Agenda Item C.9
CPMS CONSENT CALENDAR
Meeting Date: October 4, 2022
____________________________________________________________
TO: Mayor and Councilmembers
FROM: Charles W. Ebeling, Public Works Director
CONTACT: Maureen Gaasch, Senior Management Analyst
SUBJECT: Amendment to Professional Services Agreement No. 2020-062 with Laura M. Bridley, AICP, for Professional Environmental Planning and Permitting Services
RECOMMENDATION:
Authorize the City Manager to execute Amendment No. 2 to Professional Services Agreement No. 2020 -062 with Laura M. Bridley, AICP , for Professional Environmental Planning and Permitting Services, increasing the contract authority by $50,000, for a new total not-to-exceed contract amount of $ 101,000 and extending the agreement termination date to June 30, 2024.
BACKGROUND:
The Public Works Department has engaged qualified private consultants to perform a variety of professional services since the City was incorporated in 2002. Prior to initiating an agreement for professional services, the City’s purchasing procedures in the Goleta Municipal Code require an open solicitation for necessary services. This is done through the Request for Proposals/Request for Qualifications (RFP/RFQ) process.
Through the RFP/RFQ process in 2020, Public Works selected Laura M. Bridley, AICP, (Laura Bridley) to provide project management support services for various Capital Improvement Program (CIP) and engineering projects for which services are still needed.
DISCUSSION:
The Public Works Department has a significant number of high-priority capital engineering projects and grant-funded CIP projects with upcoming deadlines that must be met, or funding may be jeopardized. In addition, a majority of these projects are moving into the final design and construction phases, the most labor-intensive and time-sensitive phases of a project.
1 Meeting Date: October 4, 2022
The City has an existing agreement No. 2020-062 with Laura Bridley to provide professional environmental planning and permitting services to assist the Public Works Department in delivering needed tasks. The table below provides a summary of the history of the existing agreement with Laura Bridley:
Contract Date Approved Termination
Date
Approved
Budget
Total Budget
Original July 11, 2020 June 30, 2022 $28,000 $28,000
Amendment 1 April 5, 2022 June 30, 2023 $23,000 $51,000
Scope:
Provide project environmental planning and permitting services for the following projects:
o Ekwill Street and Fowler Road Extensions (Project No. 9002) o San Jose Creek Multipurpose Bike Path Project – Northern and Southern Segments (Project No. 9006)
o San Jose Creek Channel Modification Repair (Project No. 9117) o Goleta Community Center Projects: Seismic ( Project No. 9067) and Americans with Disabilities Act (ADA) (Project No. 9121) Improvements
Laura Bridley has provided environmental planning and permitting services to the Public Works Department over the past two years to support staff with environmental studies and the California Environmental Quality Act (CEQA) document for the San Jose Creek Multipurpose Bike Path Project. Laura Bridley has also been instrumental in preparing California Coastal Commission permitting for the San Jose Creek Multipurpose Bike Path Project and the Ekwill-Fowler Project. An amendment to the existing contract is necessary for continued environmental and permitting services for the projects and assistance with environmental and permitting services on the proposed San Jose Creek Channel Modification Repair and the Goleta Community Center for both Seismic Improvement and the ADA Improve ment CIP projects . Public Works is satisfied with the professional services Laura Bridley provides and recommends an amendment to increase the compensation amount by $50,000 for a new total not -to-exceed amount of $101,000 so Laura Bridley can continue to provide services.
FISCAL IMPACTS:
No additional appropriation is needed at this time. The table below shows the available budget in the project accounts.
2 Meeting Date: October 4, 2022
Project Account FY23 Available
Budget
Requested
Contract
Increase
Ekwill-Fowler 220-90-9002-57070 $1,001,957.23 $10,000
San Jose Creek Multipurpose
Bike Path
220-90-9006-57070 $1,739,408 $25,000
San Jose Creek Bike Path –
Middle
220-90-9007-57070 $290,962 $2,000
San Jose Creek Channel
Modification Repair
101-90-9117-57070 $614,347 $2,000
Goleta Community Center
Seismic
101-90-9067-57070 $87,016 $3,000
Goleta Community Center
ADA
101-90-9121-57070 $483,490 $3,000
Engineering Support 101-50-5500-51300 $6,000 $3,000
Total $50,000
ALTERNATIVES:
The City Council may elect not to authorize the agreement amendment. Doing so could cause delays in the management and delivery of Public Works services and could impact the schedule and/or grant funding for capital maintenance and CIP projects.
Reviewed By: Legal Review By: Approved By:
___________________ ___________________ _________________ Kristine Schmidt Megan Garibaldi Robert Nisbet
Assistant City Manager City Attorney City Manager
ATTACHMENTS:
1. Amendment No. 2 to Professional Services Agreement No. 2020-062 with Laura M.
Bridley, AICP
2. Laura Bridley Agreement No. 2020-062 and Amendment 1 (Available Online Only) 3 ATTACHMENT 1
Amendment No. 2 to Professional Services Agreement No. 2020-062 with Laura M. Bridley, AICP
4 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
AMENDMENT NO. 2
TO A PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF GOLETA
AND
LAURA M. BRIDLEY, AICP
This Amendment No. 2 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“City”) and LAURA M. BRIDLEY, ACIP (“Consultant”) dated July 11, 2020 (“Agreement,” Agreement No. 2020-062) is made on this 4
th day of October 2022.
SECTION A. RECITALS
1. This Agreement is for the professional environmental planning and permitting services for various CIP Projects; and
2. The Agreement currently provides in Section 3 Subsection (a) for the total compensation amount not to exceed $51,000; and
3. The parties desire to amend the Agreement so as to provide for additional compensation in the amount of $50,000 for continued; and
4. The Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2023; and
5. The parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2024; and
6. The Agreement currently provides in Exhibit A entitled “Scope of Work” the complete and particular description of services; and
7. The parties desire to amend Exhibit A by adding additional services as more completely and particularly set forth in the Scope of Work, attached as Exhibit "A-1"; and
8. The Agreement currently provides in Exhibit B entitled “Schedule of Fees” the hourly rates; and
9. The parties desire to amend Exhibit B of the Agreement to identify the new hourly rates, attached as “Exhibit B-1”; and
10. The City Council approved this Amendment No. 2, on this 4 th day of October
2022.
5 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
SECTION B. AMENDED TERMS
Now therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. Subsection (a) of Section 3. COMPENSATION AND PAYMENT of the Agreement is amended to add an additional authorized amount of $50,000 and to read in its entirety:
(a) Maximum and Rate . The total compensation payable to CONSULTANT by CITY for the services under this AGREEMENT SHALL NOT EXCEED the sum of ninety-six thousand ($101,000) (herein "not-to-exceed amount") and shall be earned as the work progresses.
2. Section 6. TERM, PROGRESS AND COMPLETION of the Agreement is amended to extend the term for an additional one year to read in its entirety.
The term of this Agreement is from the date first written above to June 30, 2024, unless the term of this Agreement is extended or the Agreement is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY’s Project Manager. All services shall be completed within the term of this Agreement following the notice to proceed.
3. This Agreement is amended to delete and replace in its entirety:
Exhibit A “Scope of Work” with Exhibit A-1 “Scope of Work” attached hereto and incorporated herein.
4. This Agreement is amended to delete and replace in its entirety:
Exhibit B “Schedule of Fees ” with Exhibit B-1 “Schedule of Fees” attached hereto and incorporated herein.
In concurrence and witness whereof, this Amendment No. 2 has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
____________________________ ______________________________ Robert Nisbet, City Manager Laura M. Bridley, AiCP
6 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
A T T E S T :
_____________________________
Deborah Lopez, City Clerk
APPROVED AS TO FORM:
MEGAN GARIBALDI, CITY ATTORNEY
_____________________________
Winnie Cai, Assistant City Attorney
7 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
Exhibit A-1
Laura M. Bridley, AICP
Scope of Work
1. 9002 Ekwill Street & Fowler Road Extensions Project & 9033 Hollister Avenue Bridge Project:
a. Continue with final Coastal Development permitting for the project through the California Coastal Commission (CCC) for construction to begin in 2022. This work will include submittal and coordination of project plans and reports to CCC staff, coordination between CCC staff and project team, and security of final Coastal Development Permit for construction.
b. Coordination of final CCC permit with Goleta land use clearance per City of Goleta Development Plan; bi-weekly team meetings, permit coordination and phone conferences with public agency staffs.
2. 9006 San Jose Creek Multipurpose Bike Path (ATP Grant) & 9007 San Jose Creek Bike Path Middle Extent – Segment 1
a. Review for Public Works Department technical documents from Dewberry for south extent, edit for consistency with City Planning documents; work on local City approval for Southern extent in Coastal Zone; assemble and process application to California Coastal Commission for CDP for portion of southern segment;
b. Review for Public Works Department technical documents from Dewberry for middle extent, edit for consistency with City Planning documents; assist with elective design review, CEQA noticing and circulation of draft MND. Coordinate with Public Works during CEQA process for middle extent, City design review if elected, remain available for team needs related to permitting by other departments and agencies.
c. Additional time has been required to support the multiple reviews by Caltrans of technical documents. Because these all contribute to the City’s Mitigated Negative Declaration, this early review of the technical documents, and revisions thereto by Caltrans, is warranted, but was not expected to require the number of drafts completed.
8 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
Project Project No.
Ekwill Fowler Project 9002
San Jose Creek Multipurpose Bike Path 9006
San Jose Creek Bike Path, Middle Ext 9007
Goleta U.S. 101 Overcrossing 9027
Hollister Avenue Bridge Replacement 9033
Cathedral Oaks Cribwall - CDP permitting 9053
San Jose Creek Channel Modification Repair 9117
Goleta Community Center Seismic Improvements 9067
Goleta Community Center ADA Improvements 9121
Contingency/General Fund 5200/5500
9 City of Goleta
Amendment No. 2 to Agreement No. 2020-062
Exhibit B-1
Laura M. Bridley. AICP
Schedule of Fees
Laura M. Bridley, AICP, CIP Services 145/hr.
Direct Reimbursable At Cost
10 ATTACHMENT 2
Professional Services Agreement No. 2020-062 and Amendment 1 with Laura Bridley, AICP. (Available Online Only)
11 Project Name: Environmental Planning and Permitting Services for various CIP Projects
AGREEMENT FOR PROFESSIONAL DESIGN SERVICES
BETWEEN THE CITY OF GOLETA
AND
LAURA M. BRIDLEY, AICP
This AGREEMENT FOR PROFESSIONAL DESIGN SERVICES (herein referred to as “AGREEMENT”) is made and entered into this ________ day of ________ , 2020, by and between the CITY OF GOLETA, a municipal corporation (herein referred to as "CITY"), and LAURA M. BRIDLEY, AICP (herein referred to as "CONSULTANT").
WHEREAS, the CITY has a need for professional environmental planning and permitting services for various Capital Improvement Program (CIP) Projects; and WHEREAS, the CITY does not have the personnel able and/or available to perform the services required under this AGREEMENT, and therefore, the CITY desires to contract for professional services to accomplish this work; and WHEREAS, the CITY procured these services in compliance with Goleta Municipal Code Section 3.05.260 by the Public Works Director through a competitive Request for Qualifications (RFQ) process based on ongoing experience and familiarity with City projects and environmental processes; and
WHEREAS, the City Manager approved this AGREEMENT pursuant to Goleta Municipal Code section 3.05.070.
CITY and CONSULTANT agree as follows:
1. RETENTION AS CONSULTANT
CITY hereby retains CONSULTANT, and CONSULTANT hereby accepts such engagement, to perform the services described in Section 2. CONSULTANT warrants it has the qualifications, experience, and facilities to properly and timely perform said services.
2. DESCRIPTION OF SERVICES
The services to be performed by CONSULTANT are as follows:
Professional environmental planning and permitting services for various Capital Improvement Program (CIP) Projects, as more particularly set forth in the Scope of Work, attached as Exhibit “A,” and incorporated herein.
City of Goleta
PW and Laura M. Bridley, AICP
DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 2020-062
July11th
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3. COMPENSATION AND PAYMENT
(a) Maximum and Rate . The total compensation payable to CONSULTANT by CITY for the services under this AGREEMENT SHALL NOT EXCEED the sum of $28,000 (herein "not to exceed amount"), and shall be earned as the work progresses on the following basis:
Hourly at the hourly rates and with reimbursement to CONSULTANT for those expenses set forth in CONSULTANT's Schedule of Fees marked Exhibit "B," attached and incorporated herein. The rates and expenses set forth in that exhibit shall be binding upon CONSULTANT until June 30, 2021, after which any change in said rates and expenses must be approved in writing by CITY's Project Manager as described in Section 5 (CITY is to be given 60 days notice of any rate increase request), provided the not to exceed amount is the total compensation due CONSULTANT for all work described under this AGREEMENT.
(b) Payment . CONSULTANT shall provide CITY with written verification of the actual compensation earned, which written verification shall be in a form satisfactory to CITY's Project Manager, as described in Section 5. Invoices shall be made no more frequently than on a monthly basis, and describe the work performed (including a list of hours worked by personnel classification). All payments shall be made within 30 days after CITY’s approval of the invoice.
4. EXTRA SERVICES
CITY shall pay CONSULTANT for those CITY authorized extra services, not reasonably included within the services described in Section 2, as mutually agreed to writing in advance of the incurrence of extra services by CONSULTANT. Unless CITY and CONSULTANT have agreed in writing before the performance of extra services, no liability and no right to claim compensation for such extra services or expenses shall exist.
The applicable hourly rates for extra services shall be at the hourly rates set forth in the compensation exhibit. Any compensation for extra services shall be part of the total compensation and shall not increase the not to exceed amount identified in Section 3.
5. CITY PROJECT MANAGER AND SERVICES BY CITY
The services to be performed by CONSULTANT shall be accomplished under the general direction of, and coordinate with, CITY's "Project Manager", as that staff person is designated by CITY from time to time, and who presently is James Campero, Deputy Public Works Director, shall have the authority to act on behalf of the CITY in administering this AGREEMENT but shall not be authorized to extend the term of the AGREEMENT or increase the not to exceed amount.
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6. TERM, PROGRESS AND COMPLETION
The term of this AGREEMENT is from the date first written above to June 30, 2022, unless term of this AGREEMENT is extended, or the AGREEMENT is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY's Project Manager. All services shall be completed within the term of this agreement.
7. OWNERSHIP OF DOCUMENTS
All drawings, designs, data, photographs, reports and other documentation (other than CONSULTANT's drafts, notes and internal memorandum), including duplication of same prepared by CONSULTANT in the performance of these services, are the property of CITY. CITY shall be entitled to immediate possession of the same upon completion of the work under this AGREEMENT, or at any earlier or later time when requested by CITY.
CITY agrees to hold CONSULTANT harmless from all damages, claims, expenses, and losses arising out of any reuse of the plans and specifications for purposes other than those described in this AGREEMENT, unless written authorization of CONSULTANT is first obtained.
8. PERSONAL SERVICES/NO ASSIGNMENT/SUBCONTRACTOR
This AGREEMENT is for professional services which are personal to CITY. Laura M. Bridley, is deemed to be specially experienced and is a key member of CONSULTANT's firm, and shall be directly involved in the performance of this work. This key person shall communicate with, and periodically report to, CITY on the progress of the work. Should any such individual be removed from assisting in this contracted work for any reason, CITY may terminate this AGREEMENT. This AGREEMENT may not be assigned or subcontracted without the City Manager’s prior written consent.
9. HOLD HARMLESS AND INDEMNITY
(a) Indemnification and Defense for Professional Service. To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless the CITY and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all claims, losses, liabilities, damages, costs and expenses, including attorney’s fees and costs, to the extent they arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the CONSULTANT. CONSULTANT’s duty to defend shall consist of reimbursement of defense costs incurred by CITY in direct proportion to the CONSULTANT’s proportionate percentage of fault. CONSULTANT’s percentage of fault shall be determined, as applicable, by a court of law, jury or arbitrator. In the event any loss, liability or damage is incurred by way of settlement or resolution without a court, jury or arbitrator having made a determination of the CONSULTANT’s DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 14 City of Goleta
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percentage of fault, the parties agree to mediation with a third party neutral to determine the CONSULTANT’s proportionate percentage of fault for purposes of determining the amount of indemnity and defense cost reimbursement owed to the CITY.
(b) For All Other Liabilities. Notwithstanding the foregoing and without diminishing any rights of CITY, for any liability, claim, demand, allegation against CITY arising out of, related to, or pertaining to any act or omission of CONSULTANT, but which is not a design professional service, CONSULTANT shall defend, indemnify, and hold harmless CITY, its officials, employees, and agents (“Indemnified Parties”) from and against any and all damages, costs, expenses (including reasonable attorney fees and expert witness fees), judgments, settlements, and/or arbitration awards, whether for personal or bodily injury, property damage, or economic injury, and arising out of, related to, any concurrent or contributory negligence on the part of the CITY, except for the sole or active negligence of, or willful misconduct of the CITY. (c) No Waiver. ClTY does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this section because of the acceptance by CITY, or the deposit with CITY, of any insurance certificates or policies described in Section 10.
10. INSURANCE
CONSULTANT shall, at CONSULTANT's sole cost and expense, provide insurance as described herein. All insurance is to be placed with insurers authorized to do business in the State of California with an A.M. Best and Company rating of A- or better, Class VII or better, or as otherwise approved by CITY.
Insurance shall include the following (or broader) coverage:
a) Insurance Services Office Commercial Liability coverage “occurrence” form CG 00 01 or its exact equivalent with an edition date prior to 2004 and with minimum limits of $1,000,000 per occurrence and $2,000,000 general aggregate.
b) Insurance Services Office form number CA 00 01 or equivalent covering Automobile Liability, including hired and non-owned automobile liability with a minimum limit of $500,000 per accident. If the Service Provider owns no vehicles, this requirement may be satisfied by a non-owned and hired auto endorsement to Service Provider’s commercial general liability policy.
c) Workers’ Compensation insurance complying with California worker’s compensation laws, including statutory limits for workers’ compensation and an Employer’s Liability limit of $1,000,000 per accident or disease.
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d) Professional liability insurance that covers the services to be performed in connection with this agreement, in the minimum amount of $1,000,000 per claim.
Liability insurance policies required to be provided by CONSULTANT hereunder shall contain or be endorsed to contain the following provisions:
a) CITY, its employees, officials, agents and member agencies shall be covered as additional insureds. Coverage shall apply to any and all liability arising out of the work performed or related to the contract. Additional insured status under the general liability requirement shall be provided on Insurance Services Office Form CG 20 10, with an edition date prior to 2004, or its equivalent. Additional insured status for completed operations shall be provided either in the additional insured form or through another endorsement such as CG 20 37, or its equivalent.
b) General and automobile liability insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Coverage will not be limited to CITY’s vicarious liability.
c) Professional liability insurance policies inception date, continuity date, or retroactive date must be before the effective date of this agreement.
CONSULTANT agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement.
d) Liability coverage shall be primary and non-contributing with any insurance maintained by CITY.
e) Evidence of coverage (including the workers’ compensation and employer’s liability policies) shall provide that coverage shall not be suspended, voided, canceled or reduced in coverage or in limits except after 30 days’ prior written notice has been given to CITY. Such provision shall not include any limitation of liability of the insurer for failure to provide such notice.
f) No liability insurance coverage provided to comply with this AGREEMENT shall prohibit CONSULTANT, or CONSULTANT’s employees, or agents, from waiving the right of recovery prior to a loss. CONSULTANT waives its right of recovery against CITY.
g) CONSULTANT agrees to deposit with CITY within fifteen days of Notice to Proceed of the Contract certificates of insurance and required endorsements.
h) There shall be no recourse against CITY for payment of premiums or other amounts with respect to the insurance required to be provided by DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 16 City of Goleta
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CONSULTANT hereunder. Any failure, actual or alleged, on the part of CITY to monitor compliance with these requirements will not be deemed as a waiver of any rights on the part of CITY. CITY has no additional obligations by virtue of requiring the insurance set forth herein. In the event any policy of insurance required under this AGREEMENT does not comply with these requirements or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary and any premium paid by CITY will be promptly reimbursed by CONSULTANT or CITY will withhold amounts sufficient to pay premium from CONSULTANT payments.
i) CONSULTANT agrees to provide immediate notice to CITY of any claim or loss against CONSULTANT arising out of the work performed under this AGREEMENT. CITY assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve CITY.
11. RELATIONSHIP OF CONSULTANT TO CITY
The relationship of the CONSULTANT to CITY shall be that of an independent contractor and that in no event shall CONSULTANT be considered an officer, agent, servant or employee of CITY. CONSULTANT shall be solely responsible for any workers compensation insurance, withholding taxes, unemployment insurance, and any other employer obligations associated with the described work.
12. CORRECTIONS
In addition to the above indemnification obligations, CONSULTANT shall correct, at its expense, all errors in the work that may be disclosed during CITY's review of CONSULTANT's report or plans. Should CONSULTANT fail to make such correction in a reasonably timely manner, such correction shall be made by CITY, and the cost thereof shall be charged to CONSULTANT or withheld from any funds due to CONSULTANT hereunder.
13. TERMINATION BY CITY
CITY, by notifying CONSULTANT in writing, may upon 10 calendar days notice, terminate without cause any portion or all of the services agreed to be performed under this AGREEMENT. If termination is for cause, no notice period need be given. In the event of termination, CONSULTANT shall have the right and obligation to immediately assemble work in progress for the purpose of closing out the job. All compensation for actual work performed and charges outstanding at the time of termination shall be payable by CITY to CONSULTANT within 30 days following submission of a final statement by CONSULTANT unless termination is for cause. In such event, CONSULTANT shall be compensated only to the extent required by law.
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14. ACCEPTANCE OF FINAL PAYMENT CONSTITUTES RELEASE
The acceptance by CONSULTANT of the final payment made under this AGREEMENT shall operate as and be a release of CITY from all claims and liabilities for compensation to CONSULTANT for anything done, furnished, or relating to CONSULTANT'S work or services. Acceptance of payment shall be any negotiation of CITY's check or the failure to make a written extra compensation claim within 10 calendar days of the receipt of that check. However, approval or payment by CITY shall not constitute, nor be deemed, a release of the responsibility and liability of CONSULTANT, its employees, subcontractors, agents and CONSULTANTs for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by CITY for any defect or error in the work prepared by CONSULTANT, its employees, subcontractors, agents and consultants.
15. AUDIT OF RECORDS
At any time during normal business hours and as often as it may deem necessary, CONSULTANT shall make available to a representative of CITY for examination of all its records with respect to all matters covered by this AGREEMENT and will permit CITY to audit, examine and/or reproduce such records. CONSULTANT will retain such financial records, time sheets, work progress reports, invoices, bills and project records for at least two years after termination or final payment under this AGREEMENT.
16. WAIVER; REMEDIES CUMULATIVE
Failure by a party to insist upon the strict performance of any of the provisions of this AGREEMENT by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance by such other party in the future. No waiver by a party of a default or breach of the other party shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omissions by a party to take any action with respect to such default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified. All of the remedies permitted or available to a party under this AGREEMENT, or at law or in equity, shall be cumulative and alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right of remedy.
17. CONFLICT OF INTEREST
CONSULTANT is unaware of any CITY employee or official that has a financial interest in CONSULTANT'S business. During the term of this AGREEMENT and/or as a result of being awarded this AGREEMENT, CONSULTANT shall not offer, encourage or accept any financial interest in CONSULTANT'S business by any CITY employee or official.
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18. CONSTRUCTION OF LANGUAGE OF AGREEMENT
The provisions of this AGREEMENT shall be construed as a whole according to its common meaning of purpose of providing a public benefit and not strictly for or against any party. It shall be construed consistent with the provisions hereof, in order to achieve the objectives and purposes of the parties. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neutral genders or vice versa.
19. MITIGATION OF DAMAGES
In all situations arising out of this AGREEMENT, the parties shall attempt to avoid and minimize the damages resulting from the conduct of the other party.
20. GOVERNING LAW
This AGREEMENT, and the rights and obligations of the parties, shall be governed and interpreted in accordance with the laws of the State of California. Should litigation occur, venue shall be in Superior Court of Santa Barbara County.
21. NONDISCRIMINATION
CONSULTANT shall not discriminate on the basis of race, color, gender, gender identity/expression, pregnancy, sexual orientation, disability, marital status, or any other characteristic protected under applicable federal or state law.
22. TAXPAYER IDENTIFICATION NUMBER
CONSULTANT shall provide CITY with a complete Request for Taxpayer Identification Number and Certification, Form W-9 (Rev. October 2018), as issued by the Internal Revenue Service.
23. NON-APPROPRIATION OF FUNDS
Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of CITY funds. In the event CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this AGREEMENT shall cover only those costs incurred up to the conclusion of the current fiscal year.
24. MODIFICATION OF AGREEMENT
The tasks described in this AGREEMENT and all other terms of this AGREEMENT may be modified only upon mutual written consent of CITY and CONSULTANT.
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25. USE OF THE TERM “CITY”
Reference to “CITY” in this AGREEMENT includes City Manager or any authorized representative acting on behalf of CITY.
26. 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.
27. CAPTIONS
The captions or headings in this AGREEMENT are for convenience only and in no other way define, limit or describe the scope or intent of any provision or section of the AGREEMENT.
28. AUTHORIZATION
Each party has expressly authorized the execution of this AGREEMENT on its behalf and bind said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, partners, joint venturers, insurance carriers and any others who may claim through it to this AGREEMENT.
29. ENTIRE AGREEMENT BETWEEN PARTIES
Except for CONSULTANT'S proposals and submitted representations for obtaining this AGREEMENT, this AGREEMENT supersedes any other agreements, either oral or in writing, between the parties hereto with respect to the rendering of services, and contains all of the covenants and agreements between the parties with respect to said services.
30. PARTIAL INVALIDITY
If any provision in this AGREEMENT is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
31. NOTICES
Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows:
DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 20 City of Goleta
PW and Laura M. Bridley, AICP
TO CITY: Attention: Michelle Greene, City Manager
City of Goleta
130 Cremona Drive, Suite B
Goleta, CA 93117
TO CONSULTANT: Laura M. Bridley, AICP
118 Mohawk Road
Santa Barbara, CA 93109
32. COUNTERPARTS AND ELECTRONIC/FACSIMILE SIGNATURES
This Agreement may be executed in several counterparts, which may be facsimile or electronic copies. Each counterpart is fully effective as an original, and together constitutes one and the same instrument.
In concurrence and witness whereof, this AGREEMENT has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
_____________________________ _____________________________ Michelle Greene, City Manager Laura M. Bridley, AICP
ATTEST
_____________________________
Deborah Lopez, City Clerk
APPROVED AS TO FORM:
MICHAEL JENKINS, CITY ATTORNEY
_____________________________
Winnie Cai, Assistant City Attorney
DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 21 City of Goleta
PW and Laura M. Bridley, AICP
Exhibit A
Laura M. Bridley, AICP
Scope of Work
1. 9002 Ekwill Street & Fowler Road Extensions Project:
a. Continue with final Coastal Development permitting for the project through the California Coastal Commission (CCC) for construction to begin in 2020-2021. This work will include submittal and coordination of project plans and reports to CCC staff, coordination between CCC staff and project team, and security of final Coastal Development Permit for construction.
b. Coordination of final CCC permit with Goleta land use clearance per City of Goleta Development Plan; bi-weekly team meetings, permit coordination and phone conferences with public agency staffs.
2. 9006 San Jose Creek Bike Path (ATP Grant) :
a. Review for Public Works Department technical documents from Dewberry for south extent, edit for consistency with City Planning documents; work on local City approval for Southern extent in Coastal Zone; assemble and process application to California Coastal Commission for CDP for portion of southern segment;
b. Review for Public Works Department technical documents from Dewberry for middle extent, edit for consistency with City Planning documents; assist with elective design review, CEQA noticing and circulation of draft MND. Coordinate with Public Works during CEQA process for middle extent, City design review if elected, remain available for team needs related to permitting by other departments and agencies.
DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 22 City of Goleta
PW and Laura M. Bridley, AICP
Exhibit B
Laura M. Bridley. AICP
Schedule of Fees
Laura M. Bridley, AICP, CIP Services 135/hr.
Direct Reimbursable At Cost
DocuSign Envelope ID: F8D618F4-7087-43D4-9367-B8D271B1CC62 23 City of Goleta
Amendment No. 1 to Agreement No. 2020-062
AMENDMENT NO. 1
TO A PROFESSIONAL SERVICES AGREEMENT
BETWEEN THE CITY OF GOLETA
AND
LAURA M. BRIDLEY, AICP
This Amendment No. 1 to the Professional Services Agreement by and between the City of Goleta , a municipal corporation (“City”) and LAURA M. BRIDLEY, ACIP (“Consultant”) dated July 11, 2020 (“Agreement,” Agreement No. 2020-062) is made on this 5th day of April 2022.
SECTION A. RECITALS
1. T his Agreement is for the professional environmental planning and permitting services for various CIP Projects; and
2. T he Agreement currently provides in Section 3 Subsection (a) for the total compensation amount not to exceed $28,000; and
3. T he parties desire to amend the Agreement so as to provide for additional compensation in the amount of $23,000 for continued; and
4. T he Agreement currently provides in Section 6 for the termination of the Agreement on June 30, 2022; and
5. T he parties desire to amend the Agreement so as to extend the termination of the Agreement to June 30, 2023; and
6. T he City Council approved this Amendment No. 1, on this 5th day of April 2022.
SECTION B. AMENDED TERMS
Now therefore City and Consultant agree as follows that the Agreement be, and hereby is, amended as follows:
1. S ubsection (a) of Section 3 . COMPENSATION AND PAYMENT of the Agreement is amended to add an additional authorized amount of $23,000 and to read in its entirety:
(a) Maximum and Rate. The total compensation payable to CONSULTANT by CITY for the services under this AGREEMENT SHALL NOT EXCEED the sum of fifty-one thousand ( $51,000) (herein "not -to-exceed amount" ) and shall be earned as the work progresses.
DocuSign Envelope ID: 5909C70C-EBD0-4C3E-A4E1-5958915716A3 DocuSign Envelope ID: E0454881-4CC0-4BD5-80F8-B7879FD00E07 2020-062.1
24 City of Goleta
Amendment No. 1 to Agreement No. 2020-062
2. Section 6. TERM, PROGRESS AND COMPLETION of the Agreement is amended to extend the term for an additional one year to read in its entirety.
The term of this Agreement is from the date first written above to Jun e 30, 2023, unless the term of this Agreement is extended or the Agreement is terminated as provided for herein.
CONSULTANT shall not commence work on the services to be performed until (i) CONSULTANT furnishes proof of insurance as required by Section 10 below, and (ii) CITY gives written authorization to proceed with the work provided by CITY’s Project Manager. All services shall be completed within the term of this Agreement following the notice to proceed.
In concurrence and witness whereof, this Amendment No. 1 has been executed by the parties effective on the date and year first above written.
CITY OF GOLETA CONSULTANT
____________________________ ______________________________ Michelle Greene, City Manager Laura M. Bridley, AiCP
ATTEST:
_____________________________
Deborah Lopez, City Clerk
APPROVED AS TO FORM:
MEGAN GARIBALDI, CITY ATTORNEY
_____________________________
Winnie Cai, Assistant City Attorney
DocuSign Envelope ID: 5909C70C-EBD0-4C3E-A4E1-5958915716A3 DocuSign Envelope ID: E0454881-4CC0-4BD5-80F8-B7879FD00E07 25