CITY OF CHULA VISTA
CONSULTANT SERVICES AGREEMENT
WITH KLEINFELDER CONSTRUCTION SERVICES, INC.
TO PROVIDE ON-CALL CIP CONSTRUCTION MANAGEMENT CONSULTING SERVICES This Agreement is entered into effective as of November 7, 2017 ("Effective Date") by and between the City of Chula Vista, a chartered municipal corporation ("City") and Kleinfelder Construction Services, Inc., a California Corporation ("Consultant") (collectively, the "Parties" and, individually, a "Party") with reference to the following facts:
RECITALS
WHEREAS, the City desires to procure qualified civil infrastructure construction inspection and construction management consultant services to assist the City's engineering staff due to the current number and pace of Capital Improvement Program projects and the proposed large infrastructure effort associated with the recently voter approved Measure P in Chula Vista; and WHEREAS, On August 4, 2017, the City issued a Request for Qualifications (RFQ) for On-Call CIP Construction Management Consulting Services; and
WHEREAS, the City of Chula Vista received nine (9) proposals from firms interested in providing On- Call CIP Construction Management Consulting services; and, WHEREAS, after the City completed its review of the proposals five (5) firms were selected for interviews, which were conducted on September 20, 2017; and, WHEREAS, after the interview process for all five (5) firms, the consultant selection committee determined Consultant as one of three best qualified firms to provide the services described in the Agreement; WHEREAS, the consultant selection process has been conducted in accordance with Section 2.56.110.C of the Chula Vista Municipal Code; and
WHEREAS, Consultant warrants and represents that it is experienced and staffed in a manner such that it can deliver the services required of Consultant to City in accordance with the time frames and the terms and conditions of this Agreement.
[End of Recitals. Next Page Starts Obligatory Provisions.] R-2017-200
1 City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services. Inc. Rev. 05/30/17
OBLIGATORY PROVISIONS
NOW, THEREFORE, in consideration of the above recitals, the covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which the Parties hereby acknowledge, City and Consultant hereby agree as follows:
1.S ERVICES
1.1 Required Services. Consultant agrees to perform the services, and deliver to City the "Deliverables" (if any) described in the attached Exhibit A, incorporated into the Agreement by this reference, within the time frames set forth therein, time being of the essence for this Agreement. The services and/or Deliverables lescribed in Exhibit A shall be referred to herein as the "Required Services."
1.2 Reductions in Scope of Work. City may independently, or upon request from Consultant, from time to time, reduce the Required Services to be performed by the Consultant under this Agreement. Upon doing so, City and Consultant agree to meet and confer in good faith for the purpose of negotiating a corresponding reduction in the compensation associated with the reduction.
1.3 Additional Services. Subject to compliance with the City's Charter, codes, policies, procedures and ordinances governing procurement and purchasing authority, City may request Consultant provide additional services related to the Required Services ("Additional Services"). If so, City and Consultant agree to meet and confer in good faith for the purpose of negotiating an amendment to Exhibit A, to add the Additional Services. Unless otherwise agreed, compensation for the Additional Services shall be charged and paid consistent with the rates and terms already provided therein. Once added to Exhibit A, "Additional Services" shall also become "Required Services" for purposes of this Agreement.
1.4 Standard of Care. Consultant expressly warrants and agrees that any and all Required Services hereunder shall be performed in accordance with the highest standard of care exercised by members of the profession currently practicing under similar conditions and in similar locations.
1.5 No Waiver of Standard of Care. Where approval by City is required, it is understood to be conceptual approval only and does not relieve the Consultant of responsibility for complying with all laws, codes, industry standards, and liability for damages caused by negligent acts, errors, omissions, noncompliance with industry standards, or the willful misconduct of the Consultant or its subcontractors.
1.6 Security for Performance. In the event that Exhibit A Section 4 indicates the need for Consultant to provide additional security for performance of its duties under this Agreement, Consultant shall provide such additional security prior to commencement of its Required Services in the form and on the terms prescribed on Exhibit A, or as otherwise prescribed by the City Attorney.
Compliance with Laws. In its performance of the Required Services, Consultant shall comply with any and all applicable federal, state and local laws, including the Chula Vista Municipal Code.
1.8 Business License. Prior to commencement of work, Consultant shall obtain a business license from City.
1.9 Subcontractors. Prior to commencement of any work, Consultant shall submit for City's information and approval a list of any and all subcontractors to be used by Consultant in the performance of the Required Services. Consultant agrees to take appropriate measures necessary to ensure that all City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17 subcontractors and personnel utilized by the Consultant to complete its obligations under this Agreement comply with all applicable laws, regulations, ordinances, and policies, whether federal, state, or local. In addition, if any subcontractor is expected to fulfill any responsibilities of the Consultant under this c chad to hand ever Agreement, Consultant shall ensure that each and every subcontractor carries out the Consultant's responsibilities as set forth in this Agreement.
1.10 Term. This Agreement shall commence on the earlier to occur of the Effective Date or Consultant's commencement of the Required Services hereunder, and shall terminate when the Parties have complied with all their obligations hereunder; provided, however, provisions which expressly survive termination shall remain in effect.
2.COMP ENSATION
2.1 General. For satisfactory performance of the Required Services, City agrees to compensate Consultant in the amounts) and on the terms set forth in Exhibit A, Section 4. Standard terms for billing and payment are set forth in this Section 2.
2.2 Detailed Invoicing. Consultant agrees to provide City with a detailed invoice for services performed each month, within thirty (30) days of the end of the month in which the services were performed, unless otherwise specified in Exhibit A. Invoicing shall begin on the first of the month following the Effective Date of the Agreement. All charges must be presented in a line item format with each task separately explained in reasonable detail. Each invoice shall include the current monthly amount being billed, the amount invoiced to date, and the remaining amount available under any approved budget. Consultant must obtain prior written authorization from City for any fees or expenses that exceed the estimated budget.
2.3 Payment to Consultant. Upon receipt of a properly prepared invoice and confirmation that the Required Services detailed in the invoice have been satisfactorily performed, City shall pay Consultant for the invoice amount within thirty (30) days. Payment shall be made in accordance with the terms and conditions set forth in Exhibit A and section 2.4, below. At City's discretion, invoices not timely submitted may be subject to a penalty of up to five percent (5%) of the amount invoiced.
2.4 Retention Policy. City shall retain ten percent (10%) of the amount due for Required Services detailed on each invoice (the "holdback amount"). Upon City review and determination of Project Completion, the holdback amount will be issued to Consultant.
2.5 Reimbursement of Costs. City may reimburse Consultant's out-of-pocket costs incurred by Consultant in the performance of the Required Services if negotiated in advance and included in Exhibit A.
Unless specifically provided in Exhibit A, Consultant shall be responsible for any and all out-of-pocket costs incurred by Consultant in the performance of the Required Services.
2.6 Exclusions. City shall not be responsible for payment to Consultant for any fees or costs in excess of any agreed upon budget, rate or other maximum amounts) provided for in Exhibit A. City shall also not be responsible for any cost: (a) incurred prior to the Effective Date; or (b) arising out of or related to the errors, omissions, negligence or acts of willful misconduct of Consultant, its agents, employees, or subcontractors.
2.7 Payment Not Final Approval. Consultant understands and agrees that payment to the Consultant or reimbursement for any Consultant costs related to the performance of Required Services does not constitute a City final decision regarding whether such payment or cost reimbursement is allowable and eligible for City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services. Inc. Rev. 05/30/17 payment under this Agreement, nor does it constitute a waiver of any violation by Consultant of the terms of this Agreement. If City determines that Consultant is not entitled to receive any amount of compensation already paid, City will notify Consultant in writing and Consultant shall promptly return such amount.
3.INSURANCE
3.1 Required Insurance. Consultant must procure and maintain, during the period of performance of Required Services under this Agreement, and for twelve months after completion of Required Services, the policies of insurance described on the attached Exhibit B, incorporated into the Agreement by this reference (the "Required Insurance"). The Required Insurance shall also comply with all other terms of this Section.
3.2 Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions relating to the Required Insurance must be disclosed to and approved by City in advance of the commencement of work.
3.3 Standards for Insurers. Required Insurance must be placed with licensed insurers admitted to transact business in the State of California with a current A.M. Best's rating of A V or better, or, if insurance is placed with a surplus lines insurer, insurer must be listed on the State of California List of Eligible Surplus Lines Insurers (LESLI) with a current A.M. Best's rating of no less than A X. For Workers' Compensation Insurance, insurance issued by the State Compensation Fund is also acceptable.
3.4 Subcontractors. Consultant must include all sub-consultants/sub-contractors as insureds under its policies and/or furnish separate certificates and endorsements demonstrating separate coverage for those not under its policies. Any separate coverage for sub-consultants must also comply with the terms of this Agreement.
3.5 Additional Insureds. City, its officers, officials, employees, agents, and volunteers must be named as additional insureds with respect to any policy of general liability, automobile, or pollution insurance specified as required in Exhibit B or as may otherwise be specified by City's Risk Manager.. The general liability additional insured coverage must be provided in the form of an endorsement to the Consultant's insurance using ISO CG 2010 (11/85) or its equivalent; such endorsement must not exclude Products/Completed Operations coverage.
3.6 General Liability Coverage to be "Primary." Consultant's general liability coverage must be primary insurance as it pertains to the City, its officers, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers is wholly separate from the insurance provided by Consultant and in no way relieves Consultant from its responsibility to provide insurance.
3.7 No Cancellation. No Required Insurance policy may be canceled by either Party during the required insured period under this Agreement, except after thirty days' prior written notice to the City by certified mail, return receipt requested. Prior to the effective date of any such cancellation Consultant must procure and put into effect equivalent coverage(s).
3.8 Waiver of Subrogation. Consultant's insurer(s) will provide a Waiver of Subrogation in favor of the City for each Required Insurance policy under this Agreement. In addition, Consultant waives any right it may have or may obtain to subrogation for a claim against City.
3.9 Verification of Coverage. Prior to commencement of any work, Consultant shall furnish City with original certificates of insurance and any amendatory endorsements necessary to demonstrate to City that City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc Rev. 05/30/17 Consultant has obtained the Required Insurance in compliance with the terms of this Agreement. The words "will endeavor" and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents, or representatives" or any similar language must be deleted from all certificates. The required certificates and endorsements should otherwise be on industry standard forms.
The City reserves the right to require, at any time, complete, certified copies of all required insurance policies, including endorsements evidencing the coverage required by these specifications.
3.10 Claims Made Policy Requirements. If General Liability, Pollution and/or Asbestos Pollution Liability and/or Errors & Omissions coverage are required and are provided on a claims-made form, the following requirements also apply:
a. The "Retro Date" must be shown, and must be before the date of this Agreement or the beginning of the work required by this Agreement.
b. Insurance must be maintained, and evidence of insurance must be provided, for at least five (5) years after completion of the work required by this Agreement. c. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a "Retro Date" prior to the effective date of this Agreement, the Consultant must purchase "extended reporting" coverage for a minimum of five (5) years after completion of the work required by this Agreement.
d. A copy of the claims reporting requirements must be submitted to the City for review.
3.11 Not a Limitation of Other Obligations. Insurance provisions under this section shall not be construed to limit the Consultant's obligations under this Agreement, including Indemnity.
3.12 Additional Coverage. To the extent that insurance coverage provided by Consultant maintains higher limits than the minimums appearing in Exhibit B, City requires and shall be entitled to coverage for higher limits maintained.
4. INDEMNIFICATION
General. To the maximum extent allowed by law, Consultant shall protect, defend, indemnify and hold harmless City, its elected and appointed officers, agents, employees and volunteers (collectively, "Indemnified Parties"), from and against any and all claims, demands, causes of action, costs, expenses, (including reasonable attorneys' fees and court costs), liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of or incident to any alleged acts, omissions, negligence, or willful misconduct of Consultant, its officials, officers, employees, agents, and contractors, arising out of or in connection with the performance of the Required Services, the results of such performance, or this Agreement. This indemnity provision does not include any claims, damages, liability, costs and expenses arising from the sole negligence or willful misconduct of the Indemnified Parties. Also covered is liability arising from, connected with, caused by or claimed to be caused by the active or passive negligent acts or omissions of the Indemnified Parties which may be in combination with the active or passive negligent acts or omissions of the Consultant, its employees, agents or officers, or any third party.
4.2. Modified Indemnity Where Agreement Involves Design Professional Services. Notwithstanding the forgoing, if the services provided under this Agreement are design professional services, as defined by City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17 California Civil Code section 2782.8, as may be amended from time to time, the defense and indemnity obligation under Section 1, above, shall be limited to the extent required by California Civil Code section 2782.8.
4.3 Costs of Defense and Award. Included in Consultant's obligations under this Section 4 is Consultant's obligation to defend, at Consultant's own cost, expense and risk, any and all suits, actions or other legal proceedings that may be brought or instituted against one or more of the Indemnified Parties.
Subject to the limitations in this Section 4, Consultant shall pay and satisfy any judgment, award or decree that may be rendered against one or more of the Indemnified Parties for any and all related legal expenses and costs incurred by any of them.
4.4. Consultant's Obligations Not Limited or Modified. Consultant's obligations under this Section 4 shall not be limited to insurance proceeds, if any, received by the Indemnified Parties, or by any prior or subsequent declaration by the Consultant. Furthermore, Consultant's obligations under this Section 4 shall in no way limit, modify or excuse any of Consultant's other obligations or duties under this Agreement.
4.5. Enforcement Costs. Consultant agrees to pay any and all costs City incurs in enforcing Consultant's obligations under this Section 4.
4.6 Survival. Consultant's obligations under this Section 4 shall survive the termination of this Agreement.
5. FINANCIAL INTERESTS OF CONSULTANT.
5.1 Form 700 Filing. The California Political Reform Act and the Chula Vista Conflict of Interest Code require certain government officials and consultants performing work for government agencies to publicly disclose certain of their personal assets and income using a Statement of Economic Interests form (Form 700). In order to assure compliance with these requirements, Consultant shall comply with the disclosure requirements identified in the attached Exhibit C, incorporated into the Agreement by this reference.
5.2 Disclosures: Prohibited Interests. Independent of whether Consultant is required to file a Form 700, Consultant warrants and represents that it has disclosed to City any economic interests held by Consultant, or its employees or subcontractors who will be performing the Required Services, in any real property or project which is the subject of this Agreement. Consultant warrants and represents that it has not employed or retained any company or person, other than a bona fide employee or approved subcontractor working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants and represents that it has not paid or agreed to pay any company or person, other than a bona fide employee or approved subcontractor working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further warrants and represents that no officer or employee of City, has any interest, whether contractual, non- contractual, financial or otherwise, in this transaction, the proceeds hereof, or in the business of Consultant or Consultant's subcontractors. Consultant further agrees to notify City in the event any such interest is discovered whether or not such interest is prohibited by law or this Agreement. For breach or violation of any of these warranties, City shall have the right to rescind this Agreement without liability. //
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6 | City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
6.REM EDIES
6.1 Termination for Cause. If for any reason whatsoever Consultant shall fail to perform the Required Services under this Agreement, in a proper or timely manner, or if Consultant shall violate any of the other covenants, agreements or conditions of this Agreement (each a "Default"), in addition to any and all other rights and remedies City may have under this Agreement, at law or in equity, City shall have the right to terminate this Agreement by giving five (5) days written notice to Consultant. Such notice shall identify the Default and the Agreement termination date. If Consultant notifies City of its intent to cure such Default prior to City's specified termination date, and City agrees that the specified Default is capable of being cured, City may grant Consultant up to ten (10) additional days after the designated termination date to effectuate such cure. In the event of a termination under this Section 6.1, Consultant shall immediately provide City any and all "Work Product" (defined in Section 7 below) prepared by Consultant as part of the Required Services. Such Work Product shall be City's sole and exclusive property as provided in Section 7 hereof. Consultant may be entitled to compensation for work satisfactorily performed prior to Consultant's receipt of the Default notice; provided, however, in no event shall such compensation exceed the amount that would have been payable under this Agreement for such work, and any such compensation shall be reduced by any costs incurred or projected to be incurred by City as a result of the Default.
6.2 Termination or Suspension for Convenience of City. City may suspend or terminate this Agreement, or any portion of the Required Services, at any time and for any reason, with or without cause, by giving specific written notice to Consultant of such termination or suspension at least fifteen (15) days prior to the effective date thereof. Upon receipt of such notice, Consultant shall immediately cease all work under the Agreement and promptly deliver all "Work Product" (defined in Section 7 below) to City. Such Work Product shall be City's sole and exclusive property as provided in Section 7 hereof. Consultant shall be entitled to receive just and equitable compensation for this Work Product in an amount equal to the amount due and payable under this Agreement for work satisfactorily performed as of the date of the termination/suspension notice plus any additional remaining Required Services requested or approved by City in advance that would maximize City's value under the Agreement.
6.3 Waiver of Claims. In the event City terminates the Agreement in accordance with the terms of this Section, Consultant hereby expressly waives any and all claims for damages or compensation as a result of such termination except as expressly provided in this Section 6.
6.4 Administrative Claims Requirements and Procedures. No suit or arbitration shall be brought arising out of this Agreement against City unless a claim has first been presented in writing and filed with City and acted upon by City in accordance with the procedures set forth in Chapter 1.34 of the Chula Vista Municipal Code, as same may be amended, the provisions of which, including such policies and procedures used by City in the implementation of same, are incorporated herein by this reference. Upon request by City, Consultant shall meet and confer in good faith with City for the purpose of resolving any dispute over the terms of this Agreement.
6.5 Governing Law/Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. Any action arising under or relating to this Agreement shall be brought only in San Diego County, State of California.
6.6 Service of Process. Consultant agrees that it is subject to personal jurisdiction in California. If Consultant is a foreign corporation, limited liability company, or partnership that is not registered with the California Secretary of State, Consultant irrevocably consents to service of process on Consultant by first City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services. Inc. Rev. 05/30/17 class mail directed to the individual and address listed under "For Legal Notice," in section 1.B. of Exhibit A to this Agreement, and that such service shall be effective five days after mailing.
7. OWNERSHIP AND USE OF WORK PRODUCT
All reports, studies, information, data, statistics, forms, designs, plans, procedures, systems and any other materials or properties produced in whole or in part under this Agreement in connection with the performance of the Required Services (collectively "Work Product") shall be the sole and exclusive property of City. No such Work Product shall be subject to private use, copyrights or patent rights by Consultant in the United States or in any other country without the express, prior written consent of City.
City shall have unrestricted authority to publish, disclose, distribute, and otherwise use, copyright or patent, in whole or in part, any such Work Product, without requiring any permission of Consultant, except as may be limited by the provisions of the Public Records Act or expressly prohibited by other applicable laws.
With respect to computer files containing data generated as Work Product, Consultant shall make available to City, upon reasonable written request by City, the necessary functional computer software and hardware for purposes of accessing, compiling, transferring and printing computer files.
8. GENERAL PROVISIONS
8.1 Amendment. This Agreement may be amended, but only in writing signed by both Parties.
8.2 Assignment. City would not have entered into this Agreement but for Consultant's unique qualifications and traits. Consultant shall not assign any of its rights or responsibilities under this Agreement, nor any part hereof, without City's prior written consent, which City may grant, condition or deny in its sole discretion.
8.3 Authority. The person(s) executing this Agreement for Consultant warrants and represents that they have the authority to execute same on behalf of Consultant and to bind Consultant to its obligations hereunder without any further action or direction from Consultant or any board, principle or officer thereof.
8.4 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which shall constitute one Agreement after each Party has signed such a counterpart
8.5 Entire Agreement. This Agreement together with all exhibits attached hereto and other agreements expressly referred to herein, constitutes the entire Agreement between the Parties with respect to the subject matter contained herein. All exhibits referenced herein shall be attached hereto and are incorporated herein by reference. All prior or contemporaneous agreements, understandings, representations, warranties and statements, oral or written, are superseded.
8.6 Record Retention. During the course of the Agreement and for three (3) years following completion of the Required Services, Consultant agrees to maintain, intact and readily accessible, all data, documents, reports, records, contracts, and supporting materials relating to the performance of the Agreement, including accounting for costs and expenses charged to City, including such records in the possession of sub- contractors/sub-consultants.
8.7 Further Assurances. The Parties agree to perform such further acts and to execute and deliver such additional documents and instruments as may be reasonably required in order to carry out the provisions of this Agreement and the intentions of the Parties.
& | City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
8.8 Independent Contractor. Consultant is and shall at all times remain as to City a wholly independent contractor. Neither City nor any of its officers, employees, agents or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents ("Consultant Related Individuals"), except as set forth in this Agreement. No Consultant Related Individuals shall be deemed employees of City, and none of them shall be entitled to any benefits to which City employees are entitled, including but not limited to, overtime, retirement benefits, worker's compensation benefits, injury leave or other leave benefits. Furthermore, City will not withhold state or federal income tax, social security tax or any other payroll tax with respect to any Consultant Related Individuals; instead, Consultant shall be solely responsible for the payment of same and shall hold the City harmless with respect to same. Consultant shall not at any time or in any manner represent that it or any of its Consultant Related Individuals are employees or agents of City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatsoever against City, or bind City in any manner.
8.9 Notices. All notices, demands or requests provided for or permitted to be given pursuant to this Agreement must be in writing. All notices, demands and requests to be sent to any Party shall be deemed to lave been properly given or served if personally served or deposited in the United States mail, addressed t such Party, postage prepaid, registered or certified, with return receipt requested, at the addresses identifie in this Agreement at the places of business for each of the designated Parties as indicated in Exhibit A, or (End of page. Next page is signature page.)
City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services. Inc. Rev. 05/30/17
SIGNATURE PAGE
CONSULTANT SERVICES AGREEMENT
IN WITNESS WHEREOF, by executing this Agreement where indicated below, City and Consultant agree that they have read and understood all terms and conditions of the Agreement, that they fully agree and consent to bound by same, and that they are freely entering into this Agreement as of the Effective Date.
KLEINFELDER CONSTRUCTION CITY OF CHULA VISTA
SERVICES, INC
CoMaNMAR y Camlles Salas
MARY CASH LAS SALA!
Vice President MAYOR
ATTEST
CERRY K. BIGEDOW, MMC
City Clerk
APPROVED AS TO FORM
Cty Attordey
10 | City of Chula Vista Agreement No.: 17133
/ Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
EXHIBIT A
SCOPE OF WORK AND PAYMENT TERMS
1.Cont act People for Contract Administration and Legal Notice A. City Contract Administration:
Jonathan Salsman
1800 Maxwell Road, Chula Vista CA 91911
619-397-6115
[email protected]
For Legal Notice Copy to:
City of Chula Vista
City Attorney
276 Fourth Avenue, Chula Vista, CA 91910
619-691-5037
[email protected]
B. Consultant Contract Administration:
KLEINFELDER CONSTRUCTION SERVICES, INC.
Alberto Gayon, Project Manager, 5761 Copley Drive, Ste. 100 San Diego CA 92111 619-373-3847 (Mobile) 858-223-8500 (Copley Office)
[email protected]
For Legal Notice Copy to:
Hank Gentile, Principal In Charge
5761 Copley Drive, Ste. 100 San Diego CA 92111
858-705-0076 (Mobile) 858-223-8500 (Copley Office)
[email protected]
2.Re quired Services
A. General Description:
Consultant shall provide civil infrastructure construction inspection and construction management consultant services at the direction and to the satisfaction of the City Engineer for City of Chula Vista construction projects.
Services will vary with each Task Order ranging from complete construction project management and administration to inspection services or other associated construction management tasks depending on the needs of the City. Typical projects for which Consulting Services may be required include: Pavement Rehabilitation (Major and Minor), Storm Drain Construction and Rehabilitation, Sewer Construction and Rehabilitation, Sewage Pump station Construction and Rehabilitation, Traffic Signal Modifications, Street Widening Improvements, ADA Curb Ramp and Sidewalk Replacement, Signage and Striping, Stormwater Permanent BMP construction, and similar work.
11 / City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17 B. Detailed Description:
The number and scope of the projects and assignments for which consultant service are required will vary at the sole discretion of the City from year-to-year.
2. Consultant will provide civil infrastructure construction project management and administration, inspection services or other associated construction management services in response to the City's request for such services. Consultant acknowledges and agrees that service requests from the City under this Agreement will be on an "as-needed" and/or per project or assignment basis at the sole discretion of the City. Each project or assignment will include a not-to-exceed fee for all time, materials, and costs permitted to be incurred for that project or assignment. Consultant acknowledges and agrees that the City is not required to request any services from Consultant under this Agreement. Consultant acknowledges and agrees that it is not entitled to any compensation under this Agreement until such time that it has provided Required Services as explicitly authorized and approved by the City pursuant to the process identified herein.
3. Consultant will provide qualified inspectors, engineers and/or construction managers experienced in a wide variety of construction methods, project management, field inspection, traffic signal inspection, contract administration and other related duties. The City shall have the right to make a determination as to the qualifications of individual personnel and shall have the right to require substitution of personnel.
4. Consultant will submit billing forms and comply with all procedures acceptable to the City. Consultant shall provide separate invoices for each City project or assignment identified. Every invoice will list all work performed on project or assignment. Each invoice shall show total amount billed to date for project or assignment, payments received, and amount due. All work elements shall be itemized. Consultant shall only be paid for work done at the request of the City's Project Manager. If additional work is requested by others, Consultant shall obtain a verbal written authorization from the Project Manager.
The Consultant shall forfeit and will not receive payment for work performed and billed to City more than sixty (60) calendar days after performance of work the Required Services.
5. Consultant will coordinate through the City's assigned Project Manager. The City's Project Manager shall be the single point of contact for the City. The City shall reserve the right of refusing personnel assigned to a project or assignment by the Consultant.
6. Consultant will provide the following services as needed on each project or assignment:
a. Supervise and inspect Contractor's traffic control, detours, lane closures and staging plans. b. Conduct on-site monitoring and inspection of construction activities to insure contractor compliance with: all construction contract specifications, plans, and schedules; all NDES General Construction and MS4 Stormwater permits & permit conditions.
c. Conduct stormwater inspections, monitoring and reporting for pre-construction activities and post- construction Best Management Practices.
d. Monitor contractor's compliance with all federal, state and local safety rules and regulations. e. Conduct and/or participate in mandatory safety training. 12 City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17 f. Prepare and submittal of daily reports of construction activities, including equipment and labor usage, description of work, location, progress, current issues. Reports shall be to the satisfaction of the City.
g. Preparation and submittal of weekly statement of working days. h. Photo document the project site and construction activities prior, during and after completion of all work.
i. Interpretation of contract specifications and plans as required. j. Coordination of City or consultant supplied surveying and testing services. k. Perform office tasks including, but not limited to: CPM schedule reviews; maintain project files (both paper and electronic); prepare project correspondence; prepare and maintain project fiscal records; and other duties as required relative to contract administration for the assignment.
1. Verification of contractor prevailing wage payments and compliance with federal and state labor regulations.
m. Calculation of quantities and preparation of payment estimates. n. Preparation of contract change orders and necessary supporting documents and forms. o. Review, investigate, and recommend action on submittals & requests for information. p. Coordination with utilities, state and local agencies, and the public. q. Analyze, investigate, and recommend action on potential claims, contract disputes, and claims. r. Preparation of final reports for the project.
s. Preparation of complete and accurate as-built mark-up plans for use by the design engineer for preparation of Record Drawings.
t. Compliance with Caltrans Local Assistant Program for federally funded projects u. Consultant will provide for their staff all vehicles, tools, safety equipment, computer equipment, software, consumables and accessories required for the work.
7. Work not listed in Schedule - If an occasion arises whereby the City requests work to be done which is not listed in this schedule, the price of providing this work shall be negotiated in good faith between the City and the Consultant. The negotiated price(s) shall not exceed the Schedule of Charges labeled as Exhibit DAl to this Agreement between the City and Consultant.
3.Te rm: In accordance with Section 1.10 of this Agreement, the term of this Agreement shall begin November 7, 2017 and end on November 7, 2019 for completion of all Required Services.
4. Compensation:
A. Form of Compensation
& Time and Materials. For performance of the Required Services by Consultant as identified in Section 2.B., above, City shall pay Consultant for the productive hours of time spent by Consultant in the performance of the Required Services, at the rates or amounts as indicated below:
13 | City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services. Inc. Rev. 05/30/17 See Exhibit D for applicable Hourly Rates under this agreement.
B. Reimbursement of Costs
* Invoiced or agreed-upon amounts as follows:
For the cost of out of pocket expenses incurred by Consultant in the performance of services herein required, City shall pay Consultant at the rates or amounts set forth below:
Initial Scope meeting No Cost
In County Travel Time No Cost
Reports, Original, Mylar No Cost
Copies, Reproductions of Final Reports/Mylars Cost Plus 10% Outside Services Cost Plus 15%
Delivery Cost Plus 10%
Long Distance Telephone Charges No Cost
Other Actual Identifiable City- Approved Direct Costs Cost Plus 10% Mileage - Office Personnel IRS Standard Mileage Rate
Mileage - Field Personnel No Cost - All vehicle and mileage costs included in hourly rate
Notwithstanding the foregoing, the maximum amount to be paid to the Consultant for services performed through November 7, 2019 shall not exceed $2,000,000.00.
5. Special Provisions:
• Permitted Sub-Consultants: List Permitted Sub-Consultants is found in Exhibit E. • Security for Performance: "None"
& Notwithstanding the completion date set forth in Section 3 above, City has option to extend this Agreement for three (3) additional terms, defined as a one-year increment, (defined as November 8 to November 7) or until November 7, 2022. The City Manager or Director of Finance/Treasurer shall be authorized to exercise the extensions on behalf of the City. If the City exercises an option to extend, each extension shall be on the same terms and conditions contained herein, provided that the amounts specified in Section 4 above may be increased by up to three and a half percent (3.5%) for each extension. The City shall give written notice to Consultant of the City's election to exercise the extension via the Notice of Exercise of Option to Extend document. • Other:
Consultant and each of its subconsultants/subcontractors will comply with the State of California's prevailing wage rate requirements in accordance with California Labor Code, and all Federal, State, and local laws and ordinances applicable to persons employed by them for public works in a covered work classification. When payment of prevailing wages apply to the Required Services the wage rates and transportation and subsistence costs shall be reimbursed at the minimum rates set by the Department of Industrial Relations, State of California (DIR). The State's prevailing wage rates determinations are available from the DIR home page at www.dir.ca.gov/oprl/. The City has ascertained that general prevailing wage rates may be applicable to all or a portion of the work to be performed for the Required Services. To verify compliance with State prevailing wage requirements, the DIR maintains an online registry of contractors to which Consultant and/or its 1a City af Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17 subconsultants/subcontractors will be required to submit certified payrolls. Subject to the exceptions provided in the California Labor code, no Consultant or any of its subconsultants/subcontractors shall be qualified to bid on, be listed in a bid proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work unless currently registered with the DIR and qualified to perform public work pursuant to California Labor Code section 1725.5. When payment of prevailing wages applies to the Required Services, this Agreement becomes subject to compliance monitoring and enforcement by the DIR. Nothing contained above shall be construed to any way limit Consultant's obligations to comply with all laws and regulations.
15 City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
EXHIBIT B
INSURANCE REQUIREMENTS
Consultant shall adhere to all terms and conditions of Section 3 of the Agreement and agrees to provide the following types and minimum amounts of insurance, as indicated by checking the applicable boxes (x).
Type of Insurance Minimum Amount Form
General Liability: $2,000,000 per occurrence for Insurance Services Office Form Including products and bodily injury, personal injury CG 00 01 ompleted operations
ersonal and
advertising injury iability insurance with a general
gregate limit is used, either the
eneral aggregate limit must app
parately to this Agreement or th
Additional Insured Endorsement * Must be primary and must not or Blanket Al Endorsement for exclude Products/Completed City* Operations
Waiver of Recovery Endorsement
Automobile Liability $1,000,000 per accident for bodily Insurance Services Office Form injury, including death, and CA 00 01
property damage Code 1-Any Auto
Code 8-Hired
Code 9-Non Owned
Workers' $1,000,000 each accident
Compensation $1,000,000 disease policy limit
Employer's Liability $1,000,000 disease each employee
Waiver of Recovery Endorsement
Professional Liability $1,000,000 each occurrence
(Errors & Omissions) $2,000,000 aggregate
Other Negotiated Insurance Terms: NONE
16 City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, inc Rev. 05/30/17
EXHIBIT C
CONSULTANT CONFLICT OF INTEREST DESIGNATION
The Political Reform Act' and the Chula Vista Conflict of Interest Code' (Code") require designated state and local government officials, including some consultants, to make certain public disclosures using a Statement of Economic Interests form (Form 700). Once filed, a Form 700 is a public document, accessible to any member of the public. In addition, consultants designated to file the Form 700 are also required to comply with certain & A. Consultant IS a corporation or limited liability company and is therefore EXCLUDED* from disclosure. • B. Consultant NOT a corporation or limited liability company and disclosure designation is as follows:
APPLICABLE DESIGNATIONS FOR INDIVIDUAL(S) ASSIGNED TO PROVIDE SERVICES (Category descriptions available at www.chulavistaca.gov/departments/city-clerk/conflict-of-interest-code.) Name Email Address Applicable Designation
Enter Name of Each Individual Enter email addresses) • A. Full Disclosure Who Will Be Providing Service • B. Limited Disclosure (select one or more of Under the Contract - If the categories under which the consultant shall file):
individuals have different 1. 2. 3. 4 5 6 0 7
disclosure requirements,
duplicate this row and complete Justification:
separately for each individual
• C. Excluded from Disclosure
1. Required Filers
Each individual who will be performing services for the City pursuant to the Agreement and who meets the definition of "Consultant," pursuant to FPPC Regulation 18700.3, must file a Form 700.
2. Required Filing Deadlines
Each initial Form 700 required under this Agreement shall be filed with the Office of the City Clerk via the City's online filing system, NetFile, within 30 days of the approval of the Agreement. Additional Form 700 filings will be required annually on April 1 during the term of the Agreement, and within 30 days of the termination of the Agreement.
Pursuant to the duly adopted City of Chula Vista Conflict of Interest Code, this document shall serve as the written determination of the consultant's requirement to comply with the disclosure requirements set forth in the Code.
Completed by: Jonathan Salsman
1 Cal. Gov. Code §§81000 et seg.; FPPC Regs. 18700.3 and 18704. 2 Chula Vista Municipal Code §§2.02.010-2.02.040.
3 Cal. Gov. Code §§53234, et seq.
4 CA FPPC Adv. A-15-147 (Chadwick) (2015); Davis v. Fresno Unified School District (2015) 237 Cal.App.4* 261; FPPC Reg. 18700.3 (Consultant defined as an "individual" who participates in making a governmental decision; "individual" does not include corporation or limited liability company.
17 | City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
EXHIBIT D
RATE SCHEDULE
KLEINFELDER | SIMON WONG ENGINEERING
Straight
Time Overtime Double Time
Field Staffing Position ($/Hr) Rate ($/HR) Rate ($/HR)
Project Manager $219 $219 $219
Safety Coordinator $131 $131 $131
Senior. Resident Engineer $200 $200 $200
Resident Engineer $170 $170 $170
Assistant Resident Engineer $160 $160 $160
Structures Representative $165 $165 $165
inspector (Prevailing Wage) $155 $232 $292
Source/Special Inspector (CWI) $165 $247 $330
Senior Schedule Engineer $195 $195 $195
Schedule Engineer $129 $129 $129
Senior Office Engineer $165 $165 $165
Office Engineer $105 $105 $105
Document Control Manager $90 $90 $90
Admin 2 $86 $128 $172
Admin 1 $68 $102 $136
Straight
Time Overtime Double Time
Field Staffing Position ($/Hr) Rate ($/HR) Rate ($/HR)
Lead Materials Engineer $180 $180 $180
Geotechnical Engineer $158 $158 $158
Field Materials Tester $118 $165 $207
Plant Inspector $118 $165 $207
PERSONNEL NON PREVAILING WAGE BILLING | PREVAILING WAGE BILLING
RATE RATE
CERTIFIED ARBORIST S125/HR S165/HR
1s | City of Chula Vista Agreement No.: 17133
/ Consultant Name: Kleinfelder Construction Services, Inc Rev. 05/30/17
ARCADIS
Hourly Labor Rates
Arcadis Hourly
Category Rate, dollars
Field Technician / Construction Technician / Office $102 Engineer / Administrative
Specialty Inspector / Field Inspector / Structures $153 Inspector / Wastewater Inspector / Assistant
Resident Engineer
Project Construction Manager / Resident Engineer $160
/ Constructability Reviewer
Registered Professional Engineer $179
Principal $245
CA WEHSENER
Straight
Time Overtime Double Time
Field Staffing Position ($/Hr) Rate ($/HR) Rate ($/HR)
Field Electrical Inspector* $146 $219 $292
Senior Electrical Resident Engineer $220 $220 $220
CASC
Straight
Time Overtime Double Time
Field Staffing Position ($/Hr) Rate ($/HR) Rate ($/HR
Stormwater Senior Project Manager $165 $165 $165
Stormwater Project Manager $155 $155 $155
Stormwater Project Lead $145 $203 $254
19 City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
GONZALES-WHITE
Straight
Time Overtime Double Time
Field Staffing Position ($/Hr) Rate ($/HR)| Rate ($/HR) Labor Compliance Specialist $100 $150 $200
TOWILL
LABOR
Labor Description Hourly Rate
Survey Manager $195.00
Project Surveyor/Professional Land Surveyor $160.00
Assistant Surveyor $145.00
Survey Technician $115.00
CADD Technician/Operator $ 95.00
Project Coordinator $ 95.00
Field Survey Rates by Crew Composition (Prevailing Wage Applies) 3-Person Survey Crew* $395.00
2-Person Survey Crew* $280.00
1-Person Survey Crew* $160.00
Apprentice* $105.00
*1-, 2-, and 3-Person Survey Crews are inclusive of survey vehicles and mileage, conventional and GPS survey equipment, and associated survey tools, safety equipment, etc. 20 | City of Chula Vista Agreement No.: 17133
| Consultant Name: Kleinfelder Construction Services, Inc. Rev. 05/30/17
EXHIBIT E
LIST OF SUBCONSULTANTS
Subconsultant Role Contact Information
ARCADIS WASTEWATER NABIL FRAYWAT
CONSTRUCTION ARCADIS U.S., INC.
MANAGEMENT AND 3600 LIME STREET, SUITE 527
INSPECTION RIVERSIDE, CA, 92501
T: 9094633604 M: 7147205095
NABIL.FRAYWAT@ARCADIS-
CA WEHSENER ELECTRICAL CHUCK WEHSENER
CONSTRUCTION C.A. WEHSENER ENGINEERING,
MANAGEMENT, INC./2307 FENTON PARKWAY
INSPECTION, AND #107-119|SAN DIEGO, CA. 92108
ENGINEERING 619-929-9529
[email protected]
CASC STORM WATER/NDES ERNIE D. MANSFIELD
COMPLIANCE CASC ENGINEERING AND
CONSULTING, INC. | 633 WEST
ROUTE 66, SUITE A, GLENDORA,
818.618.5481
[email protected]
GONZALES-WHITE LABOR COMPLIANCE TERESA GONZALEZ-WHITE
GONZALEZ-WHITE CONSULTING
SERVICES 13439 VIA BELTRAN
ISAN DIEGO, CA 92117
619-518-1821
[email protected]
TOWILL SURVEYING
TOWILL, INC. 2300 CLAYTON
ROAD, SUITE 1200 CONCORD,
CALIFORNIA, 94520
909.303.7960, EXT. 1701, C
714.309.2041
[email protected]
" City of Chula Vista Agreement No.: 17133
Consultant Name: Kleinfelder Construction Services, Inc Rev. 05/30/17