HomeMy WebLinkAboutAGMT - Moffatt & Nichol (Pier Groin Repair) 4 - 6 -7.. m / 01
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AGREEMENT FOR CONTRACT SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement ") is made and entered
into as of 30` day of May, 2001 by and between the CITY OF SEAL BEACH, a municipal
corporation ( "City ") and Moffatt & Nichol Engineers, a California corporation ( "Contractor ").
RECITALS
WHEREAS, City desires to employ the services of a consultant to provide full service
engineering for the temporary repair of the Seal Beach Groin; 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. Seal Beach Groin.
2. Description of Services to be Provided. Contractor shall perform full service
engineering for temporary repair of the Seal Beach Groin. Services include preparation of
design and specification by June 1, 2001 to an extent sufficient to solicit bids for the "• s :. ,
construction. Contractor shall solicit bids from contractors, evaluate the bids and recommend
a contractor to perform the work. Contractor will provide engineering support during
construction as needed.
3. Term. Unless terminated earlier as set forth in this Agreement, the services shall
commence on Apirl 24, 2001 ( "Commencement Date ") and the term of this Agreement shall
continue through September 30, 2001.
4. Party Representatives.
The City designates Doug Dancs to act on City's behalf.
The Contractor designates the following person to act on Contractor's behalf:
Chris Webb
5. Attachments.
This Agreement incorporates by reference the following Attachments:
Attachment 1: Scope of Work
Attachment 2: Moffatt & Nichol Rate Schedule for Professional Services
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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.
S. 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 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 in
accordance with Attachment 2 — Rate Schedule. In no event shall compensation
exceed a maximum of Fifteen Thousand Two Hundred Fifty Dollars ($15,250).
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
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aggregate shall apply separately to this project, or the general aggregate limit shall be
three times the occurrence limit.
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 professional liability
insurance coverage for the activities of Contractor's professional staff with a
combined limit of not less than $ 1,000,000 per occurrence for bodily injury and
property damage.
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.
Moffattandnichol Contract v21 3
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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.
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, retum 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,
attorney'ees, 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,itcurred.
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.
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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
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
anyproprtyight 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 maybe 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. Right to Stop Work: Termination By Contractor. Contractor shall have the right to
stop work only if City fails to timely make a required, at which point Contractor may
suspend performance under this Agreement after thirty (30) days' prior written notice
to City. Contractor shall immediately cease all services hereunder as of the date
Contractor's notice of termination is sent to the City. Contractor shall be entitled to
compensation for all services rendered prior to the date notice of termination is sent to
City and for any services authorized in writing by City thereafter.
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18. Waiver. No delay or omission in the exercise of any right or remedy by a
nondefaulting party on any deault 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.
19. 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
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.
20. 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 e ttorney Tees and expert witness fees.
21. 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.
22. 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:
Moffattandnichol Contract v21
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To City: City of Seal Beach
211 Eighth Street
Seal Beach, CA 90740
To Contractor: Moffatt & Nichol
P.O. Box 7707
Long Beach, CA 90807
23. Time of Essence. Time is of the essence in the performance of this Agreement.
24. 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.
25. 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 ♦ Sir ACH CONTRACTOR
B B I( /„ //
Y� Y�
Its: it Mana • er Name: A)i CA'9EZ \/ /% °'
P est: Title: i e.6 /42
_r Date: 7 /0 /
City" erk
APPROVED AS TO FORM:
Quinn Barrow
City Attorney
Moffattandnichol Contract v21 7
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ATTACHMENT 1
SCOPE OF WORK
1. Visit the Site and Inspect Damage—Engineers will visit the site to inspect the groin and
assess damage to estimate repair needs. This task has already been completed.
2. Draft Design of Temporary Repairs—Draft engineering design of temporary repairs will
be prepared and provided to the City for review and comment. The design will be shown
on engineering drawings at an appropriate scale, along with draft construction quantities,
costs and technical specifications.
3. Final Design of Temporary Repairs—Final engineering design of temporary repairs will
be prepared after incorporation of review comments from the City. The information will
include plans, estimates and technical specifications.
4. Meet with Contractor and answer construction related question during the installation
5. Prepare Draft Letter Report—A draft letter report will be prepared and submitted to the
City to specify:
A. The groin condition relative to past inspections;
B. The significance of the groin on City beach conditions and ramifications if no
repairs are done;
C. Recommended repairs; and
D. Suggested future actions including applications for funding or new legislation to
fund more extensive repairs or replacement.
The report will serve as justification for funding requests from appropriate agencies.
6. Prepare Final Letter Report—The letter report will be finalized based on City comments
and submitted to the City to accompany future funding requests or to provide information
to local legislators for funding legislation.
Moffattandnichol Contract v21 8
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ATTACHMENT 2:
hd MOFFATT & NICHOL
E N G I N E E R S
RATE SCHEDULE FOR PROFESSIONAL SERVICES
Effective July 1, 2000 Until Revised
CLASSIFICATION HOURLY RATES
PROFESSIONALS Supervisory Engineer/Scientist $ 148.00
Senior Engineer/Scientist $ 137.00
Engineer/Scientist III $ 123.00
Engineer/Scientist II $ 112.00
Engineer/Scientist I $ 95.00
Staff Engineer/Scientist $ 78.00
TECHNICIANS Senior Technician $ 110.00
Designer $ 105.00
CADD II $ 85.00
CADD I $ 68.00
CLERICAL Word Processing $ 61.00
General Clerical $ 56.00
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
-Outside Reproduction Cost+15%
Travel Company Auto $0.325/mile
Rental Vehicle Cost
Airfare Cost
Meals and Lodging Cost
Moffattandnichol Contract v21 9
1
1st AMENDMENT TO AGREEMENT
Project Name: Seal Beach Preliminary Compatibility Study Job No. 3797
THE AGREEMENT, dated June 13, 1996 , between
The City of Seal Beach and Moffatt & Nichol
Engineers for services on the above named Project, is hereby amended as follows:
1.0 SERVICES
Modify the Draft Feasibility Study to the Department of Boating and Waterways by
identifying the maximum quantity of public damages, and finalizing the report by
June 27. 1996.
2.0 CHARGES OR PAYMENTS
Compensation shall be billed on a Time and Material basis per the attached Rate Schedule.
Costs will be estimated and agreed upon with the City prior to executing additional
tasks.
3.0 OTHER AMENDMENTS
None.
Except as expressly amended herein, all provisions contained in the aforementioned
Agreement and its Amendments shall remain in full force and effect and are hereby
incorporated herein by this reference.
MOFFA A & NICHOL ENGINEERS / _ -
By 1. By ,� 71 icfr
Til'Vice President Title City Manager
Date June 20, 1996 Date (' el"( 76.
•
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RATE SCHEDULE FOR PROFESSIONAL SERVICES
Effective July I, 1995 Until Revised
CLASSIFICATION HOURLY RATES
PROFESSIONALS
Supervisory Engineer/Scientist $118.00
Senior Engineer/Scientist $110.00
Engineer/Scientist Ill $ 99.00
Engineer/Scientist 11 $ 83.00
Engineer/Scientist I $ 73.00
• Staff Engineer/Scientist $ 61.00
TECHNICIANS
Senior Technician $ 85.00
Designer $ 67.00
Drafter $ 51.00
CLERICAL
Word Processing $ 49.00
General Clerical $ 43.00
SPECIAL
Principal Engineer/Scientist $144.00
Court Appearances $250.00
REIMBURSABLE EXPENSES (Unless Otherwise Provided in Written Agreement)
Computer Rates $10/hour
Computer Workstations
Outside Computer Services Cost +15%
Reproductions $2.00/SF
Mylar Plots (B/W)
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
Subcontracts or Outside Services Cost +15%
Travel $0.28/mile
Company Auto Cost
Rental Vehicle Cost
Airfare Cost
Meals and Lodging