductions shall be made from the ENGINEER's compensation 4.9 The ENGINEER is not responsible for design and construction
on account of penalty or other sums withheld from payments to review services relating to the Contractor's safety precautions or to
Contractors. means, methods,techniques, sequences, or procedures required for the
Contractor to perform his work. Omitted services include but are not
3.4 Hourly Rates and Reimbursable Expenses shall be subject to periodic limited to shoring, scaffolding, underpinning temporary retainment of
revision as stated on the Rate Schedule. In the event revisions are made excavations and any erection methods and temporary bracing.
during the lifetime of this Agreement, the increased or decreased Hourly
Rates and Reimbursable Expenses shall apply to all remaining 4.10 The ENGINEER intends to render his services under this
compensation for services performed by the ENGINEER when such rates Agreement in accordance with generally accepted professional practices
provide the basis for the ENGINEER's compensation. for the intended use of the Project and makes no warranty either express
or implied.
3.5 If the Project is delayed or if the ENGINEER's services for the
Project are delayed or suspended for more than three months for reasons 4.11 Any estimate of construction costs prepared by the ENGINEER
beyond the ENGINEER's control, the ENGINEER may, after giving represents his judgment as a design professional and is supplied for the
seven days written notice to the CLIENT, terminate this Agreement and general guidance of the CLIENT. Since the ENGINEER has no control
the CLIENT shall compensate the ENGINEER in accordance with the over the cost of labor and material, or over competitive bidding or market
termination provision contained hereinafter in this Agreement. conditions, the ENGINEER does not guarantee the accuracy of such
estimates as compared to Contractor bids or actual cost to the CLIENT.
4.0 GENERAL PROVISIONS
4.1 All Drawings, Specifications and other work data of the ENGINEER
for this Project are instruments of service for this Project only and shall
remain the property of the ENGINEER whether the Project is completed
or not. The CLIENT shall not reuse any of the ENGINEER's instruments
of service on extensions of this Project or on any other project without
the prior written permission of the ENGINEER. Any unauthorized reuse
•
• •
®®DC
MOFFATT & NICHOL, ENGINEERS
RATE SCHEDULE FOR PROFESSIONAL SERVICES
Effective July 1, 1993 Until Revised
CLASSIFICATION HOURLY RATES
PROFESSIONALS
Principal Engineer/Scientist $140.00
Supervisory Engineer/Scientist $110.00
Senior Engineer/Scientist $104.00
Engineer/Scientist III $ 94.00
Engineer/Scientist 1I $ 78.00
Engineer/Scientist I $ 67.00
Staff Engineer/Scientist $ 56.00
TECHNICIANS
Senior Technician $ 78.00
Designer $ 63.00
Drafter $ 47.00
CLERICAL
Word Processing $ 46.00
General Clerical $ 40.00
SPECIAL
Court Appearances $200.00
REIMBURSABLE EXPENSES
Computer Rates
Micro Computer at $15/hour
CADD at $15/hour
In-house Machine Plot - Per Rate Schedule
Reproductions
In-House Prints and Xerox - Per Rate Schedule
Other Reproduction at Cost Plus 15%
Subcontracts or
Services Cost + 15% Unless Otherwise Provided in Written Agreement
Mileage
Company Auto at 25 cents/mile
Travel
Travel and Expenses at Cost
r
•
1/®® ME OFFATTN& ENICHROLs
January 20, 1994
City of Seal Beach
City Hall
211 Eighth Street
Seal Beach, CA 90740
Attn: Jerry Bankston
Subj: Contract for Coastal Engineering Consulting Services
M&N File No. 3104-02
Dear Mr. Bankston:
As Russ Boudreau from our office recently discussed with you, we do not have a current
contract with the City of Seal Beach to provide general coastal engineering consulting
services. This issue was raised when we were requested to provide recommendations for
augmentation of the existing sand dikes (reference our letter dated December 16, 1993).
We have therefore enclosed two copies of our Standard Agreement for Professional
Services. Please sign both copies and return one for our files.
Please contact either me or Russ Boudreau with any questions or comments you may have.
Sincerely,
MOiF ATT�CHOL, ENGINEERS
. es R. Walker, Ph.D.
ice President
Enclosure
JRW/RHB:pjb
250 West Wardlow Road, Long Beach, California 90807 P.O. Box 7707 (310) 426-9551 Fax (310) 424-7489