HomeMy WebLinkAboutAGMT - Zimmerman, W.G. Engineering (On-call Engineering Svcs) I
AGREEMENT FOR ON -CALL ENGINEERING CONTRACT
SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement ") is made and entered
into as of 1 7th day of Januarx 2005 by and between the CITY OF SEAL BEACH, a
municipal corporation ( "City ") and Zimmerman Consulting Engineers. ( "Consultant "),
a California corporation.
RECITALS
WHEREAS, City desires to employ the services of a consultant to provide on -call
engineering services and
WHEREAS, Consultant represents that it has the expertise and experience to provide
such services;
NOW THEREFORE, and for good consideration, the City and Consultant agree as
follows:
• 1. Project/Studies. Land Developments
2. Description of Services to be Provided. Consultant shall perfrom on -call Land
Development Plan Checking as described in Attachment 1, Scope of Work.
3. Term. Unless terminated earlier as set forth in this Agreement, the services shall
commence on January 1, 2005 ( "Commencement Date ")
4. Party Representatives. •
The City designates Mark K. Vukojevic, P.E. to act on City's behalf.
The Consultant designates the Gregory P. Zimmerman, Vice President, to act on
Consultant'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
6. Integration. This Agreement represents the entire understanding of City and
Consultant 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.
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7. Standard of Performance. Consultant 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. Consultant agrees to perform all work to the
satisfaction of City within the time specified. If Consultant'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 Consultant to review the quality of the work and resolve matters of concern; (ii)
requiring Consultant to repeat or correct the work at no additional fee until it is
satisfactory; (iii) suspending the delivery of new or additional work to Consultant 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. Consultant 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 Consultant of any liability hereunder without the express consent of City.
10. Compensation. Consultant shall be compensated on a time and material basis per the
Attachement 2, Rate Schedule. In no event shall compensation exceed the approved
task order limit set by the Director of Public Works.
11. Insurance. Consultant 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.
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 Consultant is
required to have per the laws of California).
11.4 Workers Compensation Consultant shall, to the extent required by state law,
provide ' Employee's Insurance Workers' Compensation Insurance for the
protection of Consultant's employees. Consultant shall file a certificate of
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insurance which evidences that Consultant is in compliance with said Worker's
Compensation Insurance requirement. Consultant shall require all
subcontractors similarly to provide such Workers' Compensation Insurance and
certificates of insurance for their respective employees.
11.5 Professional Liability Insurance — Not Used
11.6 General Requirements. All of Consultant's and its sub - contractor's policies of
insurance shall:
A. Naive 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 Consultant'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.
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; Consultant 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. Consultant 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 Consultant's obligation to indemnify City and City Personnel.
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12. Indemnification. Consultant shall indemnify, defend, and hold City and City
Personnel hannless from and against any and all actions, claims, demands, judgments,
attorney's fees, 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
acts, errors, or omissions of Consultant, 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 Consultant 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 Consultant 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, Consultant 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
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. Consultant covenants for itself, its heirs,
executors, assigns, and all persons claiming under or through it, that there shall be no
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discrimination against any person on account of race, color, creed, relation, sex,
marital status, national origin, or ancestry, in. the performance of this Agreement.
Consultant further covenants and agrees to comply with the terms of the Americans
with Disabilities Act of 1990 (42 U.S.C. §121.01 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 Consultant. Upon receipt of any
notice of termination from City, Consultant shall immediately cease all services
hereunder except such as may be specifically approved in writing by City. Consultant
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
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 Consultant, 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 Consultant shall within ten (10) days of the commencement of such
delay notify City in writing of the causes and length of the delay. If Consultant 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 Consultant be entitled to recover damages against City for any delay in the
performance of this Agreement, however caused. Consultant's sole remedy shall be
extension of this Agreement.
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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 Consultant: Zimmerman Consulting Engineers
837 West Christopher Street
Suite B
West Covina, CA 91790 -3761
22. Time of Essence. Time is of the essence in the performance of this Agreement.
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.
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IN WITNESS WHEREOF, the parties have executed and entered into this Agreement
for Contract Services as of the date first set forth above.
CITY • ' ;/ L B ' C CONSULTANT
By: A ar /4.- - Zimmerman Consulting Engineers,
a California corporation
Its C it Mana' er
i
Atte. By: . , _ ." _ 6 • ... _ ,A._ 1.
Al i . . _ A .APL /. Its: Vic - / Pr - iden _ _
it Clerk
APPROVED AS TO FORM:
. ___AIP___CRAA–•- . .
Quinn Barrow
City Attorney
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Attachment 1
SCOPE OF WORK
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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. 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
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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 terns 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 Consultant 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 Consultant
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
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 Consultant. 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.
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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: Not Used
200.13 RETENTION FOR CALTRANS: Not Used.
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201 SPECIFIC REQUIREMENTS FOR THE SCOPE OF WORK
The Consultant shall provide the following services on an on a Time & Material basis to the
City of Seal Beach:
• Plan Check per the Subdivision Map Act of the following:
• Track Maps
• Parcel Maps
• Plan Check per City Standards and Conditions of Approval of the following:
• Grading Plans
• Street Plans
• Public Utilities
• Storm Drain Improvement Plans
All work shall be within the budgetary limits established in the project.
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Attachment 2
SCHEDULE OF COMPENSATION
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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.
Zimmerman Consulting Engineers
(ZCE)
Schedule of Hourly Rates
Labor Classification Hourly Rate
1. Principal 160.00
2. .. Senior Associate 125.00
3. Associate 115.00
4. Project Manager 100.00
5. Senior Designer 90.00
6. Project Administrator 70.00
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7. Draftsman 63.00
8. Surveyors: 2-Man Crew 170.00
Reimbursables
1. Computer Time: 13.00/hr
2. Blank Mylars. S 11.00/ea
3. Mileage 5055/mile
4. Toll Calls 53.50/ea,
Out of pocket expenses (blueprinting, reproduction and printing, delivery, etc.) will be invoiced at cost plus
15%. Subcontracted services will be marked up 15% in order to cover costs associated with administration,
coordination and management of subcontractors. This schedule of rates may revised upon approval by the
Director of Public Works.
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Attachment 3
WORK SCHEDULE
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WORK SCHEDULE
The Consultant shall provide plan check comments addressed to submitter, via the City,
within 10 business days of receipt for each submittal.
Consultant shall provide a weekly facsimile logsheet of plans received and released by the consultant addressed
to the City.
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ZCE Jobe: 220-
_ _ �� _ -
- __ _ = =
r s=== MAP/PLAN CHECKING SERVICES
Tracking Information
oc ceargertrA
P/an Description
ZIMMERMAN CONSULTING ENGINEERS
Municipal Engineers • Land Surveyors
837 West Christopher Street, Ste. B
Post Office Box 446
West Covina, CA 91793-0446
' (626) 814-2394
Received initial documents from the city Notified Engineer/ Land Surveyor of
missing documents
Date received submittal Date plan check was
from Engineer / Land released back to Engineer
Surveyor / Land Surveyor
1st Plan Check
(Submittal accepted as complete)
2nd Plan Check
3rd Plan Check
4th Plan Check
5th Plan Check
COMMENTS:
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PROFESSIONAL SERVICES AGREEMENT
between
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City of Seal Beach
211 8th Street
Seal Beach CA 90740
(hereinafter"City")
W.G. Zimmerman Engineering, Inc.
1500 Pacific Coast Highway, Suite D
Seal Beach, CA 90740
(hereinafter"Consultant")
for
PROFESSIONAL SERVICES
On-Call Engineering/Design/Support Services for
Public Works, Transportation, Traffic, & Street
Facilities
• •
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT, is made and entered into this day of , , by and
between the CITY OF SEAL BEACH (hereinafter called "City"), and
, (hereinafter called "Consultant").
RECITALS
WHEREAS, City is a municipal corporation duly organized and validly existing under the laws
of the State of California as a Charter City, with the power to carry on its business as it is now
being conducted under the Statutes of the State of California and the Charter of the City; and
WHEREAS, the City requires the services of a Consultant to provide the professional services as
described in the Scope of Services;
WHEREAS, the Consultant is able and willing to perform the required services under the terms
and conditions of this Contract;
NOW, THEREFORE, the parties do mutually agree as follows:
SECTION 101
101.1 CONSULTANT SERVICES. Consultant, as an independent contractor, agrees to
perform during the term of this Agreement, each and every service set forth on the "Scope of
Services" attached to this Agreement as Exhibit "A". The initiation of service by the Consultant
will commence upon receipt of a written notice from the Designated Official authorizing
Consultant to proceed, and only to the extent of such authorization. The services of the
consultant shall include the making of all investigations, studies, and analysis required by the
conditions involved in each request of the Designated Official.
101.2 TIME OF PERFORMANCE. Consultant shall complete all services set forth in
"Schedule", Exhibit C, Schedule. The foregoing time schedule may be modified by the mutual
written consent of the parties hereto.
101.3 COMPENSATION. The City will pay for the services of Consultant as indicated on the
"Schedule of Compensation" which is set forth in Exhibit `B". No payment for expenses or labor
shall be paid by City unless it is related to a service which is referred to in the "Schedule of
Compensation". The total cost to the City shall not exceed the amount designated in Exhibit"B",
without the written approval and authorization of the City Council.
101.4 PAYMENT. The City will pay for services of the Consultant through monthly invoices
according to the progress payments schedule established in the Schedule of Compensation.
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City's payment to Consultant shall be made within thirty (30) days of the date the invoice was
•
received.
101.5 INDEPENDENT CONTRACTOR. Consultant and its subcontractor(s) shall act
hereunder as independent contractors, and shall have no power to incur any debt or obligation for
City. Neither City or any of its officers or employees shall have any control over the conduct of
Consultant, or any of Consultant's employees or subcontractor, except as herein set forth, and
Consultant expressly warrants no to, at any time or in any manner, represent that it, or any of its
agents, servants, subcontractors or employees, are in any manner agents, servants or employees
of City, it being distinctly understood that Consultant is and shall at all times remain to City a
wholly independent contractor and Consultant's obligations to City are solely such as are
prescribed by this Agreement.
101.6 ASSIGNMENT. This Agreement may not be assigned in whole or in part, without the
prior written consent of City.
101.7 DOCUMENT OWNERSHIP. Each and every report, draft, instrument of service, map,
record, and other document reproduced, prepared, or caused to be prepared by the Consultant
pursuant to or in connection with this Agreement shall be the exclusive property of the City. City
acknowledges and agrees that all reports, drafts, instruments of service, maps, records, and other
documents prepared by Consultant pursuant to this Agreement shall be used exclusively on this
project and shall not be used for any other work without the written consent of Consultant. In the
event City and Consultant consent permit the reuse or other use of the reports, drafts, instruments
of service, maps, records, and other documents, City shall require the party using them to
indemnify and hold harmless City and Consultant regarding such reuse or other use, and City
shall require the party using them to eliminate any and all references to Consultant from the
reports, drafts, instruments of service, maps, records, and other documents. This paragraph shall
not restrict the duties of the City under the public records act.
101.8 CITY LIASON. Consultant shall perform under the general supervision of the Director
of Public Works of City or his designee, and all communications, instructions and directions on
the part of the City shall be communicated exclusively through the Director of Public Works or
his designee.
101.9 PERSONNEL. Consultant represents that it has, or shall secure at its own expense, all
personnel required to perform Consultant's services under this Agreement. Consultant may
associate or employ associates or subcontractors in the performance of it services under this
agreement, but all times shall be responsible for the completion of their services.
101.10 INSURANCE Consultant shall procure and maintain for the duration of this Agreement
the following policies of insurance against claims for injuries to persons or damages to property
which may arise from or in connection with the performance of the work performed hereunder by
Consultant, its agents, representatives or employees. Such policies of insurance shall be placed
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with insurers admitted to do business in California with a current A.M. Best's rating of A: VII or
better, unless an otherwise acceptable insurer is approved in writing, and in advance, by the City.
101.10.1. Scope and Limits of Coverage: At a minimum, the policies of insurance required
hereunder shall meet the following specifications:
1. A policy or policies of Commercial General Liability insurance with minimum limits of one
million dollars ($1,000,000) per occurrence for any injury, death, loss or damage as a result
of wrongful or negligent acts by Consultant, its officers, employees, agents, and independent
contractors in performance of services under this Agreement. Such coverage shall be at least
as broad as Insurance Services Office Commercial General Liability coverage (occurrence
form CG 0001). If Commercial General Liability Insurance or other form with a general
aggregate is used, either the general aggregate limit shall apply separately to the services
performed under this Agreement, or the general aggregate limit shall be twice the required
occurrence limit.
2. A policy or policies of Automobile Liability insurance with a minimum limit of one million
dollars ($1,000,000) per accident for bodily injury and property damage as a result of
wrongful or negligent acts by Consultant, its officers, employees, agents, and independent
contractors in performance of services under this Agreement. Such coverage shall be at least
as broad as Insurance Services Office form number CA 0001 covering Automobile Liability,
code 1 (any auto).
3. Worker's Compensation insurance as required by the State of California, and Employer's
Liability Insurance with a minimum policy limit of one million dollars ($1,000,000) per
accident for bodily injury and disease. Such policies of insurance shall cover all persons who
provide services on behalf of Consultant.
4. A policy or policies of Errors and Omissions professional liability insurance appropriate to
Consultant's profession and approved in writing and in advance by the City. Such policy or
policies of insurance shall carry a minimum limit of one million dollars ($1,000,000) per
occurrence.
101.10.2 Other Insurance Provisions: All such policies of insurance shall, where applicable,
contain, or be endorsed to contain, the following provisions:
1. The City, its officers, officials, employees, agents and volunteers shall be covered as insureds
with respect to liability arising out of activities performed b y or on behalf of Consultant;
products and completed operations of Consultant, premises owned, occupied, or used by
Consultant; and automobiles owned, leased, hired, or borrowed by Consultant. The policy or
policies of insurance shall contain no special limitations on the scope of protection afforded
to the City, its officers, officials, employees, agents or volunteers.
2. For any claims related to this Agreement, Consultant's insurance shall be primary insurance
with respect to the City, its officers, officials, employees, agents and volunteers. Any
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insurance or self-insurance maintained by the City, its officers, officials, employees, agents
or volunteers shall be excess of Consultant's insurance and shall not contribute with
Consultant's coverage.
3. Any failure to comply with reporting or other provisions of the policies including breaches of
warranties shall not affect coverage provided to the City, its officers, officials, employees,
agents or volunteers.
4. The 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.
5. Each policy of insurance required by this Agreement shall be endorsed to state that coverage
shall not be suspended, non-renewed, voided, canceled by either party, reduced in coverage
or in limits, or otherwise modified (except through the addition of additional insureds to the
policy) except after thirty (30) days written notice to the City by certified mail, return receipt
requested. Consultant agrees that it will not cancel, reduce or otherwise modify the insurance
coverage without having first obtained replacement insurance that complies with the
requirements of this Agreement.
6. The insurer shall waive all rights of subrogation against the City, its officers, officials,
employees, agents, contractors, subcontractors and volunteers.
7. Consultant shall pay all insurance premiums when due, at Consultant's sole expense.
Consultant shall not be entitled to any reimbursement of insurance premiums as a
reimbursable expense under this Agreement.
101.10.3 Verification of Coverage Consultant shall submit to City (1) insurance certificates
indicating compliance with the minimum worker's compensation insurance requirements above,
and (2) original insurance policy endorsements indicating compliance with all other minimum
insurance requirements above, not less than one (1) day prior to beginning of performance under
this Agreement. Endorsements shall be executed on City's appropriate standard forms entitled
"Additional Insured Endorsement", or a substantially similar form acceptable to the City
Attorney. Endorsements shall be signed by a person authorized by that insurer to bind coverage
on its behalf Consultant's failure to comply with this requirement shall constitute a material
breach of this Agreement, for which City shall be entitled to seek all available legal remedies
including, without limitation, recision of this Agreement. The City shall not be required to
compensate Consultant for any services performed prior to the date certificates of insurance and
endorsements are presented to the City unless the City shall have first issued a written notice to
Consultant to proceed notwithstanding the requirements of this Agreement.
101.10.4 Deductibles and Self Insured Retention Any deductibles or self-insured retention
must be declared to and approved by the City prior to the commencement of work hereunder. At
the sole option of the City, the insurer may be required to reduce or eliminate such deductibles or
self-insured retentions as respects the City, its officers, officials, employees, agents and
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volunteers. Alternatively, the City may require Consultant to procure a bond guaranteeing
payment of losses and related investigations, claim administration and defense expenses.
101.10.4 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies, or shall furnish separate certificates and endorsements for each subcontractor. All
coverages for subcontractors shall be subject to all of the requirements stated herein.
101.11 NOT USED
101.12 INDEMNIFICATION. CONSULTANT and CITY agree that City, its employees, agents and
officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim,
lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising
out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this
indemnity provision are intended by the parties to be interpreted and construed to provide the fullest
protection possible under the law to the City. CONSULTANT acknowledges that CITY would not have
entered into this Agreement in the absence of the commitment of CONSULTANT to indemnify and
protect CITY as set forth here.
A. To the full extent permitted by law, CONSULTANT shall defend, indemnify and hold
harmless CITY, its employees, agents and officials, from any liability, claims, suits, actions, arbitration
proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind,
whether actual, alleged, or threatened, actual attorneys fees incurred by CITY, court costs, interest,
defense costs including expert witness fees and any other costs or expenses of any kind whatsoever
without restriction or limitation incurred in relation to, as a consequence of, arising out of or in any way
attributable actually, allegedly or impliedly, in whole or in part to the performance of this Agreement.
All obligations under this provision are to be paid by CONSULTANT as they are incurred by the CITY.
CITY shall select counsel of its own choice to defend it in any action brought in connection with the
Agreement. CONSULTANT shall pay all legal fees and costs incurred in connection with the City's
defense.
B. Without affecting the rights of CITY under any provision of this agreement or this
section, CONSULTANT shall not be required to indemnify and hold harmless CITY as set forth above
for liability attributable to the sole fault of CITY, provided such sole fault is determined by agreement
between the parties or the findings of a court of competent jurisdiction. This exception will apply only in
instances where the CITY is shown to have been solely at fault and not in instances where
CONSULTANT is solely or partially at fault or in instances where CITY's fault accounts for only a
percentage of the liability involved. In those instances, the obligation of CONSULTANT will be
all-inclusive and CITY will be indemnified for all liability incurred, even though a percentage of the
liability is attributable to the conduct of the CITY.
C. CONSULTANT acknowledges that its obligation pursuant to this section extends to
liability attributable to CITY, if that liability is other than the sole fault of CITY. CONSULTANT has
no obligation under this Agreement for liability proven in a court of competent jurisdiction or by written
agreement between the parties to be the sole fault of CITY.
D. The obligations of CONSULTANT under this or any other provision of this
Agreement will not be limited by the provisions of any workers compensation act or similar act.
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CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY, its
employees, agents and officials.
101.13 TERMINATION OF AGREEMENT. This Agreement may be terminated without
cause by City upon ten (10) days' written notice to the Consultant without further action by the
City. This Agreement may be terminated by the Consultant upon thirty (30) days' written notice
to the City. In the event the City terminates this Agreement as provided above, Consultant shall
terminate work at the earliest possible point, and complete all attendant reports and/or graphic
representations, conceptual plans, construction plan, or construction specifications. The City
shall compensate the Consultant proportionately for work, provided such work is in a form
useable to the City.
Notice. Any notice required to be given to the Consulant shall be deemed duly and properly
given upon mailing, postage prepaid, to:
W.G. Zimmerman Engineering, Inc.
1500 Pacific Coast Highway, Suite D
Seal Beach, CA 90740
or personally delivered to Consultant at such address or other address specified to the City in
writing by Consultant.
Any notice required to be given to the City shall be deemed duly and properly given upon
mailing, postage prepaid, to:
Attn: Director of Public Works
City of Seal Beach
211 Eighth Street
Seal Beach CA 90740
or personally delivered to City at such address or address specified to the Consultant in writing
by the City.
101.14 STANDARD OF PERFORMANCE. The Consultant shall perform and require its
Subcontractors to perform the Services in accordance with the requirements of this Agreement
and in accordance with professional standards of skill, care and diligence adhered to by firms
recognized for their expertise, experience and knowledge in performing services of a similar
nature. The Consultant shall be responsible for the professional quality, technical accuracy,
completeness, and coordination of the Services, it being understood that the City will be relying
upon such professional quality, accuracy, completeness, and coordination in utilizing the
Services. The foregoing obligations and standards shall constitute the "Standards of
Performance" for the purposes of this Contract.
6
The Consultant shall carefully study this Contract, shall verify all figures in these Contract
Documents before performing the Services; shall promptly notify the City of all errors,
inconsistencies, and/or omissions that it discovers; and, in instances where such non-conformities
are discovered, shall obtain specific instructions in writing from the City before Consultant's
proceeding with the Services. Any Services affected which are performed prior to the City's
decision shall be at the Consultant's risk. The Consultant shall not take advantage of any
apparent non-conformity that may be found in this Contract. The City shall be entitled to make
such corrections therein and interpretations thereof as it may deem necessary for the fulfillment
of the intent of this Contract. Omissions or misdescriptions of any Services that are manifestly
necessary to carry out the intent of this Contract, or that are customarily performed, shall not
relieve the Consultant from performing such Services at no additional expense and/or delay, and
such Services shall be performed as if fully and correctly set forth in this Contract.
101.15 WARRANTY. The Consultant warrants that all Services shall be in accordance with this
Contract and shall comply with the Standard of Performance for a period of one year from final
acceptance of the Services. In the event of breach of this warranty, the Consultant shall take the
necessary actions to correct the breach and the consequences thereof, at the Consultant's sole
expense, in the most expeditious manner as permitted by existing circumstances. If the
Consultant does not promptly take steps to correct the breach upon notification thereof by the
City, the City without waiving any other rights or remedies it may have at law or otherwise, may
do or cause others to do so, and the Consultant shall promptly reimburse the City for all expenses
and costs incurred in connection therewith.
101.16 DATA AND SERVICES TO BE FURNISHED BY CITY. Consultant shall deliver to
the City the studies, plans, specifications, or other documents as are identified in the Scope of
Services; and Consultant shall upon completion of all work, submit to the City all information
developed in the course of the Consultant's services. Consultant shall, in such time and in such
form as the City may require, furnish reports concerning the status of services required under this
Agreement. Consultant shall, upon request by City and upon completion or termination of this
Agreement, deliver to the City all material furnished to Consultant by the City.
101.17 CONFIDENTIALITY. Consultant shall not disclose, publish, or authorize others to
disclose or publish, design data, drawings, specifications, reports, or other information pertaining
to the projects assigned to consultant by the City or other information to which the consultant has
had access during the term of this agreement without the prior written approval of the designated
Official during the term of this Agreement and for a period of two (2) years after the termination
of this agreement.
101.18 RECORDS. Consultant shall maintain complete and accurate records with respect to
sales, costs, expenses, receipts, and other such information required by the City or the Designated
Official. The Consultant shall maintain adequate records on services provided in sufficient detail
to permit an evaluation of services. All such records shall be maintained in accordance with
generally accepted accounting principles and shall be clearly identified and readily accessible.
Consultant shall provide access to the Designated Official or his designees at all proper times to
such books and records, and gives the Designated Official or his designees the right to examine
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and audit such books and records and to make transcripts as necessary, and to allow inspection of
all work, data, documents, proceedings, and activities related to this Agreement.
101.19 ASSIGNMENT. This agreement is personal to the Consultant and the Consultant's
Representative. Any attempt at assignment by the Consultant shall be void unless approved in
writing by the Designated Official. Consultant's services pursuant to this Agreement shall be
provided by the Consultant's Representative or directly under the supervision of the Consultant's
Representative and Consultant shall not assign another to supervise the Consultant's performance
of this Agreement without the prior written approval of the City, by and through the designated
Official.
101.20 SAFETY REQUIREMENT. All work performed under this Agreement shall be
performed in such a manner as to provide safety to the public and to meet or exceed the safety
standards outlined by CAL-OSHA. The City reserves the right to issue restraint or cease and
desist orders to the Consultant when unsafe or harmful acts are observed or reported relative to
the performance of the work under this agreement. The Consultant shall maintain the work sites
free of hazards to persons and property resulting from its operations. Any hazardous condition
noted by the Consultant which is not the result of his operations shall be immediately reported to
the City.
101.21 NUISANCE. Consultant shall not maintain, commit, or permit the maintenance or
commission of any nuisance in connection with the performance of services under this
Agreement.
101.22 PERMITS AND LICENSES. Consultant, at its sole expense, shall obtain and maintain
during the term of this Agreement, all appropriate permits, licenses, and certificates that may be
required in connection with the performance of services under this Agreement.
101.23 CONFLICT OF-INTEREST. Consultant covenants that neither consultant, nor any
officer thereof, has any interest, nor shall they acquire any interest, directly or indirectly which
will conflict with in any manner or degree with the performance of the Consultant services under
this Agreement. Consultant further covenants that in the performance of this Agreement, no
person having any such interest shall be employed by Consultant. Consultant further covenants
that Consultant has not contracted with nor is the Consultant performing any services directly or
indirectly, with any developer and/or property owners and/or firms, and/or partnerships owning
property in the City, and further covenants and agrees that Consultant and/or its subcontractors
shall provide no service or enter into any contact with the Developer and/or property owner
and/or firms, and/or partnerships owning property in the City prior to the completion of this
Agreement.
101.24 WAIVER. A waiver by the City of any breach of any term, covenant, or condition
contained in this Agreement shall not be deemed to be a waiver of any subsequent breach of the
same or any other term, covenant, or condition contained in this Agreement whether of the same
or different character.
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101.25 COST OF LITIGATION. If any legal action is necessary to enforce any provision of
this Agreement or for damages by reason of any alleged breach of any provisions of this
Agreement, the prevailing party shall be entitled to receive from the losing party all costs and
expenses in such amount as the court may determine to be reasonable. In awarding the cost of
litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the interest
of justice to do so, award the full amount of costs, expenses, and attorneys' fees paid or incurred
in good faith.
101.26 SEVERABILITY. If any part, term, or provision of this Agreement shall be held
illegal, unenforceable, or in conflict with any law of a federal, state, or local government having
jurisdiction over this Agreement, the validity of the reminding portions or provisions shall not be
affected by such holding.
101.27 INTEGRATED CONTRACT. This Agreement represents the entire Agreement
between the City and the Consultant and all preliminary negotiations and agreements are deemed
a part of this Agreement. No verbal agreement or implied covenant shall be held to vary the
provisions of this Agreement. This Agreement shall bind and inure to the benefit of the parties to
this Agreement and any subsequent successors and assigns.
In the event of any inconsistency between the provisions of this Agreement and any attached
Consultant's proposal, the provisions of this agreement shall control.
101.28 CHOICE OF LAW . The terms of this Agreement shall be interpreted according to the
laws of the State of California.
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In recognition of the obligations stated in this Agreement, the parties have executed this
Agreement on the date indicated above.
CONSULTANT:By: 7,,W i By: IL I�
Name: (1�l./y "iec.w�. y_ 2,v- .cvr u Nam . John B. Bahorski
Title: PesLeitvLY T* City Manager
Attest / Approved as to form:
By: I., Al i By:
Name: O'o/rv&t H Lito Name:
Title: (D/79 gate( Title:
J
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EXHIBIT A
SCUP ; tf
WORK
• •
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 97,
Spreadsheets: Excel 97, Databases: Filemaker Pro, Microsoft Access, GIS: ArcView,
Drawings: Autocad 14. All final plans shall be submitted also on CD readable by City
computers. If the Consultant wishes to use another program that would increase
productivity, the Consultant will provide the City a licensed copy or transfer into a format
that is acceptable to City Engineering Staff. All digital files shall be submitted on a "zip
disk."
The City shall have the right to use, duplicate, modify or disclose the technical data and
the information contained
200.6 KEY PERSONNEL: The Consultant shall not reassign any personnel mentioned
in the RFQ/Interview process unless under extraordinary circumstances. The
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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 from after completion of the Services after 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.
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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 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: For any task orders that involves Caltrans
oversight, the City will withhold ten percent (10%) of each progress payment to
Consultant. Upon request by the Consultant, and subject to the City's approval, the
Consultant may provide an alternate form of security for performance as a substitute for
City's withhold of ten percent (10%) of each progress payment. Acceptable forms of
security to be deposited in an approved escrow account at no cost to the City include
certificates of deposit, cash, securities, or bonds; the Consultant may also provide an
irrevocable letter of credit deposited with the City's Director of Finance.
The ten percent (10%) retention for Caltrans oversight related task orders shall be
withheld by the City until such time that all work for the respective task order is
completed and all deliverables are received by the City and Caltrans.
200.12 INPSECTION SUPPORT: If the Consultant is providing construction/public
works inspection services, the Consultant shall pay for and provide working mobile
phones for each of its field personnel. Said mobile phones shall be compatible with the
City mobile service provider for direct radio service contact and shall be programmed to
the City's mobile fleet frequency. The mobile phones shall also be able to send and
receive text based messages. Said phones shall be carried by Consultant's personnel
at all times during work hours. The cost of these phones shall be included in the
consultant's overhead and no additional compensation will be allowed.
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15
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:
• Engineering Design for Transportation, Traffic, Streets and other public works projects.
• Public Works Inspection
• Construction Support/Shop Drawing Review
• Attend Meetings upon request of the Director of Public Works
• Developer Plan Check 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 until written approval by the
Engineering Division.
All work must be within the budgetary limits established in the project.
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EXHIBIT B
Schedule of
Compens . ti . n
•
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
WGZE Billing Rate Schedule
Classification Rate
Principal $120. 00/Hr
Senior Project Manager (Registered) $120.00/Hr
Project Manager (Registered) $110.00/Hr
Senior Project Engineer (Registered) $100.00/Hr
Project Engineer (Registered) $ 90 .00/Hr
Associate Engineer (Registered) $ 80 .00/Hr
Associate Engineer (Non-Registered) $ 75. 00/Hr
Assistant Engineer (Non-Regisitered) $ 65. 00/Hr
CADD Manager/Senior Designer $ 78. 00/Hr
CADD/Technician $ 70.00/Hr
Administration/Office Support $ 50 .00/Hr
Allocation Hourly Rate @ 5e
(Includes: Mileage (Local within 75 mile radius) , Printing (Minor) , and
Reproduction (Minor) , Supplies, Faxing)
Non-Labor Expenses
Other Expenses Costs plus 10%
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EXHIIT C
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the ue
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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, and review times. Consultant shall provide schedule updates with
each request for payment. Schedule shall be prepared on software approved by the Engineering
Division. Digital submissions may be required at the discretion of the Engineering Division.
•
20
ogVais • p w ,
Ifr 41
PROFESSIONAL SERVICES AGREEMENT
between
V+/JG�*✓may
�-s
c�Y� Q
\�F�li4 SP`�t;
City of Seal Beach
211 8th Street
Seal Beach CA 90740
(hereinafter "City")
and
W.G. Zimmerman Engineering
607 21st Street
Huntington Beach CA 92648
(hereinafter "Consultant")
for
SUPPLEMENTAL- ON CALL PROFESSIONAL
ENGINEERING SERVICES
Contract No. 98006
• •
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT, is made and entered into this 074 day f�i� I t�J�d6y and
be the CITY SEAL BEACH (hereinafter ca led "City"), and
,ypefir WJ CITY" SEAL
called "Consultant").
RECITALS
WHEREAS, City is a municipal corporation duly organized and validly existing under the laws of
the State of California as a Charter City, with the power to carry on its business as it is now being
conducted under the Statues of the State of California and the Charter of the City; and
WHEREAS, the City requires the services of a Consultant to provide the professional services as
described in the Scope of Services;
WHEREAS, the Consultant is able and willing to perform the required services under the terms
and conditions of this Contract;
NOW, THEREFORE, the parties do mutually agree as follows:
SECTION 101
101.1 CONSULTANT SERVICES. Consultant, as an independent contractor, agrees to
perform during the term of this Agreement, each and every service set forth on the "Scope of
Services" attached to this Agreement as Exhibit "A". The initiation of service by the Consultant
will commence upon receipt of a written notice from the Designated Official authorizing
Consultant to proceed, and only to the extent of such authorization. The services of the consultant
shall include the making of all investigations, studies, and analysis required by the conditions
involved in each request of the Designated Official.
101.2 TIME OF PERFORMANCE. Consultant shall complete all services set forth in
"Schedule", Exhibit C, Schedule. The foregoing time schedule may be modified by the mutual
written consent of the parties hereto.
101.3 COMPENSATION. The City will pay for the services of Consultant as indicated on the
"Schedule of Compensation" which is set forth in Exhibit `B". No payment for expenses or labor
shall be paid by City unless it is related to a service which is referred to in the "Schedule of
Compensation". The total cost to the City shall not exceed the amount designated in Exhibit "B",
without the written approval and authorization of the City Council.
101.4 PAYMENT. The City will pay for services of the Consultant according to the progress
payments schedule established in the Schedule of Compensation. City's payment to Consultant
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shall be made within thirty (30) days of the date of completion of each phase as set forth in the
progress schedule.
101.5 INDEPENDENT CONTRACTOR. Consultant and its subcontractor(s) shall act
hereunder as independent contractors, and shall have no power to incur any debt or obligation for
City. Neither City or any of its officers or employees shall have any control over the conduct of
Consultant, or any of Consultant's employees or subcontractor, except as herein set forth, and
Consultant expressly warrants no to, at any time or in any manner, represent that it, or any of its
agents, servants, subcontractors or employees, are in any manner agents, servants or employees of
City, it being distinctly understood that Consultant is and shall at all times remain to City a wholly
independent contractor and Consultant's obligations to City are solely such as are prescribed by
this Agreement.
101.6 ASSIGNMENT. This Agreement may not be assigned in whole or in part, without the
prior written consent of City.
101.7 DOCUMENT OWNERSHIP. Each and every report, draft, instrument of service, map,
record, and other document reproduced, prepared, or caused to be prepared by the Consultant
pursuant to or in connection with this Agreement shall be the exclusive property of the City. City
acknowledges and agrees that all reports, drafts, instruments of service, maps, records, and other
documents prepared by Consultant pursuant to this Agreement shall be used exclusively on this
project and shall not be used for any other work without the written consent of Consultant. In the
event City and Consultant consent permit the reuse or other use of the reports, drafts, instruments
of service, maps, records, and other documents, City shall require the party using them to
indemnify and hold harmless City and Consultant regarding such reuse or other use, and City shall
require the party using them to eliminate any and all references to Consultant from the reports,
drafts, instruments of service, maps, records, and other documents. This paragraph shall not
restrict the duties of the City under the public records act.
101.8 CITY LIASON. Consultant shall perform under the general supervision of the Director of
Public Works of City or his designee, and all communications, instructions and directions on the
part of the City shall be communicated exclusively through the Director of Public Works or his
designee.
101.9 PERSONNEL. Consultant represents that it has, or shall secure at its own expense, all
personnel required to perform Consultant's services under this Agreement. Consultant may
associate or employ associates or subcontractors in the performance of it services under this
agreement, but all times shall be responsible for their services.
101.10 INSURANCE. Consultant shall procure at its sole expense and maintain in force
throughout the entire term of the Agreement insurance as indicated below. Consultant shall
submit to City certificates indicating compliance with the following minimum insurance
requirements not less than one day prior to the beginning of performance of this Agreement.
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Statutory Workers' Compensation Insurance with Employer's Liability in an amount not
less than $1,000,000 covering all employees of Consultant performing services under this
Agreement.
Comprehensive Commercial Liability Insurance including Blanket Contractual Liability
and Broad Form Property Damage coverage in an amount not less than $1,000,000
combined single limit of liability.
Business Auto Liability Insurance including coverage for Hired and Non-owned Autos in
an amount not less than $1,000,000 combined single limit of liability.
Professional Liability Insurance in an amount not less than $1,000,000 each occurrence
and annual aggregate covering any negligent act, error or omission of the Contractor for
services performed under this Agreement.
101.11 MISCELLANEOUS INSURANCE REQUIREMENTS.
101.11.1 Contractor's Insurance Primary. In the event of claim or loss, any insurance
purchased by the Contractor shall be primary. The City's insurance shall not contribute
with Contractor's in the settlement or payment of any loss or claim.
101.11.2 Policy Requirements. Each policy of insurance shall:
1. Be issued by an insurance company which is an admitted insurer in the State of
California.
2. Specify that it acts as primary insurance.
3. Name and list as additional insured the City, its officers, agents, and employees except
for the Professional Liability Insurance and Worker's Compensation Insurance.
4. Contain a clause substantially in the following words, "It is hereby understood and
agreed that this policy shall not be canceled or materially changed except upon thirty
(30) day's prior written notice to the City of Seal Beach of such cancellation or
material change a evidenced by a return receipt for a registered letter."
101.11.3 Evidence of Insurance. The Contractor shall provide the City with Certificates
of Insurance evidencing each of the coverage's procured to satisfy the requirements of this
Agreement.
101.11.4 Failure to Secure. If the Consultant at any time during the term hereof should
fail to secure or maintain the foregoing insurance, City shall be permitted to obtain such
insurance in the Consultant's name or as an agent of the Consultant and shall be
compensated by the Consultant for the costs of the insurance premiums at the maximum
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rate permitted by law computed from the date written notice is received that the premiums
have been paid.
101.11.5 Subrogation Waiver. Consultant agrees that in the event of loss due to any of
the perils for which it has agreed to provide insurance, that the Consultant shall look solely
to its insurance for recovery. Consultant hereby grant to City, on behalf of any insurer
providing insurance to either Consultant or City with respect to services of Consultant
herein, a waiver of any right of subrogation which any such insurer of said Consultant
may acquire against City by virtue of the payment of any loss under such insurance.
101.12 INDEMNIFICATION. Consultant shall indemnify the City and its officers, employees
and agents against, and will hold and save them and each of them harmless from, any and all
actions, claims, damages to persons or property, penalties, obligations or liabilities that may be
asserted or claimed by any person, firm, entity, corporation, political subdivision or other
organization arising out of the negligent or intentional tortious acts, errors or omissions of
Consultant, its agents, employees, subcontractors, or invitees.
Consultant will defend the City, its officers, agents and employees from and against any action or
actions filed in connection with any of said claims, damages, penalties, obligations or liabilities and
will pay all costs and expenses, including attorney's fees for counsel of City's choice incurred in
connection herewith;
Consultant will promptly pay any judgment rendered against the City, its officers, employees or
agents for any such claims, damages, penalties, obligations or liabilities:
In the event , its officers, employees or agents is made a party to any action or proceeding to any
action or proceeding filed or prosecuted against Consultant for such damages or other claims
arising out of or in connection with the sole negligence of Consultant hereunder, Consultant
agrees to pay City, its officers, employees or agents, any and all costs and expenses incurred by
City, its officers, employees or agents in such action or proceeding, including but not limited to,
reasonable attorney's fees.
101.13 TERMINATION OF AGREEMENT. This Agreement may be terminated without
cause by City upon ten (10) days' written notice to the Consultant without further action by the
City. This Agreement may be terminated by the Consultant upon thirty (30) days' written notice
to the City. In the event the City terminates this Agreement as provided above, Consultant shall
terminate work at the earliest possible point, and complete all attendant reports and/or graphic
representations, conceptual plans, construction plan, or construction specifications. The City shall
compensate the Consultant proportionately for work, provided such work is in a form useable to
the City.
Notice. Any notice required to be given to the Consulant shall be deemed duly and properly given
upon mailing, postage prepaid, to:
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W.G. Zimmerman Engineering
607 21st Street
Huntington Beach CA 92648
or personally delivered to Consultant at such address or other address specified to the City in
writing by Consultant.
Any notice required to be given to the City shall be deemed duly and properly given upon mailing,
postage prepaid, to:
Attn: Director of Public Works
City of Seal Beach
211 Eighth Street
Seal Beach CA 90740
or personally delivered to City at such address or address specified to the Consultant in writing by
the City.
101.14 STANDARD OF PERFORMANCE. The Consultant shall perform and require its
Subcontractors to perform the Services in accordance with the requirements of this Agreement
and in accordance with professional standards of skill, care and diligence adhered to by firms
recognized for their expertise, experience and knowledge in performing services of a similar
nature. The Consultant shall be responsible for the professional quality, technical accuracy,
completeness, and coordination of the Services, it being understood that the City will be relying
upon such professional quality, accuracy, completeness, and coordination in utilizing the Services.
The foregoing obligations and standards shall constitute the "Standards of Performance" for the
purposes of this Contract,
The Consultant shall carefully study this Contract, shall verify all figures in these Contract
Documents before performing the Services; shall promptly notify the City of all errors,
inconsistencies, and/or omissions that it discovers; and, in instances where such non-conformities
are discovered, shall obtain specific instructions in writing from the City before Consultant's
proceeding with the Services. Any Services affected which are performed prior to the City's
decision shall be at the Consultant's risk. The Consultant shall not take advantage of any apparent
non-conformity that may be found in this Contract. The City shall be entitled to make such
corrections therein and interpretations thereof as it may deem necessary for the fulfillment of the
intent of this Contract. Omissions or misdescriptions of any Services that are manifestly necessary
to carry out the intent of this Contract, or that are customarily performed, shall not relieve the
Consultant from performing such Services at no additional expense and/or delay, and such
Services shall be performed as if fully and correctly set forth in this Contract.
101.15 WARRANTY. The Consultant warrants that all Services shall be in accordance with this
Contract and shall comply with the Standard of Performance for a period of one year from final
acceptance of the Services. In the event of breach of this warranty, the Consultant shall take the
necessary actions to correct the breach and the consequences thereof, at the Consultant's sole
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expense, in the most expeditious manner as permitted by existing circumstances. If the Consultant
does not promptly take steps to correct the breach upon notification thereof by the City, the City
without waiving any other rights or remedies it may have at law or otherwise, may do or cause
others to do so, and the Consultant shall promptly reimburse the City for all expenses and costs
incurred in connection therewith.
101.16 DATA AND SERVICES TO BE FURNISHED BY CITY. Consultant shall deliver to
the City the studies, plans, specifications, or other documents as are identified in the Scope of
Services; and Consultant shall upon completion of all work, submit to the City all information
developed in the course of the Consultant's services. Consultant shall, in such time and in such
form as the City may require, furnish reports concerning the status of services required under this
Agreement. Consultant shall, upon request by City and upon completion or termination of this
Agreement, deliver to the City all material furnished to Consultant by the City.
101.17 CONFIDENTIALITY. Consultant shall not disclose, publish, or authorize others to
disclose or publish, design data, drawings, specifications, reports, or other information pertaining
to the projects assigned to consultant by the City or other information to which the consultant has
had access during the term of this agreement without the prior written approval of the designated
Official during the term of this Agreement and for a period of two (2) years after the termination
of this agreement.
101.18 RECORDS. Consultant shall maintain complete and accurate records with respect to
sales, costs, expenses, receipts, and other such information required by the City or the Designated
Official. The Consultant shall maintain adequate records on services provided in sufficient detail
to permit an evaluation of services. All such records shall be maintained in accordance with
generally accepted accounting principles and shall be clearly identified and readily accessible.
Consultant shall provide access to the Designated Official or his designees at all proper times to
such books and records, and gives the Designated Official or his designees the right to examine
and audit such books and records and to make transcripts as necessary, and to allow inspection of
all work, data, documents, proceedings, and activities related to this Agreement.
101.19 ASSIGNMENT. This agreement is personal to the Consultant and the Consultant's
Representative. Any attempt at assignment by the Consultant shall be void unless approved in
writing by the Designated Official. Consultant's services pursuant to this Agreement shall be
provided by the Consultant's Representative or directly under the supervision of the Consultant's
Representative and Consultant shall not assign another to supervise the Consultant's performance
of this Agreement without the prior written approval of the City, by and through the designated
Official.
101.20 SAFETY REQUIREMENT. All work performed under this Agreement shall be
performed in such a manner as to provide safety to the public and to meet or exceed the safety
standards outlined by CAL-OSHA. The City reserves the right to issue restraint or cease and
desist orders to the Consultant when unsafe or harmful acts are observed or reported relative to
the performance of the work under this agreement. The Consultant shall maintain the work sites
free of hazards to persons and property resulting from its operations. Any hazardous condition
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noted by the Consultant which is not the result of his operations shall be immediately reported to
the City.
101.21 NUISANCE. Consultant shall not maintain, commit, or permit the maintenance or
commission of any nuisance in connection with the performance of services under this Agreement.
101.22 PERMITS AND LICENSES. Consultant, at its sole expense, shall obtain and maintain
during the term of this Agreement, all appropriate permits, licenses, and certificates that may be
required in connection with the performance of services under this Agreement.
101.23 CONFLICT OF INTEREST. Consultant covenants that neither consultant, nor any
officer thereof, has any interest, nor shall they acquire any interest, directly or indirectly which will
conflict with in any manner or degree with the performance of the Consultant services under this
Agreement. Consultant further covenants that in the performance of this Agreement, no person
having any such interest shall be employed by Consultant. Consultant further covenants that
Consultant has not contracted with nor is the Consultant performing any services directly or
indirectly, with any developer and/or property owners and/or firms, and/or partnerships owning
property in the City, and further covenants and agrees that Consultant and/or its subcontractors
shall provide no service or enter into any contact with the Developer and/or property owner
and/or firms, and/or partnerships owning property in the City prior to the completion of this
Agreement.
101.24 WAIVER. A waiver by the City of any breach of any term, covenant, or condition
contained in this Agreement shall not be deemed to be a waiver of any subsequent breach of the
same or any other term, covenant, or condition contained in this Agreement whether of the same
or different character.
101.25 COST OF LITIGATION. If any legal action is necessary to enforce any provision of
this Agreement or for damages by reason of any alleged breach of any provisions of this
Agreement, the prevailing party shall be entitled to receive from the losing party all costs and
expenses in such amount as the court may determine to be reasonable. In awarding the cost of
litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the interest of
justice to do so, award the full amount of costs, expenses, and attorneys' fees paid or incurred in
good faith.
101.26 SEVERABILITY. If any part, term, or provision of this Agreement shall be held illegal,
unenforceable, or in conflict with any law of a federal, state, or local government having
jurisdiction over this Agreement, the validity of the reminding portions or provisions shall not be
affected by such holding.
101.27 INTEGRATED CONTRACT. This Agreement represents the entire Agreement
between the City and the Consultant and all preliminary negotiations and agreements are deemed
a part of this Agreement. No verbal agreement or implied covenant shall be held to vary the
provisions of this Agreement. This Agreement shall bind and inure to the benefit of the parties to
this Agreement and any subsequent successors and assigns.
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101.28 CHOICE OF LAW . The terms of this Agreement shall be interpreted according to the
laws of the State of California.
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In recognition of the obligations stated in this Agreement, the parties have executed this
Agreement on the date indicated above.
CONSULTANT: ITY:
BY: v�� G By: 64-1
Name: W. G. Z u man Engineering Name: Keith R. Till
Title: fi�//'JCipe Title: City Manager
A est: / Approved as to form:
•
BY: �:,,. I By:
N. Joanne•. M. Yeo Name:
Title: City Clerk Title:
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EXHIBIT A
SCOPE OF
WO1! HK
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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 the City with 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 97,
Spreadsheets: Excel 97, Databases: Filemaker Pro, Microsoft Access, GIS: ArcView,
Drawings: Autocad 13. If the Consultant wishes to use another program that would
increase productivity, the Consultant will provide the City a licensed copy or transfer
into a format that is acceptable to City Engineering Staff. All digital files shall be
submitted on a "zip disk."
The City shall have the right to use, duplicate, modify or disclose the technical data and
the information contained
200.6 KEY PERSONNEL: The Consultant shall not reassign any personnel mentioned
in the RFQ/Interview process unless under extraordinary circumstances. The
Consultant shall secure the prior written approval the City for any change or
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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 from after completion of the Services after 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
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terminate any subcontractor, for any reason appropriate by the City, by so notifying 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 from the Consultant's office to the City.
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: For any task orders that involves Caltrans
oversight, the City will withhold ten percent (10%) of each progress payment to
Consultant. Upon request by the Consultant, and subject to the City's approval, the
Consultant may provide an alternate form of security for performance as a substitute for
City's withhold of ten percent (10%) of each progress payment. Acceptable forms of
security to be deposited in an approved escrow account at no cost to the City include
certificates of deposit, cash, securities, or bonds; the Consultant may also provide an
irrevocable letter of credit deposited with the City's Director of Finance.
The ten percent (10%) retention for Caltrans oversight related task orders shall be
withheld by the City until such time that all work for the respective task order is
completed and all deliverables are received by the City and Caltrans.
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201 SPECIFIC REQUIREMENTS FOR THE SCOPE OF WORK
W.G. Zimmerman Engineering will perform engineering services, augmenting the City
of Seal Beach's capabilities on an "as needed basis". The engineering services
provided include, but not limited to;
• Traffic Engineering: Traffic signal systems design, traffic counts, speed surveys,
signing and striping design, lighting design, and warrant reviews.
• Water and Sewer Engineering: Water line design, sewer line design, studies, and
emergency services.
• General Engineering; Street design, parking lot design, grading design, plan
reviews, studies reviews, miscellaneous design, and site improvements.
• Project Management: Manage projects, negotiate fees, coordinate between
agencies, review plan submittals and review construction documents.
• Construction Management and Inspections: grading, sidewalks, streets, signals, and
site improvements.
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EXHIBIT B
Schedule of
Compensation
•
SCHEDULE OF COMPENSATION: The Consultant shall provide a cost proposal for
each project using the hourly rates shown below. If new personnel are proposed, the
Director of Public Works must first approve the person and their rate prior to starting
work.
For each project requested, the Consultant shall provide an hourly not to exceed price
without authorization price within 5 working days. The City reserves the right to
negotiate the proposal. From time to time, the City may also request work to be
performed on a time and material basis.
HOURLY RATES
Fee Schedule
Service Rate Rate w/allocation
Engineering/Inspections $90.00/hr $94.50/hr
Cadd Work $50.00/hr $52.50/hr
'Allocation at 5% of hourly rate. Includes miscellaneous expenses such as; mileage,
minor reproduction, faxes, copying, etc.
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EXHIBIT C
Schedule
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SCHEDULE: Since this is a contract for on-call and services, the schedule will be
dependent upon the amount and types and projects requested. Approval by the
Engineering Department for each service will be required.
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