2006/07/25 City Council Resolution (4)RESOLUTION NO. 2006-199
A RESOLUTION OF THE COUNCIL OF THE
CITY OF ROHNERT PARK
APPROVING THE MASTER AGREEMENT FOR
PROFESSIONAL SERVICES
WITH WINZLER AND KELLY CONSULTING ENGINEERS
WHEREAS, the City desires general municipal engineering, environmental,
planning, and professional services; and
WHEREAS, Winzler and Kelly is qualified to provide such services.
NOW, THEREFORE, be it resolved by the City Council of the City of Rohnert
Park that:
1. The Master Agreement by and between Winzler and Kelly Consulting Engineers
and the City of Rohnert Park for ongoing general municipal engineering,
environmental, planning and professional services is hereby approved; .
2. The City Manager is hereby authorized and directed to execute this agreement in
substantially similar form to the attached agreement for and on behalf of the City
of Rohnert Park;
3. The City Engineer/Director of Public Works is authorized to manage said
agreement on behalf of the City.
DULY AND REGULARLY ADOPTED this 25h day of July, 2006.
CITY OF ROHNERT PARK
Mayor Tim
ATTEST:
f
City Clerk
BREEZE: AYE FLORES: AAYE MACKENZIE: AYE VIDAK- MARTINEZ: AYE SMITH: AYE
AYES: (S) NOES: (0) ABSENT: (0) ABSTAIN: (0)
AGREEMENT FOR SERVICES
This Agreement is made and entered into on this date, July 25, 2006 by and between the
City of Rohnert Park, hereinafter referred to as the "City," and Winzler & Kelley; Consulting
Engineers, hereinafter referred to as the "Consultant."
WHEREAS, the City requires general municipal engineering services, general city
planning services, development review services, and capital projects and studies; and
WHEREAS, the Consultant is qualified and experienced to provide such services.
NOW, THEREFORE, said City and said Consultant for the considerations hereinafter set
forth, mutually agree as follows:
1. SCOPE OF W_ ORK. Consultant shall perform those services described in attached
Exhibit "A" within the time frames stated therein. Work for specific projects shall be authorized
separately by "Task Order." Consultant's place of work is at 495 Tesconi Circle, Santa Rosa,
California.
2. COORDINATION. Consultant shall assign Ted Whiton, Toni Bertolero, Matt
McKamey, Mary Grace Pawson, and Bill Silva, as Project Managers, to personally participate in
said project and to coordinate the activities of the Consultant. Other Project Managers may be
assigned by Consultant at the approval of the City Manager or his /her designee. City shall assign
the City Manager or his /her designee to manage this Agreement on behalf of the City.
3. COMPENSATION.
A. City shall pay Consultant as compensation in full for such services and
expenses for the different elements of the scope of work as follows:
1. For work pertaining to general municipal engineering services (see Exhibit A, paragraph
A) and city planning services (see Exhibit A, paragraph B), the hourly rate for said
service is at Consultant's standard hourly rates not to exceed $105 per hour, which may
be updated annually as provided for in Section 4 "TERM ".
2. For work pertaining to Development Review Services and Capital Project Engineering
and Technical Support Services (see Exhibit A, paragraphs C and D, respectively) the
hourly rates for said service is at Consultant's standard hourly rates set forth in Exhibit
"B ", which may be updated annually as provided for in Section 4 "TERM ".
3. As required by law, prevailing wage rates shall be used for Survey Services and
Construction Management Services.
4. The use of subconsultants, as approved by the City, will include an overhead charge of 15
percent.
Progress payments will be accompanied with a monthly progress update on the various
tasks performed. Compensation for work for specific development projects (see Exhibit A,
paragraph C) will be by monthly invoice broken down by development project name.
Compensation for capital projects and studies (see Exhibit A, paragraph D) will be broken down
by project or study as authorized by separate "Task Order."
B. Consultant shall submit itemized monthly statements for work performed.
City shall make any payment due within thirty (30) days after approval of the invoice by City.
Payments will be made in full for general municipal engineering and development review
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services.
C. Payments due and payable to Consultant for current services are within the
current budget and within an available, unexhausted and unencumbered appropriation of the City.
In the event the 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; payment for additional work is conditional upon future City
appropriation.
4. TERM. The term of this Agreement shall be from the date of its execution until
June 30, 2007 and may be extended for additional one -year terms upon Notice from the City
Manager and /or his /her designee.
A. Work authorized by a separate "Task Order" as contemplated by this Agreement
shall be subject to the Term of the Task Order and not the general provisions
above.
B. Upon receipt of Notice of an Extension of Term, Consultant may adjust its rate for
general municipal engineering and city planning services by an amount of up to
five (5) percent per year.
C. Upon receipt of Notice of an Extension of Term, Consultant may adjust its rates
for other services to those currently in effect for the Consultant. Consultant shall
provide a revised Schedule of Rates to the City within 30 (thirty) days of a Notice
of Extension of Term.
5. NOTICES. All notices, bills, and payments shall be made in writing and may be
given by personal delivery or by mail. Notices, bills and payments sent by mail should be
addressed as follows:
TO CITY: City Engineer
CITY OF ROHNERT PARK
6750 Commerce Boulevard
ROHNERT PARK, CA 94928
TO CONSULTANT: Winzler & Kelly Consulting Engineers
Attention Marc Solomon, Region Manager
495 Tesconi Circle
Santa Rosa, CA 95401
and when so addressed, shall be' deemed given upon deposit in the United States mail, postage
prepaid. In all other instances, notices, bills and payments shall be deemed given at the time of
actual delivery. Changes may be made in the names and addresses of the person to whom
notices, bills and payments are to be given by giving notice pursuant to this Paragraph.
6. AMENDMENT OF SCOPE OF WORK. City shall have the right to amend the
Scope of Work within the Agreement by written notification to the Consultant. In such event, the
compensation and time of performance shall be subject to renegotiation upon written demand of
either party to the Agreement. Failure of the Consultant to secure City's written authorization for
extra or changed work shall constitute a waiver of any and all right to adjustment in the contract
price or time due, whether by way of compensation, restitution; quantum meruit, etc. for work
done without the appropriate City authorization.
7. CITY'S RIGHT TO TERMINATE /SUSPEND CONTRACT. At any time and
for any or no reason, City shall have the right to terminate this Agreement, take possession of the
Consultant's work, e.g., studies, preliminary drawings, computations, specifications, etc., insofar
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as they are complete and acceptable to the City, and pay the Consultant such equitable proportion
of the total remuneration as the work satisfactorily done by the Consultant at the time of such
discontinuance bears to the whole of the work required to be done by the Consultant under the
terms of this Agreement.
8. CORRECTION OF WORK. The performance of services or acceptance of
information furnished by Consultant shall not relieve the Consultant from obligation to correct
any defective, inaccurate or incomplete work subsequently discovered and all such work shall be
remedied by the Consultant on demand without cost to the City.
9. DELAYS AND EXTENSIONS. The Consultant will be granted time extensions
for delays beyond the Consultant's control. 'Time extensions will be equal to the length of the
delay or as otherwise agreed upon between the Consultant and the City. In such event,
compensation as set forth in the Scope of Work shall be subject to renegotiation upon written
demand of either party to the Agreement.
10. RECORDS OF PERFORMANCE. Consultant shall maintain any ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents evidencing or
relating to charges for services, or expenditures and disbursements charged to City for a
minimum period of three (3) years, or for any longer period required by law make these records
available for inspection, audit, and copying by the City. All data, documents, discussions, or
other information developed or received by or for Consultant in performance of this Agreement
are confidential and not be disclosed to any person except as authorized by City or as required by
law.
11. SUBCONTRACTING. None of the services covered by this contract shall be
subcontracted without the prior written consent of the City. In accordance with Government
Code Section 7550, Consultant agrees to state in a separate section of any filed report the
numbers and dollars amounts of all contracts and subcontracts relating to preparation of the
report.
12. ASSIGNMENT. The Agreement shall not be assigned by the Consultant in whole
or in part, without the written consent of the City.
13. INDEMNIFICATION. To the full extent permitted by law, Consultant shall
indemnify, hold harmless, release and defend City, its officers, employees and agents from and
against any and all actions, claims, demands, damages, disability, losses, expenses including
attorney's fees and other defense costs and liabilities of any nature that may be asserted by any
person or entity including Consultant, in whole or in part, arising out of Consultant's activities
hereunder, including the activities of other persons employed or utilized by Consultant in the
performance of this Agreement (including design defects and regardless of City's approval, use or
acceptance of the work or work product hereunder) excepting liabilities due to the sale negligence
or willful misconduct of City. This indemnification obligation is not limited in any way by any
limitation on the amount or type of damages or compensation payable by or for Consultant under
Worker's Compensation, disability or other employee benefit acts or the terms, applicability or
limitations of any insurance held or provided by Consultant and shall continue to bind the parties
after termination/completion of this Agreement.
14. INSURANCE. Without limiting consultant's indemnification provided herein,
Consultant shall comply with the requirements set forth in Exhibit C to this Agreement.
15. STANDARD OF CARE. City relies upon the professional ability of Consultant
as a material inducement to entering into this Agreement. Consultant agrees to use reasonable
care and diligence in its profession in rendering services under this Agreement. Consultant
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agrees that the acceptance of his work by City shall not operate as a waiver or release of said
obligation of Consultant. The absence, omission, or failure to include in this Agreement, items
which are normally considered to be a part of generally accepted professional procedure or which
involve professional judgment shall not be used as a basis for submission of inadequate work or
incomplete performance.
16. LITIGATION SUPPORT. Consultant agrees to testify at City's request if
litigation is brought against City in connection with Consultant's report. Unless the action is
brought by Consultant or is based upon Consultant's negligence, City will compensate Consultant
for the preparation and testimony at Consultant's standard hourly rates, if requested by City and
not part of the litigation brought by City against Consultant. .
17. COVENANT AGAINST CONTINGENT FEES. The Consultant warrants that he
has not employed or retained any company or person, other than a bona fide employee working
for the Consultant, to solicit or secure this Agreement, and that he has not paid or agreed to pay
any company or person, other than a bona fide employee, any fee, commission, percentage,
brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or
making this Agreement. For breach or violation of this warranty, the City shall have the right to
annul this Agreement without liability, or, in its discretion to deduct from the Agreement price or
consideration, or otherwise recover, the full amount of such fee, commission, percentage,
brokerage fee, gift, or contingent fee.
18. CONFLICT OF INTEREST. Consultant (including principals, associates, and
professional employees) covenants and represents that it does not now have any investment or
interest in real property and shall not acquire any interest, direct or indirect, in the area covered
by this contract or any other source of income, interest in real property or investment which
would be affected in any manner or degree by the performance of Consultant's services
hereunder. Consultant further covenants and represents that in the performance of its duties
hereunder no person having any such interest shall perform any services under this Agreement.
19. . STATEMENT OF ECONOMIC INTEREST. If City determines Consultant
comes within the definition of Consultant under the Political Reform Act (Government Code
§87100), Consultant shall complete and file and shall require any other person doing work under
this Agreement to complete and file a "Statement of Economic Interest" with the Clerk of the
City of Rohnert Park disclosing Consultant and /or such other person's financial interests.
20. MERGER. This Agreement shall constitute the entire Agreement between the
parties and shall supersede any previous agreements, whether verbal or written, concerning the
same subject matter. No modification of this Agreement shall be effective unless and until
evidence by a writing is signed by both parties.
21. DEFAULT. If Consultant should fail to perform any of his obligations hereunder,
within the time and in the manner herein provided or otherwise violate any of the terms of this
Agreement, City may terminate this Agreement by giving Consultant written notice of such
termination, stating the reason for such termination. In such event, Consultant shall be entitled to
receive as full payment for all services satisfactorily rendered and expenses incurred hereunder,
an amount which bears the same ratio to the total fees specified in the agreement as the services
satisfactorily rendered hereunder by Consultant bear to the total services otherwise required to be
performed. for such total fee; provided, however, that the City shall deduct from such amount the
amount of damage, if any, sustained by City by virtue of the breach of the Agreement by
Consultant.
22. NO WAIVER OF BREACH; TIME. The waiver by City of any breach of any
term or promise contained in this Agreement shall not be deemed to be a waiver of such term or
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provision or any subsequent breach of the same or any other term or promise contained in this
Agreement. Time is of the essence in carrying out the duties hereunder.
23. THIRD PARTY BENEFICIARIES. Nothing contained in this Agreement shall be
construed to create and the parties do not intend to create any rights in third parties.
24. ATTORNEY FEES, APPLICABLE LAW AND FORUM. In the event either
party brings an action or proceeding for damages arising out of the other's performance under
this Agreement or to establish the right or remedy of either party, the prevailing party shall be
entitled to recover reasonable attorney fees and costs as part of such action or proceeding,
whether or not such action or proceeding is prosecuted to judgment. This Agreement shall be
construed and interpreted according to California law, and any action to enforce the terms of this
Agreement or for the breach thereof shall be brought and tried in the County of Sonoma.
25. INDEPENDENT CONTRACTOR. The parties intend that Consultant, in
performing the services specified herein, shall act as an independent contractor and shall have
control of the work and the manner in which it is performed. Consultant is not to be considered
an agent or employee of the City and is not entitled to participate in any pension plan, insurance,
bonus or similar benefits City provides its employees. In the event City exercises its right to
terminate this, Agreement, Consultant expressly agrees that he /she shall have no recourse nor
right of appeal under rules, regulations, ordinances or laws applicable to employees.
26. TAXES. Consultant agrees to file tax returns and pay all applicable taxes on
amounts paid pursuant to this Agreement and shall be solely liable and responsible to pay such
taxes and other obligations, including, but not limited to, state and federal income and FICA
taxes. Consultant agrees to indemnify and hold the City harmless from any liability which it may
incur to the United States for to the State of California as a consequence of Consultant's failure to
pay, when due, all such taxes and obligations.
27. EMPLOYMENT PRACTICES. Consultant shall not discriminate in its
performance under the Agreement either directly or indirectly on the grounds of race, color,
religion, sex, age, national origin, or other prohibited grounds in its employment practices, and
shall take affirmative steps to ensure that applicants are employed and employees are treated
during employment without regard to race, color, religion, sex, age, national origin, or other prohibited
grounds.
28. COMPLIANCE WITH LAW. Consultant shall comply with all applicable
federal, state and local laws, rules and regulations affecting the Consultant and his /her work
hereunder. Consultant represents and warrants to City that Consultant has all licenses, permits,
qualifications and approvals of whatsoever nature which are legally required for Consultant to
practice Consultant's profession and to do the work hereunder. Consultant represents and
warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times
during the term of this Agreement any licenses, permits, and approvals which are legally required
for Consultant to practice his /her profession and do the work contemplated by this Agreement.
29. TITLE TO DOCUMENTS. Title to all plans, specifications, maps, estimates,
reports, manuscripts, drawings, descriptions and other final work products compiled by the
Consultant under the Agreement shall be vested in the City, none of which shall be used in any
manner whatsoever, by any person, firm, corporation, or agency without the expressed written
consent of the City. Basic survey notes and sketches, charts, computations, and other data
prepared or obtained under the Agreement shall be made available, upon request, to the City
without restriction or limitations on their use. Consultant may retain copies of the above -
described information but agrees not to disclose or discuss any information gathered, discussed or
generated in any way through this Agreement without the written permission of City during the
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term of this Agreement or until ninety (90) days after receipt of final payment from City.
30. INTERPRETATION. Notwithstanding the fact that one or more provisions of
this Agreement may have been drafted by one of the parties to this Agreement, such provisions
shall be interpreted as though they were a product of a joint drafting effort and no provisions shall
be interpreted against a party on the ground that said party was solely or primarily responsible for
drafting the language to be interpreted.
31. EXECUTION. This Agreement may be executed in several counterparts, each of
which shall constitute one and the same instrument and shall become binding upon the parties
when at least one copy hereof shall have been signed by both parties hereto. In approving this
Agreement, it shall not be necessary to produce or account for more than one such counterpart.
32. AUTHORITY. Each individual executing this Agreement on behalf of one of the
parties represents that he or she is duly authorized to sign and deliver the Agreement on behalf of
such party and that this Agreement is binding on such party in accordance with its terms.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
CITY OF ROIINERT PARK: CONSULTANT: WINZLER & KELLY
CONSULTING ENGINEERS
By: / By: /
Name: Stephen R. Donley (Date) Name: (Date)
Title: City Manager Title:
Per Resolution No. 2006- adopted By: /
by the City Council on July 25, 2006 Name: (Date)
Title:
ATTEST:
City Clerk
APPROVED AS TO FORM:
City Attorney
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SCOPE OF WORK
AND
SCHEDULE OF PERFORMANCE
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EXHIBIT 'tB"
COMPENSATION RATES AND CHARGES
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EXHIBIT "C't
INSURANCE REQUIREMENTS
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EXHIBIT C
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance
in conformance with the requirements set forth below. Consultant will use existing coverage to comply
with these requirements. If that existing coverage does not meet the requirements set forth here,
Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant
acknowledges that the insurance coverage and policy limits set forth in this section constitute the
minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits
and coverage required in this agreement and which is applicable to a given loss, will be available to
City.
Consultant shall provide the following types and amounts of insurance.
General Liability Insurance using Insurance Services Office "Commercial General Liability" policy
form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be
no cross liability exclusion for claims or suits by one insured against another. Limits are subject to
review but in no event less than $2,000,000 per occurrence.
Business Auto Coverage on ISO Business Auto Coverage form CA 0001 including symbol I (Any
Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000
per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto
endorsement to the general liability policy described above. If Consultant or Consultant's employees
will use personal autos in any way on this project, Consultant shall provide evidence of personal auto
liability coverage for each such person.
Workers Compensation on a state - approved policy form providing statutory benefits as required by law
with employer's liability limits no less than $1,000,000 per accident or disease.
Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall
provide coverage at least as broad as specified for the underlying coverages. Any such coverage
provided under an umbrella liability policy shall include a drop down provision providing primary
coverage above a maximum $25,000 self - insured retention for Iiability not covered by primary but
covered by the umbrella. Coverage shall be provided on a "pay on behalf" basis, with defense costs
payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time
insured's liability is determined, not requiring actual payment by the insured first. There shall be no
cross liability exclusion precluding coverage for claims or suits by one insured against another.
Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others
involved in the Work. The scope of coverage provided is subject to approval of City following receipt
of proof of insurance as required herein. Limits are subject to review but in no event less than
$2,000,000.00 per occurrence.
Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy
form coverage specifically designed to protect against acts, errors or omissions of the consultant and
"Covered Professional Services" as designated in the policy must specifically include work performed
under this agreement. The policy limit shall be no less than $2,000,000 per claim and in the aggregate.
The policy must "pay on behalf of" the insured and must include_a provision establishing the insurer's
duty to defend. The policy retroactive date shall be on or before the effective date of this agreement.
Insurance procured pursuant to these requirements shall be written by insurers that are admitted
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carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum
financial size VII.
General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City
agree to the following with respect to insurance provided by Consultant
1. Consultant agrees to have its insurer endorse the third party general liability coverage
required herein to include as additional insureds the City, its elected officials, employees and
agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992.
Consultant also agrees to require all contractors, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall prohibit
Consultant, or Consultant's employees, or agents, from waiving the right of subrogation
prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the
applicability of any insurance proceeds, and to require all contractors and subcontractors to
do likewise.
3. All insurance coverage and limits provided by Contractor and available or applicable to this
agreement are intended to apply to the full extent of the policies. Nothing contained in this
Agreement or any other agreement relating to the City or its operations limits the application
of such insurance coverage.
4. None of the coverages required herein will be in compliance with these requirements if they
include any limiting endorsement of any kind that has not been first submitted to City and
approved of in writing.
5. No liability policy shall contain any provision or definition that would serve to eliminate so-
called "third party action over" claims, including any exclusion for bodily injury to an
employee of the insured or of any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification and additional
requirements by the City, as the need arises. Consultant shall not make any reductions in
scope of coverage (e.g. elimination of contractual liability or reduction of discovery period)
that may' affect City's protection without City's prior written consent.
7. Proof of compliance with these insurance requirements, consisting of certificates of insurance
evidencing all of the coverages required and an additional insured endorsement to
Consultant's general liability policy, shall be delivered to City at or prior to the execution of
this Agreement. In the event such proof of any insurance is not delivered as required, or in
the event such insurance is canceled at any time and no replacement coverage is provided,
City has the right, but not the duty, to obtain any insurance it deems necessary to protect its
interests under this or any other agreement and to pay the premium. Any premium so paid by
City shall be charged to and promptly paid by Consultant or deducted from sums due
Consultant, at City option.
8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any
cancellation of coverage. Consultant agrees to require its insurer to modify such certificates
to delete any exculpatory wording stating that failure of the insurer to mail written notice of
cancellation imposes no obligation, or that any party .will "endeavor" (as opposed to being
required) to comply with the requirements of the certificate.
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9. It is acknowledged by the parties of this agreement that all insurance coverage required to be
provided by Consultant or any subcontractor. is intended to apply first and on a primary,
noncontributing basis in relation to any other insurance or self insurance available to City.
10. Consultant agrees to ensure that subcontractors, and any other party involved with the project
who is brought onto or involved in the project by Consultant, provide the same minimum
insurance coverage required of Consultant. Consultant agrees to monitor and review all such
coverage and assumes all responsibility for ensuring that such coverage is provided in
conformity with the requirements of this section. Consultant agrees that upon request, all
agreements with subcontractors and others engaged in the project will be submitted to City
for review.
11. Consultant agrees not to self- insure or to use any self - insured retentions or deductibles on any
portion of the insurance required herein and further agrees that it will not allow any
contractor, subcontractor, Architect, Engineer or other entity or person in any way involved
in the performance of work on the project contemplated by this agreement to self- insure its
obligations to City. If Consultant's existing coverage includes a deductible or self - insured
retention, the. deductible or self- insured retention must be declared to the City. At that time
the City shall review options with the Consultant, which may include reduction or elimination
of the deductible or self- insured retention, substitution of other coverage, or other solutions.
12. The City reserves the right at any time during the term of the contract to change the amounts
and types of insurance required by giving the Consultant ninety (90) days advance written
notice of such change. If such change results in substantial additional cost to the Consultant,
the City will negotiate additional compensation proportional to the increased benefit to City.
13. For purposes of applying insurance coverage only, this Agreement will be deemed to have
been executed immediately upon any party hereto taking any steps that can be deemed to be
in furtherance of or towards performance of this Agreement.
14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to
inform Consultant of non - compliance with any insurance requirement in no way imposes any
additional obligations on City nor does it waive any rights hereunder in this or any other
regard.
15. Consultant will renew the required coverage annually as long as City, or its employees or
agents face an exposure from operations of any type pursuant to this agreement. This
obligation applies whether or not the agreement is canceled or terminated for any reason.
Termination of this obligation is not effective until City executes a written statement to that
effect.
16. Consultant shall provide proof that policies of insurance required herein expiring during the
term of this Agreement have been renewed or replaced with other policies providing at least
the same coverage. Proof that such coverage has been ordered shall be submitted prior to
expiration. A coverage binder or letter from Consultant's insurance agent to this effect is
acceptable. A certificate of insurance and /or additional insured endorsement as required in
these specifications applicable to the renewing or new coverage must be provided to City
within five days of the expiration of the coverages.
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17. The provisions of any workers' compensation or similar act will not limit the obligations of
Consultant under this agreement. Consultant expressly agrees not to use any statutory
immunity defenses under such laws with respect to City, its employees, officials and agents.
18. Requirements of specific coverage features or limits contained in this section are not intended
as limitations on coverage, limits or other requirements nor as a waiver of any coverage
normally provided by any given policy. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue, and is not intended by any party
or insured to be limiting or all- inclusive.
19. These insurance requirements are intended to be separate and distinct from any other
provision in this agreement and are intended by the parties here to be interpreted as such.
20. The requirements in this Section supersede all other sections and provisions of this
Agreement to the extent that any other section or provision conflicts with or impairs the
provisions of this Section.
21. Consultant agrees to be responsible for ensuring that no contract used by any party involved
M any way with the project reserves the right to charge City or Consultant for the cost of
additional insurance coverage required by this agreement. Any such provisions are to be
deleted with reference to City. It is not the intent of City to reimburse any third party for the
cost of complying with these requirements. There shall be no recourse against City for
payment of premiums or.other amounts with respect thereto.
22. 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.
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CERTIFICATE OF CONSULTANT
I HEREBY CERTIFY that I am the
authorized representative of the firm of
whose address is
neither I nor the above firm I here represent has:
, and a duly
and that
a) Employed or retained for a commission, percentage, brokerage, contingent
fee, or other consideration, any firm or person (other than a bona fide
employee working solely for me or the above consultant) to solicit to
secure this Agreement.
b) Agreed, as an express or implied condition for obtaining
this contract, to employ or retain the services of any firm or
person in connection with carrying out the Agreement; or
C) Paid, or agreed to pay, to any firm, organization or person (other than a
bona fide employee working solely for me or the above consultant) any
fee, contribution, donation, or consideration of any kind for, or in
connection with, procuring or carrying out the Agreement;
Except as here expressly stated (if any);
I acknowledge that this certificate is subject to applicable State and Federal laws, both
criminal and civil.
Date Signature
agr \Consult.
14
8438010 80078/0012 (Insurance updated 063006) JH- S:05 -g
EXHIBIT "A"
SCOPE OF WORK
(Amended 6- 27 -06)
A. General Municipal Engineering Services
It is acknowledged that there is Engineering Department personnel that will perform as much of
the general municipal engineering services as possible and that the work Consultant will perform
is work that cannot be performed by existing personnel due to staffing limitations and available
resources. Service covered under this section excludes work covered under Paragraph C of this
Exhibit and is for service not reimbursed by private development and applicants under the City's
cost recovery program. Tasks to be performed may include:
1. When directed, attend City Council, Planning Commission, and other formal public
meetings.
2. When directed, attend staff level meetings with the City staff, other public agency staff,
public officials, community leaders and the general public.
3. When directed, recommend regulations and ordinances pertaining to Public Works and
Engineering Department matters.
4. When directed, assist in the oversight and coordination with other public agencies such
as: Caltrans for federal and state transportation funded projects frorn the standpoint of
meeting State requirements; or Sonoma County for CDBG funding for meeting State and
Federal requirements.
5. When directed, provide technical consultation to City personnel for general engineering
questions.
6. Upon City's request, provide consultation to the City on engineering and construction
grants available from other governmental agencies and when so directed prepare and
initiate application for such funding.
7. Other work, as directed.
B. General City Planning Services
It is acknowledged that there is Planning Department personnel that will perform as much of the
general city planning services as possible and that the work Consultant will perform is work that
cannot be performed by existing personnel due to staffing limitations and available resources.
Service covered under this section excludes work covered under Paragraph C of this Exhibit and
is for service not reimbursed by private development and applicants under the City's cost
recovery program. Tasks to be performed may include:
I . When directed, attend City Council, Planning Commission, and other formal public
meetings.
2. When directed, attend staff level meetings with the City staff, other public agency staff,
public officials, community leaders and the general public.
3. When directed, recommend regulations and ordinances pertaining to Planning
Department matters.
EXHIBIT "A"
cont.
4. When directed, provide consultation to City personnel for general city planning
questions.
5. Other work, as directed.
C. Development Review
Service covered under this section is for service that is reimbursed by private development and
applicants under the City's cost recovery program. Tasks to be performed shall be specifically
requested by City before any work is initiated and may include:
1. Perform plan review and checking of land divisions and site development, including
providing the appropriate certification of the Map by a pre -1982 registered Civil Engineer
or; post -1982 registered Civil Engineer and registered Land Surveyor.
2. Review tentative maps and other submittals for land divisions for proposed development
and make recommendations as to engineering and /or planning and environmental
matters.
3. Review Specific Plans and, when directed, provide technical assistance in the processing
of all documents pertaining to the Specific Plan Areas, as well as the subsequent
implementation of the Specific Plans (e.g. Environmental Impact Reports, Development
Area Plans, Tentative and Subdivision Maps).
4. Provide assistance in the processing of annexations.
5. When directed, prepare staff reports and other documentation for development projects
being reviewed.
6. Other work, as directed.
D. Capital Projects and Studies
As specifically authorized by separate Task Order, Consultant may perform the following
services:
1. Engineering studies for City's facilities.
2. Technical support and project management pertaining to City's programs such as Storm
Water NPDES Phase I1, Capital Improvement Program and the Public Facilities Finance
Plan Program.
3. Prepare plans and specifications for City projects.
4. Provide design survey, construction survey; real property engineering; and construction
management and observation for City projects.
5. Environmental review and permitting.
6. Other work, as directed.
2
.•�
C n r, i n r_ x ..
FEE SCHEDULE - CENTRAL CALIFORNIA
(Effective March 2006)
Hourly Rates(,)
Principal
Associate Engineer
Senior Project Engineer
Project Engineer
Staff Engineer
Associate Scientist
Senior Project Scientist
Project Scientist
3- Person Survey Crew
2- Person Survey Crew
1- Person Survey Crew
Construction Manager
Construction Inspector
Staff Technician
Designer
CADD
Word Processor & Clerical Support
$ 180-245
160-210
115- 170
90- 120
65-90
150- 185
110- 150
80-120
240-300
160-215
80- 130
110- 160
85- 110
60-115
75-125
75- 115
35-85
Employee time will be billed in accordance with the fees listed above. These rates are subject to
change on an annual basis. For other than professional employees, time spent over 8 hours per day,
time spent on swing shifts, and time spent on Saturdays will be charged at 1.5 times the hourly billing
rate. Work on Sundays will be charged at 2.0 times the hourly billing rate and holiday work will be
charged at 2.5 times the hourly billing rate. All field personnel charges are portal to portal.
Professional employees will not be charged out at premium charge rates for overtime work.
Expenses and other similar project related costs are billed out at cost plus 15 %. The cost of using
equipment and specialized supplies is billed on the basis of employee hours dedicated to projects. Our
rates are:
A. Office consumables $6.00 /hr
B. Environmental Department, Survey and Inspector consumables $11.00 /hr
C. Environmental, Construction and Land Surveying equipment Various at market
Payment for work and expenses is due and payable upon receipt of our invoice. Amounts unpaid thirty
(30) days after the issue date of our invoice shall be assessed a service charge of one and one half
(1.5) percent per month.
�•� These rates do not apply to forensic - related services, or to work for which Prevailing Wage obligations exist. It is
the responsibility of the client to notify Winzler & Kelly in writing if Prevailing Wage obligations are applicable, in
which case the fees will be adjusted proportionate to the increase in labor cost.
Central CA Fee Schedule March 2006