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2014/01/28 City Council Resolution 2014-004RESOLUTION NO. 2014-004 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF ROHNERT PARK AUTHORIZING AND APPROVING A DESIGN PROFESSIONAL SERVICES AGREEMENT FOR THE ROHNERT PARK EXPRESSWAY OVERLAY PROJECT NO. 2013 -01 WITH COASTLAND CIVIL ENGINEERING, INC. FOR DESIGN ENGINEERING SERVICES WHEREAS, on November 6, 2013, staff issued a Request For Proposals ( "RFP ") for the Rohnert Park Expressway Overlay Project No. 2013 -01 ( "Project ") to identify a qualified consultant that can assist the City with the design of the Project; WHEREAS, the City of Rohnert Park Municipal Code Title 3 Chapter 3.04 provides that the city's purchasing functions shall be governed by the city's purchasing policy; and WHEREAS, consistent with City of Rohnert Park Purchasing Policy Section 3.6.6(D), the City prepared a Request For Proposals and received three proposals on December 3, 2013; and WHEREAS, the City project team chose Coastland Civil Engineering, Inc. for an award of contract due to their (1) quality of team and ability to staff the Project, (2) experience and expertise in this particular type of work, and (3) understanding of the Project as demonstrated in the selection process. NOW, THEREFORE BE IT RESOLVED that the City Council of the City of Rohnert Park authorizes and approves a design professional services agreement by and between Coastland Civil Engineering, Inc., a California corporation, and the City of Rohnert Park, a municipal corporation, for design related services for the Rohnert Park Expressway Overlay Project No. 2013 -01, for a not -to- exceed cost of $119,389. BE IT FURTHER RESOLVED that the City Manager is hereby authorized and directed to execute this agreement for and on behalf of the City of Rohnert Park in substantially similar form as shown in Exhibit A, subject to minor modification by the City Manager or City Attorney. DULiI SRILAB Aa 19 Gx .B.YP oitSSSP ATTEST:x=,w::La= 9)knne Buergler, "City Clak Attachment — Exhibit A Y ADOPTED this 28`x' day of January, 2014 CTTY OF R""NERT PARK Jose T. Cal man, Mayor BELFORTE: INIG- MACKENZIE: IA40 STAFFORD: j'— AHANOTU: \ LG CALLWAN: [\`lt:, AYES: (5 ) NOES: (a ) ABSENT: (0 ) ABSTAIN: ( 0 ) rrcn 11r_� City of Rohnert Park 130 Avram Ave. Rohnert Park, CA 94928 DESIGN PROFESSIONAL SERVICES AGREEMENT RE: ROHNERT PARK EXPRESSWAY REHABILITATION THIS AGREEMENT is entered into as of the day of , 2014, by and between the CITY OF ROHNERT PARK ( "City "), a California municipal corporation, and COASTLAND CIVIL ENGINEERING, INC., ( "Design Professional "), a California corporation. Recitals WHEREAS, City desires to obtain design professional services in connection with Rohnert Park Expressway Rehabilitation ( "Project "); and WHEREAS, Design Professional hereby represents to the City that Design Professional is skilled and able to provide such services described in Section I of this Agreement; and WHEREAS, City desires to retain Design Professional pursuant to this Agreement to provide the services described in Section 1 of this Agreement. Agreement NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Scope of Services. Subject to such policy direction and approvals as the City may determine from time to time, Design Professional shall perform the services set out in the "Scope of Work and Schedule of Performance" attached hereto as Exhibit A. 2. Time of Performance. The services of Design Professional are to commence upon receipt of a written notice to proceed from City, but in no event prior to receiving a fully executed agreement from City and obtaining and delivering the required insurance coverage, and satisfactory evidence thereof, to City. The services of Design Professional are to be completed on the City's approval of the plans. Design Professional shall perform its services in accordance with the schedule set out in the "Scope of Work and Schedule of Performance" attached hereto as Exhibit A. Any changes to the dates in this Section or Exhibit A must be approved in writing by the City. 3. Compensation and Method of Payment. A. Compensation. The compensation to be paid to Design Professional, including both payment for professional services and reimbursable expenses, shall be at the rate and schedules attached hereto as Exhibit B. I Iowever, in no event shall the amount City pays Design Professional exceed One Hundred Nineteen Thousand Three Hundred Ninety -eight Dollars and zero cents ($119,398.00). Payment by City under this Agreement shall not be -- Revised: 1/10/11 deemed a waiver of unsatisfactory work, even if such defects were known to the City at the time of payment. B. Timing of Payment, (1) Design Professional shall submit itemized monthly invoices for work performed. City shall make payment, in full, within thirty (30) days after approval of the invoice by City. (2) Payments due and payable to Design Professional for current services must be 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 Design Professional 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. C. Changes in Compensation. Design Professional will not undertake any work that will incur costs in excess of the amount set forth in Section 3(A) without prior written amendment to this Agreement. D. Standard of Quality. City relies upon the professional ability of Design Professional as a material inducement to entering into this Agreement. All work performed by Design Professional under this Agreement shall be in accordance with all applicable legal requirements and shall meet the standard of quality ordinarily to be expected of competent professionals in Design Professional's field of expertise. E. Taxes. Design Professional shall pay all taxes, assessments and premiums under the federal Social Security Act, any applicable unemployment insurance contributions, Workers Compensation insurance premiums, sales taxes, use taxes, personal property taxes, or other taxes or assessments now or hereafter in effect and payable by reason of or in connection with the services to be performed by Design Professional. F. No Overtime or Premium Pay. Design Professional shall receive no premium or enhanced pay for work normally understood as overtime, i.e., hours that exceed forty (40) hours per work week, or work performed during non - standard business hours, such as in the evenings or on weekends, unless specifically required by the applicable task order and authorized by City in writing. Design Professional shall not receive a premium or enhanced pay for work performed on a recognized holiday. Design Professional shall not receive paid time off for days not worked, whether it be in the form of sick leave, administrative leave, or for any other form of absence. G. Litigation Support. Design Professional agrees to testify at City's request if litigation is brought against City in connection with Design Professional's report. Unless the action is brought by Design Professional or is based upon Design Professional's negligence, City will compensate Design Professional for the preparation and the testimony at Design -2- 1126651x3 80078/0012 Revised: 1 /10 /11 Professional's standard hourly rates, if requested by City and not part of the litigation brought by City against Design Professional. 4. Amendment to Scope of Work. City shall have the right to amend the Scope of Work within the Agreement by written notification to the Design Professional. 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 Design Professional 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. 5. Duties of City. City shall provide all information requested by Design Professional that is reasonably necessary to performing the Scope of Work. City retains all rights of approval and discretion with respect to the projects and undertakings contemplated by this Agreement. 6. Ownership of Documents. A. The plans, specifications, estimates, programs, reports, models, and other material prepared by or on behalf of Design Professional under this Agreement including all drafts and working documents, and including electronic and paper forms (collectively the "Documents "), shall be and remain the property of the City, whether the Services are completed or not. Design Professional shall deliver all Documents to City, upon request at (1) the completion of the Services, (2) the date of termination of this Agreement for any reason, or (3) request by City in writing, or (4) payment of all monies due to Design Professional. B. The Documents may be used by City and its officers, elected officials, employees, agents, and volunteers, and assigns, in whole or in part, or in modified form, for all purposes City may deem advisable without further employment of or payment of any compensation to Design Professional. If City desires to modify Documents before using them, City shall obtain written consent from Design Professional for any such modification, and such consent shall not unreasonably be withheld. If City modifies Documents without obtaining written consent from Design Professional, Design Professional shall not be liable to City for any damages resulting from use of such modified Documents, provided that the Design Professional was not a proximate cause of such damages. C. Design Professional retains the copyright in and to the intellectual property depicted in the Documents subject to Design Professional's limitations and City's rights and licenses set forth in this Agreement. City's ownership interest in the Documents includes the following single, exclusive license from Design Professional: Design Professional, for itself, its employees, heirs, successors and assigns, hereby grants (and if any subsequent grant is necessary, agrees to grant) to City an irrevocable, perpetual, royalty -free, fully paid, sole and exclusive license and right to use and exercise any and all of the copyrights or other intellectual property rights that Design Professional may author or create, alone or jointly with others, in or with respect to the Documents, including without limitation all analysis, reports, designs and graphic representations. City's license shall include the right to sublicense, shall be for all purposes with respect to each right of copyright, and shall be without restriction. -3- 1126651 v3 80078/0012 Revised: 1/10/11 D. Design Professional shall include in all subcontracts and agreements with respect to the Services that Design Professional negotiates, language which is consistent with this Section 6. E. All reports, information, data, and exhibits prepared or assembled by Design Professional in connection with the performance of its Services pursuant to this Agreement are confidential until released by the City to the public, and the Design Professional shall not make any of these documents or information available to any individual or organization not employed by the Design Professional or the City without the written consent of the City before any such release. This provision shall not apply to information that (1) is already in the public domain, (2) was previously known by Design Professional, (3) Design Professional is required to provide by law, or (4) reasonably required by Design Professional to conduct its defense in a legal or similar proceeding, so long as Design Professional notifies City in writing before use of such information. 7. Employment of Other Design Professionals Specialists or Experts. A. Design Professional will not employ or otherwise incur an obligation to pay other consultants, specialists or experts for services in connection with this Agreement without the prior written approval of the City. Any consultants, specialists or experts approved by City are listed in Exhibit D. B. Design Professional represents that it has, or will secure at its own expense, all personnel required in performing the Services. All of the Services required hereunder will be performed by the Design Professional or under Design Professional's supervision, and all personnel engaged in the work shall be qualified to perform such services. C. Design Professional shall make every reasonable effort to maintain stability and continuity of Design Professional's Key Personnel assigned to perform the Services. Key Personnel for this contract are listed in Exhibit D. D. Design Professional shall provide City with a minimum twenty (20) days prior written notice of any changes in Design Professional's Key Personnel, provided that Design Professional receives such notice, and shall not replace any Key Personnel with anyone to whom the City has a reasonable objection. E. Design Professional plans to retain the subconsultants listed in Exhibit D, who will provide services as indicated in Exhibit D. F. Design Professional will not utilize subconsultants other than those listed in Exhibit D without advance written notice to the City. Design Professional will not utilize a subconsultant to whom the City has a reasonable objection. Subconsultants providing professional services will provide professional liability insurance as required in Exhibit C unless the City waives this requirement, in writing. 0 11266510 80078 /0012 Revised: 1/10/11 8. Conflict of Interest. A. Design Professional understands that its professional responsibility is solely to City. Design Professional warrants that it presently has no interest, and will not acquire any direct or indirect interest, that would conflict with its performance of this Agreement. Design Professional shall not knowingly, and shall take reasonable steps to ensure that it does not, employ a person having such an interest in the performance of this Agreement. if Design Professional discovers that it has employed a person with a direct or indirect interest that would conflict with its performance of this Agreement, Design Professional shall promptly disclose the relationship to the City and take such action as the City may direct to remedy the conflict. B. Design Professional (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 Design Professional's Services hereunder. Design Professional 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. C. Design Professional is not a designated employee within the meaning of the Political Reform Act because Design Professional: (1) Will conduct research and arrive at conclusions with respect to his /her rendition of information, advice, recommendation or counsel independent of the control and direction of the City or of any City official other than normal contract monitoring; and (2) Possesses no authority with respect to any City decision beyond the rendition of information, advice, recommendation or counsel (FPPC Reg. 18700(a)(2)). 9. Interest of Members and Employees of City. No member of the City and no other officer, elected official, employee, agent or volunteer of the City who exercises any functions or responsibilities in connection with the carrying out of any project to which this Agreement pertains, shall have any personal interest, direct or indirect, in this Agreement, nor shall any such person participate in any decision relating to this Agreement which affects its personal interests or the interest of any corporation, partnership or association in which he /she is directly or indirectly interested. 10. Liability of Members and Employees of City. No member of the City and no other officer, elected official, employee, agent or volunteer of the City shall be personally liable to Design Professional or otherwise in the event of any default or breach of the City, or for any amount which may become due to Design Professional or any successor in interest, or for any obligations directly or indirectly incurred under the terms of this Agreement. 11. Indemnity. To the fullest extent permitted by law (including, without limitation, California Civil Code Sections 2782 and 2782.8), Design Professional shall defend (with legal counsel reasonably -5- 1126651x3 80078/0012 Revised: 1/10/11 acceptable to City), indemnify, and hold harmless City and its officers, elected officials, employees, agents, and volunteers (collectively "Indemnitees ") from and against any and all claims, loss, cost, damage, injury (including, without limitation, injury to or death of an employee of Design Professional or its subconsultants), expense and liability of every kind, nature and description (including, without limitation, fines, penalties, incidental and consequential damages, reasonable court costs and reasonable attorneys' fees, litigation expenses and fees of expert consultants or expert witnesses incurred in connection therewith, and costs of investigation), that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of Design Professional, any subconsultant, anyone directly or indirectly employed by them, or anyone that they control (collectively "Liabilities "). Such negligence, recklessness, or willful misconduct includes without limitation the failure of Design Professional to disclose information known by Design Professional to be material to performing the Services. Such obligations to defend, hold harmless and indemnify any Indemnitee shall not apply to the extent that such Liabilities are caused by the negligence, active negligence, or willful misconduct of such Indemnitee. Notwithstanding any provision of this Agreement to the contrary, the extent of Design Professional's obligation to defend, indemnify, and hold harmless shall be governed by the provisions of California Civil Code Section 2782.8. Irrespective of any language to the contrary in this Agreement, the parties agree that Design Professional has no duty to provide or pay for an up -front defense against unproven claims or allegations. Design Professional agrees to indemnify and thus reimburse City for those reasonable attorneys fees incurred for defense by the City but only to the extent Design Professional is determined to be negligently culpable by a court of competent jurisdiction. or pursuant to an arbitration award or as agreed upon by the Design Professional and the City in a negotiated settlement. A. Neither termination of this Agreement nor completion of the Services shall release Design Professional from its obligations under this Section 11, as long as the event giving rise to the claim, loss, cost, damage, injury, expense or liability occurred prior to the effective date of any such termination or completion. B. Design Professional agrees to obtain executed indemnity agreements with provisions identical to those set forth in this section from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Design Professional in the performance of this Agreement. If Design Professional fails to obtain such indemnity obligations from others as required, Design Professional shall be fully responsible for all obligations under this Section. City's failure to monitor compliance with this requirement imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. The obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Design Professional and shall survive the termination of this Agreement or tars section. C. Design Professional's compliance with the insurance requirements does not relieve Design Professional from the obligations described in this Section 11, which shall apply whether or not such insurance policies are applicable to a claim or damages. 12. Design Professional Not an Agent of City. Design Professional, its officers, employees and agents shall not have any power to bind or commit the City to any decision. M 1126651x3 80078 /0012 Revised: 1/10/11 13. Independent Contractor. It is understood that Design Professional, in the performance of the work and services agreed to be performed by Design Professional, shall act as and be an independent contractor as defined in Labor Code 3353 and not an agent or employee of City; and as an independent contractor, Design Professional shall obtain no rights to retirement benefits or other benefits which accrue to City's employees, and Design Professional hereby expressly waives any claim it may have to any such rights. 14. Compliance with Laws. A. General. Design Professional shall (and shall cause its agents and subcontractors), at its sole cost and expense, comply with all applicable federal, state and local laws, codes, ordinances and regulations now in force or which may hereafter be in force during the term of this agreement. Any corrections to Design Professional's reports or other Documents (as defined in Section 6) that become necessary as a result of Design Professional's failure to comply with these requirements shall be made at the Design Professional's expense. B. Updates. Should Design Professional become aware that the requirements referenced in subparagraph A above change after the date of a report or other Document is prepared, Design Professional shall be responsible for notifying City of such change in requirements. Design Professional will bring the Documents into conformance with the newly issued requirements at the written direction of City. Design Professional's costs for providing services pursuant to this paragraph shall be submitted to City as Additional Services. C. Licenses and Permits. Design Professional represents that it has the skills, expertise, licenses and permits necessary to perform the Services. Design Professional shall perform all such Services in the manner and according to the standards observed by a competent practitioner of the same profession in which Design Professional is engaged. All products of whatsoever nature which Design Professional delivers to City pursuant to this Agreement shall conform to the standards of quality normally observed by a person practicing in Design Professional's profession. Permits and /or licenses shall be obtained and maintained by Design Professional without additional compensation throughout the term of this Agreement. D. Documents Stamped. Design Professional shall have docu vents created as part of the Services to be performed under this Agreement stamped by registered professionals for the disciplines covered by Design Professional's Documents as required by Section 6735 of the Business and Professionals Code or any other applicable law or regulation. Design Professional shall not be required to stamp any documents not prepared under its direct supervision. The City will not be charged an additional fee to have such documents stamped. . E. Workers' Compensation. Design Professional certifies that it is aware of the provisions of the California Labor Code which require every employee to be insured against liability for workers' compensation or to undertake self - insurance in accordance with the provisions of that Code, and Design Professional certifies that it will comply with such provisions before commencing performance of this Agreement. F. Prevailing Wage. Design Professional and Design Professional's sub - consultants, shall, to the extent required by the California Labor Code, pay not less than the latest -7- 11266510 80078/0012 Revised: 1/10/11 prevailing wage rates to workers and professionals as determined by the Director of Industrial Relations of the State of California pursuant to California Labor Code, Part 7, Chapter 1, Article 2. Copies of the applicable wage determination are on file at City Clerk's office. This provision to comply with prevailing wage laws takes precedence over the provisions of paragraph 3.E. G. Injury and Illness Prevention Program. Design Professional certifies that it is aware of and has complied with the provisions of California Labor Code Section 6401.7, which requires every employer to adopt a written injury and illness prevention program. H. City Not Responsible. City is not responsible or liable for Design Professional's failure to comply with any and all of the requirements set forth in this Agreement. 15. Nonexclusive Agreement. Design Professional understands that this is not an exclusive Agreement and that City shall have the right to negotiate with and enter into contracts with others providing the same or similar services as those provided by Design Professional as the City desires. 16. Confidential Information. All data, documents, discussions or other information developed or received by or for Design Professional in performance of this Agreement are confidential and not to be disclosed to any person except as authorized by City, as required by law, or as otherwise allowed by this Agreement. 17. Insurance. Design Professional shall provide insurance in accordance with the requirements of Exhibit C. 18. Assignment Prohibited. Design Professional shall not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of City and any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination. 19. Termination. A. If Design Professional at any time refuses or neglects to prosecute its Services in a timely fashion or in accordance with the schedule, or is adjudicated a bankrupt, or commits any act of insolvency, or makes an assignment for the benefit of creditors without City's consent, or fails to make prompt payment to persons furnishing labor, equipment, materials or services, or fails in any respect to properly and diligently prosecute its Services, or otherwise fails to perform fully any and all of the agreements herein contained, Design Professional shall be in default. B. If Design Professional fails to cure the default within seven (7) days after written notice thereof, City may, at its sole option, take possession of any Documents or other materials (in paper and electronic form) prepared or used by Design Professional and (1) provide any such work, labor, materials or services as may be necessary to overcome the default and deduct the cost thereof from any money then due or thereafter to become due to Design Professional under this Agreement; and /or (2) terminate Design Professional's right to proceed with this Agreement. 1126651v3 80078/0012 Revised: 1/10/11 C. In the event City elects to terminate, City shall have the right to immediate possession of all Documents and work in progress prepared by Design Professional, whether located at Design Professional's place of business, or at the offices of a subconsultant, and may employ any other person or persons to finish the Services and provide the materials therefor. In case of such default termination, Design Professional shall not be entitled to receive any further - payment under this Agreement until the Services are completely finished. D. In addition to the foregoing right to terminate for default, City reserves the absolute right to terminate this Agreement without cause, upon 72- hours' written notice to Design Professional. In the event of termination without cause, Design Professional shall be entitled to payment in an amount not to exceed the Not -To- Exceed Amount which shall be calculated as follows: (1) Payment for Services then satisfactorily completed and accepted by City, plus (2) Payment for Additional Services satisfactorily completed and accepted by City, plus (3) Reimbursable Expenses actually incurred by Design Professional, as approved by City. The amount of any payment made to Design Professional prior to the date of termination of this Agreement shall be deducted from the amounts described in (1), (2) and (3) above. Design Professional shall not be entitled to any claim or lien against City for any additional compensation or damages in the event of such termination and payment. In addition, the City's right to withhold funds under Section 19.C. shall be applicable in the event of a termination for convenience. E. If this Agreement is terminated by City for default and it is later determined that the default termination was wrongful, such termination automatically shall be converted to and treated as a Termination for Convenience under this Section 19 and Design Professional shall be entitled to receive only the amounts payable under Section 19.D.. 20. Suspension. The City shall have the authority to suspend this Agreement and the services contemplated herein, wholly or in part, for such period as he /she deems necessary due to unfavorable conditions or to the failure on the part of the Design Professional to perform any provision of this Agreement. Design Professional will be paid for satisfactory Services performed through the date of temporary suspension. In the event that Design Professional's services hereunder are delayed for a period in excess of six (6) months due to causes beyond Design Professional's reasonable control, Design Professional's compensation shall be subject to renegotiation. 21. Entire Agreement and Amendment. This Agreement constitutes the complete and exclusive statement of the agreement between City and Design Professional and supersedes any previous agreements, whether verbal or written, concerning the same subject matter. This Agreement may only be. amended or extended from time to time by written agreement of the parties hereto. 22. Interpretation. This Agreement shall be interpreted as though it was 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. 23. Litigation Costs. If either party becomes involved in litigation arising out of this Agreement or the performance thereof, the court in such litigation shall award reasonable costs -9- 1126651x3 80078/0012 Revised: 1 /10 /11 and expenses, including attorneys' fees, to the prevailing party. In awarding attorneys' fees, the court will not be bound by any court fee schedule, but shall, if it is in the interest of justice to do so, award the full amount of costs, expenses, and attorneys' fees paid or incurred in good faith. 24. Time of the Essence. Time is of the essence of this Agreement. 25. Written Notification. Any notice, demand, request, consent, approval or communication that either party desires or is required to give to the other party shall be in writing and either served personally or sent by prepaid, first class mail. Any such notice, demand, etc. shall be addressed to the other party at the address set forth hereinbelow. Either party may change its address by notifying the other party of the change of address. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section. If to City: City Manager City of Rohnert Park -City Hall 130 Avram Avenue Rohnert Park, CA 94928 If to Design Professional: John Wanger Coastland Civil Engineering, Inc. 1400 Neotomas Avenue Santa Rosa, CA 95405 26. Design Professional's Books and Records. A. Design Professional shall maintain any and all 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, from the date of final payment to Design Professional. B. Design Professional shall maintain all documents and records which demonstrate performance under this Agreement for a minimum period of three (3) years, or for any longer period required by law, from the date of termination or completion of this Agreement. C. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Attorney, City Auditor, City Manager, or a designated representative of any of these officers. Copies of such documents shall be provided to City for inspection when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Design Professional's address indicated for receipt of notices in this Agreement. D. City may, by written request by any of the above -named officers, require that custody of the records be given to City and that the records and documents be maintained in the City Manager's office. Access to such records and documents shall be granted to any party -10- 1126651v3 80078/0012 Revised: 1/10/11 authorized by Design Professional, Design Professional's representatives, or Design Professional's successor -in- interest. E. Pursuant to California Government Code Section 10527, the parties to this Agreement shall be subject to the examination and audit of representative of the Auditor General of the State of California for a period of three (3) years after final payment under the Agreement. The examination and audit shall be confined to those matters connected with the performance of this Agreement including, but not limited to, the cost of administering the Agreement. 27. Equal Employment Opportunity. Design Professional is an equal opportunity employer and agrees to comply with all applicable state and federal regulations governing equal employment opportunity. Design Professional will not discriminate against any employee or applicant for employment because of race, age, sex, creed, color, sexual orientation, marital status or national origin. Design Professional will take affirmative action to ensure that applicants are treated during such employment without regard to race, age, sex, creed, color, sexual orientation, marital status or national origin. Such action shall include, but shall not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; lay -offs or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. Design Professional further agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 28. Unauthorized Aliens. Design Professional hereby promises and agrees to comply with all the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. § 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Design Professional so employ such unauthorized aliens for performance of work and /or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Design Professional hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City. 29. Section Headings. The headings of the several sections, and any table of contents appended hereto, shall be solely for convenience of reference and shall not affect the meaning, construction or effect hereof. 30. City Not Obligated to Third Parties. City shall not be obligated or liable for payment hereunder to any party other than the Design Professional. 31. Remedies Not Exclusive. No remedy herein conferred upon or reserved to City is intended to be exclusive of any other remedy or remedies, and each and every such remedy, to the extent permitted by law, shall be cumulative and in addition to any other remedy given hereunder or now or hereafter existing at law or in equity or otherwise. 32. Severability. If any one or more of the provisions contained herein shall for any reason be held to be invalid, illegal or unenforceable in any respect, then such provision or provisions shall be deemed severable from the remaining provisions hereof, and such invalidity, -11- 1126651 v3 80078/0012 Revised: 1/10/11 illegality or unenforceability shall not affect any other provision hereof, and this Agreement shall be construed as if such invalid, illegal or unenforceable provision had not been contained herein. 33. No Waiver Of Default. No delay or omission of City to exercise any right or power arising upon the occurrence of any event of default shall impair any such right or power or shall be construed to be a waiver of any such default of an acquiescence therein; and every power and remedy given by this Agreement to City shall be exercised from time to time and as often as may be deemed expedient in the sole discretion of City. 34. Successors And Assigns. All representations, covenants and warranties set forth in this Agreement, by or on behalf of, or for the benefit of any or all of the parties hereto, shall be binding upon and inure to the benefit of such party, its successors and assigns. 35. Exhibits. The following exhibits are attached to this Agreement and incorporated herein by this reference: A. Exhibit A: Scope of Work and Schedule of Performance B. Exhibit B: Compensation C. Exhibit C: Insurance Requirements to Design Professional Services Agreement D. Exhibit D: Key Personnel and Other Consultants, Specialists or Experts Employed by Design Professional E. Exhibit E: Design Consultant Requirements 36. 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. 37. News Releases /Interviews. All Design Professional and subconsultant news releases, media interviews, testimony at hearings and public comment shall be prohibited unless expressly authorized by the City. 38. Venue. In the event that suit shall be brought by either party hereunder, the parties agree that trial of such action shall be held exclusively in a state court in the County of Sonoina, California. 39. Authority. All parties to this Agreement warrant and represent that they have the power and authority to enter into this Agreement in the names, titles, and capacities herein stated and on behalf of any entities, persons, or firms represented or purported to be represented by such entity(ies), person(s), or firm(s) and that all formal requirements necessary or required by any state and /or federal law in order to enter into this Agreement have been fully complied with. Furthermore, by entering into this Agreement, Design Professional hereby warrants that it shall -12- 1126651 v3 80078/0012 Revised: 1/10/11 not have breached the terms or conditions of any other contract or agreement to which Design yoo6:nminoa| is obligated, which breach would have a material effect hereon. IN WITNESS WHEREOF, the City and Design Professional have executed this Agreement as of the date first above written. CITY 0FD08NCDTPARK COASTLAND CIVIL ENGINEERING, INC. By: 0 - Darrin Jenkins, City Manager Title: �J Date: Date: Per Resolution No. 2014� adopted by the RoNiert Pai k City Council at its meeting ofJanuary 28, 2014. IL ENGINEERING, INC. APPROVED AS TO FORM: Date: Bv:___________ City Attorney /\T7B3T: uy:_________� City Clerk \/z»m/m000nvoo|z Revised: |/l0/l| EXH1Brr A Scope of Work and Schedule of Performance -14- 1126651 v3 80078/0012 Revised: 1/10/11 rrqect Work Plan The City of Rohnert Park is proposing to overlay segments of Rohnert Park Expressway between Snyder Lane and State Farm Drive. Rohnert Park Expressway consists of two westbound lanes and two eastbound lanes in this stretch. The segments to overlay will be determined, in part, based on available funding, location of near term projects, and the desire to have a 20 year roadway life. Possible repair options should consider conventional asphalt overlay with digouts, the use of reinforcing fabrics and crack sealants, and repair of failing base and subgrade. Based on recent recommendations from the City's pavement management data, the road section may include 4 different repair methods. The repair methods are listed as slurry seal, thin and thick overlays and reconstruction. As noted in the scope of services below, this data will be used only as an aid in determining the actual repair method. In an effort to provide the City with a comprehensive Scoping Study, we propose to team with RGH Consultants who will work with us on identifying the preferred rehabilitation methods for the various road sections. They will also provide recommendations on the design of the reconstruction section with a focus on the weak subgrade. In addition, we will collaborate with them and the City on various construction methods that can be used to preserve the weak subgrade during construction. We have extensive experience working throughout Sonoma County on roadway reconstruction projects which have similar subgrade qualities and RGH has similar experience with other jurisdictions in the area. We believe together we can provide the City with a quality project that meets the City's expectations and concerns regarding the subgrade conditions. As requested, all sewer manhole grade rings and frame and covers will be replaced and pavement markings replaced. We believe the surface repairs, including overlays and seals can be designed on City base maps. This will reduce costs associated with survey efforts. For surface repairs, all pertinent information on striping, typical cross sections, conforms, sewer manhole improvements and other surface utilities will be clearly shown on the base maps. The City of Rohnert Park's Development Services Department will lead this effort. The selected consultant will be responsible for working closely with the City and other project stakeholders to ensure the construction documents are consistent with City's goals and governing standards as well as federal funding requirements. PAGE 9 K Rohnert 'ark Expressway overlay The following Work Plan is based on our assessment of project constraints. Coastland understands that clear communication and managing time wisely are keys to getting the most mileage out of available funds and our Work Plan has been prepared with that in mind. TASK 1 • MEETINGS WITH CITY f2EPRriSt'N't A1°IVES & BACKGROUND INFORMATION Immediately after the Notice to Proceed is issued by the City, Coastland will schedule a kick -off meeting with City staff to accomplish the following: Introduce key personnel and exchange contact information, Discuss project and specific goals and objectives. Refine the project schedule and discuss key milestones. Identify other stakeholders. A productive kick -off meeting will be essential in defining key roles and gaining an in -depth understanding of project needs. The meeting will establish scheduling goals and coordination efforts to ensure positive project progress. In effort to keep the City appraised of the project progress, we propose to provide the City with a monthly design status reports. Updates to the design schedule will be provided as required. We will assemble all of the available City information pertaining to the project including as -built drawings, benchmark information, utility information, base maps and any additional pertinent information for the project. As mentioned above, we will use the City Base Maps or aerial maps as our background for all paving improvements. We will also obtain pavement management data and past soil reports within the project area. This data will assist us in determining what pavement repair measures may be necessary. Coastland will analyze existing conditions through a detailed site review, observing general site conditions, taking digital photographs, noting surface conditions, and discussing potential remediation options. During our field review we will review the pavement to identify potential digout repair areas, overlay conform locations and utility manholes or boxes that will need to be adjusted to grade. Our site review with City staff will enable us to identify any unusual or special conditions that may affect the project design or construction. Additionally, we will take field measurements of the street widths and lengths and check cross slopes to supplement the aerial and base mapping information. Included in this task will be one (1) project kick -off / pre - design meeting to discuss project goals and coordination efforts and three (3) progress design review meetings. �- Rohnert Park Expressway Overlay TASK 2 -- ENVIRONMENTAL DOCUMENTATION AND PERMITTING SUPPORT Coastland will retain Jerry Haag as a subconsultant to be available to assist the Coastland team with full compliance with California Environmental Quality Act requirements. The work effort will be limited to ensuring that necessary documentation is provided to Caltrans staff, including but not limited to: • Provision for continuing access during construction activities; • Providing Caltrans with MTC memo regarding Particulate Matter 2.5 (PM 2.5); • Ensuring that Caltrans staff receives an appropriate thermoplastic striping memo; • Coordinating a memo to Caltrans staff regarding surface water quality provisions as part of the project; • Ensuring that Caltrans staff receives necessary FEMA flood plain information; • Working with City of Rohnert Park staff to ensure Caltrans received a memo limiting months of tree trimming activities so as not to disturb nesting bird. We will help confirm if any regulatory permits will be required for this project and associated timeframes. If the City should be required to obtain environmental regulatory permits for the project, we will provide a separate scope and fee for this effort for the City's consideration. Early efforts with this task will identify any key issues to allow sufficient time to resolve. Based on our review of the project, we don't anticipate the need for easements or right -of -way acquisition. All work should be within City right -of -way or easements. TASK 3 — GEGTECHNICAL STUDY Coastland will retain RGH Consultants as a subconsultant to prepare a geotechnical study. RGH will attend the project kick -off meeting with the City and will review the available geotechnical information from their files for the area and the geotechnical report provided in the RFP. Their engineer will conduct a surficial reconnaissance of the pavements to evaluate the condition of the existing asphalt including crack patterns and general wear and determine where pavement section measurements are required. During their reconnaissance, their engineer will mark exploration areas with white paint and call Underground Service Alert (USA) so that their members will mark the locations of their utilities. Their engineer will mark 6 to 8 locations in each direction (westbound and eastbound) along Rohnert Park Expressway between Snyder Lane and State Farm Drive. As required by the City, RGH will obtain an encroachment permit for drilling in the streets. They assume that the cost for the permit will be waived because the work is being done for the City. nnr.P the Inrations_ have been cleared of utilities. they will explore the subsurface conditions by drilling a boring at each location. The borings will be drilled using a truck - mounted drill rig and will extend through the pavement section and into the underlying subgrade soil. Traffic control will be provided by a subconsultant included in their scope. Their engineer or geologist will log the borings and obtain bulk and relatively undisturbed samples for visual examination, classification, and laboratory testing. Selected samples representative of the material types encountered will be laboratory tested to determine certain characteristics pertinent to their analysis. These may include classification (Atterberg Limits and grain size distribution) and R- value. The borings will be backfilled with cement - bentonite grout with fast - setting concrete placed in the upper few inches. C_ Rohnert Park Expressway Overlay I PAGE 11 Based on their analysis of the field and laboratory work, RGH will develop the following geotechnical information: 1 2 A brief description of the pavement sections encountered; and Specific conclusions and recommendations concerning: a. Primary geotechnical engineering concerns and mitigating measures, as applicable; b. Pavement section rehabilitation; and c. Supplemental geotechnical engineering services. Upon completion, RGH will present the results of their study in a written report including summaries of the field and laboratory work. After submittal of their report, they will provide limited on -call consultation during design. TASK 4 — EVALUATION OF PAVEMENT REPAIR OPTIONS Once we have compiled all the available background data, including field review findings we will meet with RGH Consultants to discuss paving repair alternatives. All possible options will be considered, including the following: , Conventional (HMAC) overlay with dig -outs , Use of pavement reinforcing fabrics and crack sealants , Locations and treatments of failed pavement sections (base repairs) , Full -width and wedge grinding requirements (based on existing cross slopes) Design alternatives will include an evaluation of the design service life. A service life of 20 years will be the goal for structural repair areas. New pavement structural sections, where appropriate, will be developed using the design methods in Caltrans Highway Design Manual. RGH will assist in designing appropriate roadway repair sections, including reconstruction sections. Recommended repair methods will be identified for the entire length of roadway. Mapping will be prepared to illustrate the approximate limits of each of the repair sections. A typical repair detail will be provided for each repair section. Construction cost estimates will be prepared for each roadway repair section. If more than one repair alternative is found to be viable for a section, an estimate will be prepared for each alternative. The alternatives and costs will be summarized in a technical memorandum. Following the evaluation of pavement repair options, we will prepare a Report / Technical Memorandum. The Report will then summarize recommendations, which at a minimum, will include the following: Description of analysis performed for the project including mapping illustrating repair cross sections and limits Recommended alternatives for pavement rehabilitation including cost comparisons Rohnert park Expressway Overlay , Recommendations for rehabilitation of any excessive pavement damage, defects, poor sub- base, and /or steep cross slopes , Preliminary construction cost estimates based on overall pavement design recommendations Under this task we propose to meet with the City and RGH to review the report and associated findings. Coastland subconsultant ECON will perform the required testing for the yellow paint striping. ECON proposes to perform five (5) samples of the yellow paint striping. The five samples should be sufficient if alignment striping has different colors or types, or installed at different times from various paving phases. After City review of the initial report, we will incorporate any review comments and provide the final technical memorandum. Our proposal does not include topographic surveying services. However, if additional survey effort is found to be necessary after completion of the Pavement Evaluation Report, we would be happy to provide the City with a scope and fee to provide such services for consideration. Based on the City's direction following the scoping study report meeting, we will proceed with designing and preparing PS &E documents for the preferred alternative. TASK 5 --- COORDINATION WITH UTILITY COMPANIES AND REGIONAL BOARD We propose to coordinate with outside utility companies to ensure that all existing facilities, both underground and overhead, are identified accurately during the design phase. This task will include writing letters to PG &E, AT &T and Comcast informing them of the project and requesting their facility drawings. Under this task we will prepare submittal packages to each of the utility companies so they can verify the accuracy of their facilities and the need for relocation. We will also coordinate our efforts with the Regional Water Quality Control Board to find if the area of work is within a contaminated zone. We will provide the City with the Board's findings. If the Board finds that the site has a potential to be contaminated, we will review the results with the City. Due to the minor underground work associated with this project (reconstruction and sewer manhole work), it is unlikely contaminated soil will require additional effort. If additional effort is found to be necessary we would be happy to provide the City with a scope and fee to provide such services for consideration. TASK 6 — 70% SUBMITTAL Following obtaining City aerial mapping or base maps, evaluation of pavement repair options, and utility coordination we will begin preparing the 70% submittal. We will focus our efforts on roadway sections requiring surface treatments such as overlays and slurry seals. As mentioned, this design will be illustrated on City base maps or aerial maps, which are assumed to be available in Auto CAD format. l"~=°` Rohnert Park Expressway Overlay I PAGE 13 The base maps will be developed into design drawings which will clearly illustrate limits of pavement repair, type of repair, striping, bicycle signage, location of detectable warning surfaces, sewer manhole riser replacements, utilities to be raised to grade, curb replacement areas and other items necessary for pavement repair, Under this task we will also coordinate with RGH on possible construction methods to allow reconstruction of the roadway while not impacting the subgrade. With our combined experience in repairing roads with weak subgrade materials, we believe we can provide the City with a specification that will mitigate concerns and issues during construction. We will also work with the City under this task to confirm all necessary funding requirements are provided in the specifications. The submittal will conform to all necessary funding requirements. The submittal will include outline specifications, 3 sets of preliminary plans and a preliminary estimate of probable construction costs. TASK 7 - -- 90% SUBMITTAL AL We propose to meet with the City to review the 70% design comments. Following this review we will prepare the 90% submittal. The project design will essentially be complete for this submittal. All comments from the 70% submittal review will be addressed. We will also address all relevant items in the City's Exhibit E "Design Consultant Requirements ". Testing within the specifications will follow the City's Quality Assurance Plan. We will include a discussion of items which may jeopardize funding for the project Coastland's Construction Management Department will perform a constructability review of the contract documents. Through this review, we will help minimize claims and potential change orders. Included in the submittal will be 3 sets of plans, 2 copies of the specifications and 2 copies of the engineer's estimate. TASK 0 — FINAL. SUBMITTAL Following the 90% review meeting with the City, we will prepare final bid documents, including stamped and signed mylar drawings and camera ready technical specifications with a stamped and signed cover. An electronic copy of the drawings and specifications will also be provided. Rohnert hark Expressway Overlay � PAGE 14 TASK 9 ­ BID, CONTRACT AND CONSTRUCTION ASSISTANCE Coastland will assist the City in advertising the project for construction bids. This will include: Staff report - we will assist the City in preparing the staff report at least 45 days prior to bid opening. (Exhibit E: 14) Bidding Support - we will prepare a notice to bid and submit it 30 days prior to bid opening. We will answer any questions that may arise during the bidding phase. We will make copies of and distribution the bidding documents, plans and specifications. We will collect payment for the plans and specifications to offset their cost. (Exhibit E: 15 & 16) Pre -bid Meeting — we will organize and attend one pre -bid meeting to assist the City with clarifications. (Exhibit E: 17) Addenda - we will prepare and distribute any necessary addenda (up to 2) to planholders. We will use the City's addenda form provided on the City's website. (Exhibit E: 18) Bid Review — we will review the bids for conformance with all requirements and assess responsiveness. We will determine the lowest responsive bidder, prepare a bid tabulation based on the bids received and prepare a staff report recommending award or rejection of bids (Exhibit E: 21) Conform Sets and Electronic Files — addenda will be incorporated into conformed set of plans and specifications. (Exhibit E: 19 & 20) Submittals, RFI's — we will review and respond to RFI's and submittals. Responses will be documented. (Exhibit E: 22, 23 & 24) Record Drawings - we will work closely with the Construction Management team to prepare record drawings. (Exhibit E: 24) Other work outlined in Exhibit E "Design Consultant Requirements ". Exceptions to Scope of Services The following work is not included in our proposal. However, Coastland would be pleased to provide these services if the City desires: • Right -of -way determination or preparation of associated documents. • Public participation effort. • Meetings beyond those noted above. • Environmental assistance beyond that noted above • Council presentations or other staff presentations. 1_0t Rohnert Park Expressway Overlay 1 PAGE 15) F)mject S After considering our specific approach to this project, we have provided a proposed schedule and will work closely with the City to meet your scheduling goals. The schedule below provides a framework for completion of project tasks and reflects a realistic approach to completing this project. If desired, this schedule can be modified with a corresponding change to the Work Plan. Given our familiarity with similar projects and our current availability of staff, Coastland is committed to allocating an appropriate level of staff to accommodate the City's scheduling goals of this project, allowing time for completion of the 70% design by April 1, 2014 and final design by late June 2014, well in advance of the City's goal of October 3, 2014. This completion date assumes a notice to proceed occurring mid to late December, 2013. Coastland has delivered on many more aggressive schedules for the City and is confident in our abilities to meet the City's schedule on this project. Coastland will provide the City with bi- monthly schedule updates. Our proposed schedule accommodates a City review period of two (2) weeks for the rehabilitation options (pre - design) report and 70% and 90% submittals. If the City desires to expedite the above schedule, a shorter review period could be proposed. Task Task Description Weeks December January February March April May June NTP Notieeto Proceed 12!192013' 1 M eelings with City 4 meetings ` a'�p ' 1 Background Info 2weeks 2 Enviro nmental Support ongoing 3 cal S Geotechnical5tudy 4weeks 4 Draft Evaluation Repair Options 4weeks _ - Cilyftevlew 2weeks —•-- __._..�___ —.� 4 Final EvalualionofRopair Options 2vveeks - CityReviow lwoek 5 Utility Coordination 2weeks 6 70 %Submittal 4 weeks - CilyRevlew 2weeks 7 90 %Subrniltal 5wooks - CltyRevlew 2weeks a Final submittal 3 weeks . eld,Contract &Construction Assistance As needed Rnhnert Park Expressway Overlay ji PAGE 16 EXHIBIT B Compensation -23- 11266510 80078/0012 Revised: 10 /08/10 Rohnert Park Expressway Overlay "ViCeS III-ores . siolull Enghleering sel-vices o e'. 7$75Z�14U City of Roluw�tt 7Park Rolinert Iailk ENI)m% Overlay Task # Task Description Principal Engineer erv, Assist CAD onsar rol"I Hours total 0, Co t 't Sokonsultant sukonsultant 177 $160 $120 $110 1 I Meetings with City Representatives Kick Off Meeting (1) 3 3 $480 Progress �e—e I i —n gs- (3) 6 6 12 $1.680 Background Mapping 4 fi 12 22 80 Coordinate with City 2 4 8 14 $1,954 --iFO—d RV—w—ie—w &—m—ca—sure—Mcut s —10 $3,680 Photo Log 2 2 4 $390 Subtotal 83 $10,864 2 UnNirojunental Suj•t Documentation & Permitting Requirements Coordination with subconsultom T 2 4 6 $800 Jerry Haag Subtotal 6 $2,525 3 GeoWlinical Study (Geotec nical Study U $16,477 RGI I Coordination —Wthsubconsultanl 2 8 10 1 Subtotal 10 $17,757 4 Evaluation ofPavenbent Repair Options Yellow .Striping Lead'resting 0 $1,035 ECON Coordination writh subconsultam Prepare design options Develop typical sections /delineate limits Develop Estimates 2 8 6 2 12 12 4 4 2 4 24 24 $560 $3,160 $3,120 _._----.---.._- —'U—raft Design —Reportrrechnicai memo. Final Design Report ff echnical Memo. 2 1 4 8 6 2 TT is 11 114 —�17,720 Subtotal 06 - 5 Coor(juation with Wities and Regional Board Coordination with Utilities and Board 4 6 12 22 $2,680 Subtotal 22 $2,68 1) 6 70% Submittal Improvement Plans Preliminary CoM Estimate 16 2 32 6 48 6 2 96 16 $11,680 $1,980 QC Review 6 4 10 $1,622 Subtotal 122 $15,282 7 90% Suhmnittal Improvement Plan Revisions Specifications 12 20 24 32 32 68 52 $8,320 $7,040 --cost —Estimate QC Review Subtotal 4 2 6 6 6 14 10 144 $t,700 $1,548 $18,608 8 Plan] Submittal 6 32 _24 74 $9.394 9 Subtotal 9 Bid, Contract& Construction Assistance Plan Distribution, Questions 6 12 24 42 $4,200 Pr,-Bid Mect ing and addenda 12 12 6 30 $4.020 Bid Review & Tabulation & Staff Report 2 6 8 2 2 20 $2,774 Submittals and RFFs 2 12 24 12 50 $6,834 ---------- Record Drawings 4 8 24 36 $4.240 Subtotal 1 178 $22,068 1 Miscellaneous Costs s2t500 st mi age, pho los, rep, Rohnert Park Expressway Overlay July 01, 2013 through June 30, 2014 PROFESSIONAL SERVICES Principal Engineer Supervising Engineer Senior Engineer Associate Engineer Assistant Engineer Junior Engineer Principal Designer Engineering Assistant Senior Engineering Technician Engineering Technician Engineering Aide Resident Engineer Construction Manager Construction Inspector* Construction Administrator Building Official Building Plan Check Engineer Plans Examiner Building Inspector Building Technician CLERICAL VEHICLE MILEAGE OUTSIDE SERVICES MATERIALS $170 -185 /hour $145- 165 /hour $125- 145 /hour $110 -125 /hour $90 -110 /hour $85- 100 /hour $130 - 140 /hour $100 -130 /hour $110 -125 /hour $95- 110 /hour $80 -90 /hour $135- 160 /hour $130 -145 /hour $105 -120 /hour $70 -80 /hour $135 - 155 /hour $135 -155 /hour $95- 125 /hour $90- 105 /hour $70 -80 /hour $70 -80 /hour $12 -15 /hour $0.65 /mile ** Cost + 15% Cost + 15% • Computer time is included in the hourly rates used above. Consultation in connection ... ith litinantinn and rniirt nnnonrnnn Q Will ho niintari QPnnrataly • Additional billing classifications may be added to the above listing during the year as new positions are created. * Includes services subject to prevailing wage rates. Mileage rates are subject to change based on fuel cost increases F7ohnert Park Expressway overly 11 EXHIBIT C Insurance Requirements to Agreement For Design Professional Services Re: Updating and Expanding an Ordinance for Water and Reclaimed Water Use Design Professional shall, at all times it is performing services under this Agreement, provide and maintain insurance in the following types and with limits in conformance with the requirements set forth below. Design Professional will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Design Professional agrees to amend, supplement or endorse the existing coverage to do so. Design Professional 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 Design Professional in excess of the limits and coverage required in this agreement and that is applicable to a given loss will be available to City. 1. Commercial General Liability Insurance, occurrence form, using Insurance Services Office ( "ISO ") "Commercial General Liability" policy form CG 00 01 or an approved 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 shall be less than $2,000,000 (Two Million Dollars) each occurrence; 2. Business Auto Coverage on ISO Business Automobile Coverage form CA 00 01 including symbol I (Any Auto) or an approved equivalent. Limits are subject to review, but in no event shall be less than $2,000,000 (Two Million Dollars) each occurrence. If Design Professional or its employees will use personal autos in any way in connection with performance of the Services, Design Professional shall provide evidence of personal auto liability coverage for each such person. 3. Workers Compensation on a state - approved policy form providing statutory benefits as required by law with employers liability insurance, with minimum limits of $1,000,000 (One Million Dollars) per occurrence. 4. 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 self - insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf of 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 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 r �.t. employees of Design Professional, subconsultants or others involved in performance of the Services. 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 (Two Million Dollars) per occurrence. 5. 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 Design Professional and "Covered Professional Services" as designated in the -26- 1126651v3 80078/0012 Revised: 1 /10 /11 policy must include the type of work performed under this Agreement. The policy limit shall be no less than $1,000,000 (One Million Dollars) per claim and in the aggregate. 6. Insurance procured pursuant to these requirements shall be written by insurers that are authorized to transact the relevant type of insurance business in the State of California and with an A.M. Bests rating of A- or better and a minimum financial size V11. 7. General conditions pertaining to provision of insurance coverage by Design Professional. Design Professional and City agree to the following with respect to insurance provided by Design Professional: A. Design Professional agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds the City, its officers, elected officials, employees, agents, and volunteers, using standard ISO endorsement No. CG 2010 with an edition prior to 1992, or an equivalent. Design Professional also agrees to require all contractors, and subcontractors to do likewise. B. No liability insurance coverage provided to comply with this Agreement, except the Business Auto Coverage policy, shall prohibit Design Professional, or Design Professional's employees, or agents, from waiving the right of subrogation prior to a loss. Design Professional 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. C. All insurance coverage and limits provided by Design Professional 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. D. 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. E. 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. F. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises, and City shall be responsible for the cost of any additional insurance required. Design Professional 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. G. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Design Professional'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 may terminate this agreement in accordance with Section 19 of the Agreement. H. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Design Professional 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. -27- 1126651 v3 80078/0012 Revised: 1 /10 /11 L It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Design Professional 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. J. Design Professional agrees to ensure that subconsultants, and any other party involved with the Services who is brought onto or involved in the Services by Design Professional, provide the same minimum insurance coverage required of Design Professional; provided, however that only subconsultants performing professional services will be required to provide professional liability insurance. Design Professional 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. Design Professional agrees that upon request, all agreements with subcontractors and others engaged in the Services will be submitted to City for review. K. Design Professional 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, consultant or other entity or person in any way involved in the performance of work on the Services contemplated by this agreement to self - insure its obligations to City. If Design Professional'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 Design Professional, which may include reduction or elimination of the deductible or self- insured retention, substitution of other coverage, or other solutions. L. 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 Design Professional ninety (90) days advance written notice of such change. If such change results in additional cost to the Design Professional, and the City requires Design Professional to obtain the additional coverage, the City will pay Design Professional the additional cost of the insurance. M. 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. N. Design Professional acknowledges and agrees that any actual or alleged failure on the part of City to inform Design Professional 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. O. Design Professional will endeavor to renew the required coverages for a minimum of three years following completion of the Services or termination of this agreement and, if Design Professional in unable to do so, Design Professional will notify City at least thirty days prior to the cancellation or expiration of the policy or policies. P. Design Professional 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 Design Professional'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. so 11266510 80078/0012 Revised: 1 /10 /11 Q. The provisions of any workers' compensation or similar act will not limit the obligations of Design Professional under this agreement. Design Professional expressly agrees that any statutory immunity defenses under such laws do not apply with respect to City, its officers, elected officials, employees, agents, and volunteers. R. 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. S. 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. T. 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. U. Design Professional agrees to be responsible for ensuring that no contract entered into by Design Professional in connection with the Services authorizes, or purports to authorize, any third party to charge City an amount in excess of the fee set forth in the agreement on account of 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. V. Design Professional agrees to provide immediate notice to City of any claim or loss against Design Professional 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. .'3 1126651 v3 80078/0012 Revised: 1 /10 /11 EXHIBIT D Key Personnel and Other Consultants, Specialists or Experts Employed by Design Professional -30- 1126651 v3 80078 /0012 Revised: 1 /10 /11 Key . You can be confident knowing our team has the proven expertise to successfully complete this project. Our project team is extremely qualified and has extensive experience working throughout Sonoma County to help local agencies accomplish their goals. Our team is flexible, dedicated to meeting the needs of the City and will work closely with City staff to share our experience gained from similar projects. All team members shown in the below diagram are qualified and available to serve the City, and will be committed to providing efficient services to the City. Coastland will not make adjustments to the assigned personnel without prior approval from the City. PrInel p'Wrill -'ghat Design Tela ubcoIP.SuRants �►[k,Qy IM The following pages provide introductions to key team members and their recent relevant experience. For additional and more specific information on the assigned personnel, full resumes have been included in Appendix A. 1kitfl Rohnert hark Expressway Overlay I PAGE 4 Frm Heidi Utterback, PE — project Manager Ms. Heidi Utterback has over 24 years of experience designing and managing public works projects. She has proven competence and experience designing preventative maintenance and pavement rehabilitation projects. In many of these projects, she was successful in preemptively evaluating the unique project conditions to overcome design challenges. Her experience includes design of roadway overlay and reconstruction; evaluating and recommending pavement techniques; and managing sidewalk replacement and ADA programs, She is also very experienced in design of bicycle and pedestrian pathways, accessibility improvements, utility improvements, and storm drain systems. Ms. Utterback is very familiar with required regulatory agency and local jurisdiction coordination efforts. She has managed numerous projects requiring close coordination with Caltrans, RWQCB, Corps of Engineers and Fish and Wildlife to obtain necessary approvals. Ms. Utterback has also managed numerous master plans and feasibility studies including designing conceptual alignment alternatives, preparing cost estimates, coordinating right -of -way, obtaining permits and approvals, analyzing circulation and infrastructure conditions, and developing implementation strategies and design guidelines. Responsibilities: Ms. Utterback will be the Project Manager and day - to -day point -of- contact for the City. She will actively engage herself in this program to provide the most thorough and organized approach. She will coordinate and direct our support staff to ensure timely completion of tasks. Reasons for Selection: Designed and /or Managed over 30 Similar Projects Ms. Utterback has been directly responsible for managing and /or designing the improvements to more than 30 similar pavement projects for local public agencies. These projects involved a variety of pavement repair types including new and innovative technologies such as full depth reclamation and cold -in -place recycling. She has experience evaluating existing pavement and road structure conditions, preparing Rehabilitation Design Reports with recommended repair methods, followed by final design. Federal Funded Project Expertise Ms. Utterback has provided project management and /or design assistance for over 20 federally funded projects. She is very familiar with Caltrans Standards, guidelines, and procedures associated with the planning, design and construction of transportation projects. She has a thorough understanding of LAPM requirements and has assisted several agencies complete all required paperwork to obtain authorization to bid. This experience includes right -of -way certifications, PS &E Checklist and Utility Certifications. She has demonstrated successful project delivery through District 4 and has relationships with various District 4 representatives. Rohnert Bark Expressway Overlay ' PAGE 5 Mark Obergfell, PE, QSI' /C SC) --- resign Engineer Mr. Mark Obergfell, Supervising Engineer with Coastland, has over 30 years of experience in the design and construction of transportation, drainage, public buildings, water and wastewater facilities. His responsibilities have comprised planning, permitting, design, project management, value engineering and construction management for a broad range of projects. Since 2011 Mr. Obergfell has performed contract engineering support services for the cities of Piedmont and lone. Reasons for Selection; Pavement Expertise In his role of contract engineering support for the City of Piedmont, Mr. Obergfell has been involved in the city's annual paving projects. He recently completed the Pavement Management Program (PMP) for the City of lone and has designed more than 25 roadway improvement projects, involving complex drainage and ADA analyses, regulatory agency approvals and coordination with Caltrans. Local Knowledge & Expertise Mr. Obergfell's recent experience includes the design of the City of Rohnert Park Alta /Almond Sewer and Water Rehabilitation Project and the Rohnert Park interceptor Outfall. He is very familiar with the local conditions, requirements and City standards. Mr, John Wanger, PE -- Principal --in.- Charge As CEO of Coastland, Mr. John Wanger oversees all company operations and long -term planning. He has over 32 years of capital project design, construction management and municipal engineering services with an emphasis on roadway maintenance and rehabilitation, bikeway /pedestrian facilities, grading, drainage and utility projects. His experience includes innovative paving techniques such as cold -in -place recycling. Reasons for Selection: Pavement Expertise Mr. Wanger has also been involved in all 30 pavement management programs (PMP) prepared by Coastland through the Metropolitan Transportation Commission (MTC). As part of the quality control process, he performs quality control checks of field collected data and pavement maintenance history to ensure that PMP databases are accurate and up -to -date. Cumulatively, his experience includes assessing pavement and generating reports for several thousand miles of roads and streets. Federal Funding Expertise Recently, Mr. Wanger has successfully obtained over $50 million in grants and loans for cities to fund needed transportation improvements. Having served as contract City Engineer for 7 cities, he is very familiar with many competitive funding sources for roadway maintenance and the associated funding requirements related to design and construction. Rohnert Park Expressway Overlay � ;I.A,:i`r: 6 Mr. Mile ,Janet-- Gonstrtaetion Manager/ Quality Reviews Mr. Michael Janet, Construction Department Manager with Coastland, has over 15 years of construction experience on capital improvement projects. Mr. Janet has strong skills in managing diverse projects and coordinating with all project stakeholders. He has managed the construction on more than 35 roadway and utility improvement projects for public agencies, with a very strong background on federally funded projects. Most of these projects involved pavement restoration, ADA improvements, intersection improvements, and utility replacements. These projects have also involved close coordination with Caltrans, school districts, impacted residents and businesses. Reason for Selection: Rehabilitation Expertise for Constructability Reviews Mr. Janet has wide - ranging knowledge of construction methods and materials, including sustainable paving options and various surface treatments. He will review the project plans for Constructability and potential cost savings. Availability'. Heidi Utterback (proposed Project Manager) and Mark Obergfell (Supervising Engineer) are in the position to commit the necessary time to manage and design the City's project beginning mid /late December. Coastland places a high priority on ensuring we do not over - commit individuals, nor leave any need unmet. This will ensure timely completion of program tasks and responsiveness to City inquiries. We will not replace a team member without prior approval from the City of Rohnert Park. A(-.r P.q ihility- Coastland staff can meet reoularly with Citv staff and are accessible during normal business hours. We will be accessible via phone, email and fax. Our project manager and design engineers will also be available by cell phone. For the City's convenience, all services can be accessed by contacting one primary contact; Heidi Utterback. The City can be assured a prompt response to their inquiries. IRohnerk Park Expressway Overlay 11 PAGE 7 � bconsu I t a Jerry Flaa Assisting Coastland with environmental support will be Jerry Haag. Jerry has over 30 years of experience providing planning and environmental documentation for a number of agencies throughout California. He has completed a full range of environmental documents, including Categorical Exemptions all the way through environmental impact reports. Jerry is well versed in both CEQA and NEPA compliance issues. Jerry has teamed with Coastland on many projects to provide environmental support and many of these projects have involved federal funding and Caltrans approvals. Jerry will work closely with Coastland and the City to identify the project's environmental requirements and complete the required documentation. Jerry Haag can be reached at (510) 644 -2106. RGH Consultants RGH Consultants was founded in 1991 as a full service firm with expertise in geotechnical engineering, engineering geology, and construction observation and testing. Their staff of professional engineers and geologists, field engineers and engineering technicians collectively have decades of experience in geotechnical engineering, engineering geology, construction observation, and materials testing in northern California. Coastland and RGH have teamed on numerous projects throughout the North Bay Area. Jared Pratt, Vice President of RGH, can be reached at (707) 545 -0120. ECON Assisting Coastland with lead testing will be ECON of Sebastopol. ECON was founded in 1999 to provide professional services supporting redevelopment, capital improvement and water resource projects. Their core team is lean, allowing them to minimize expenses, increase flexibility and deliver high -value solutions economically. ECON's unique "worknet" business model offers public and private sector projects a range of management options including individual experts or a team of specialists, all supported by experienced field staff, state of the art database /GIS services and technical administration. Coastland and ECON have worked together on a multitude of projects for the City of Santa Rosa. Andrew Rodgers of ECON can be reached at (707) 823 -2324 FckSd f2nhnert Park Expressway Overlay WAGE 8 EXHIBIT E Design Consultant Requirements The Consultant agrees to the following standards and practices in performance of engineering design duties. I . The consultant shall assign one project manager who is responsible for the overall completion of the project and fulfillment of these requirements. 2. Reimbursable expenses shall be considered to be included in the not to exceed price. Consultant project managers are expected to stay within the not -to- exceed price. It is the responsibility of the consultant to document any work outside the agreed upon scope of work including the cost of such work. Work outside the scope of work completed without prior authorization by the City is done at risk by the consultant. 3. All plan check design drawings shall be submitted full size (34" x 22" or equivalent) for review, unless otherwise requested by the City. 4. A minimum of two copies of the plans and specifications will be submitted for each plan check. 5. The specification will use the latest version of the City of Rohnert Park boilerplate Contract Document and Specifications for the project. The consultant will receive the most current version of the specification from the Engineering Administrative Assistant for each design project via email. This shall be modified by the City for insurance requirements, contract time, liquidated damages and environmental mitigation measures. 6. The Division I technical specifications shall include a project description. The project description will generally describe the location, and the extents of the project and what work is included in the project. This description shall be suitable for insertion into legal documents and council summary packages. It shall provide a quick overview of the project that a lay person can understand. 7. Technical specifications shall include a description of bid items. If the technical specifications are in CSI format, a list of bid descriptions shall be included in the Division I sections. The bid descriptions shall match the bid line items. 8. Division 1 shall include a complete consolidated list of submittals for the project. 9. Electronic documents sent to the City for review shall be in Word format. 10. Plans and specifications shall, as much as possible and within good engineering practice, refer to the City of Rohnert Park Manual of Standards, Details and Specifications which can be downloaded from the City's website at w\ -vwx cit •.or.o . When Standard Details are incorporated they shall be by reference rather than shown on the plans. 11. The consultant shall note the need for any permitting through the State or other entities including Caltrans, Corps of Engineers, RWQCB, BAAQMD, SCWA, and the County of Sonoma. Consultant is responsible for initiating contact with the permitting agency, meeting with the permitting agency as needed and completing all permit applications as completely as possible prior to sending to the City for signature. 12. The consultant shall note the need for any easements or rights of way required for the project including private landowners, Caltrans, SCWA, and the County of Sonoma. Consultant is responsible for initiating contact with the other entity and completing all -36- 11266510 80078/0012 Revised: 1/10/11 easement or right of way forms, including property descriptions as needed, as possible prior to sending to the City for review. 13. The consultant shall develop a project checklist which includes all project paperwork requirements resulting from permitting, easements and funding agreements. 14. At least 45 days prior to bid opening, the consultant shall provide a draft staff report for presentation to City Council requesting to authorize advertisement for bids. 15. The consultant shall complete all noticing and bidding of the project. This includes mailing notices to the City's five required Trade Journals /Plan Check Houses. Notice shall be mailed at least 30 days prior to the bid opening. 16. The consultant shall make bid copies of the bidding documents, plans and specifications, distribute these and collect payment for the plans and specifications to offset their cost. 17. The consultant shall arrange for and conduct the pre -bid meeting, if such a meeting is deemed necessary. 18. The consultant shall provide all addenda for the bid package as needed, using the City's addendum form available on the City's website. 19. After issuance of final addenda and prior to issuance of the Notice to Proceed, the consultant will produce ten (10) conformed sets of plans and drawings that incorporate all the addenda. This shall be done by making the changes on the full size drawings adding the addenda to the front of the specifications books. Consultant shall note the changes on the drawings and in the appropriate place in the Specifications by using the Delta symbol (A). All addenda shall also be bound into the front of the specifications book, behind the front cover and before the cover page, with most recently issued addendum on top. Addenda pages shall be printed on different color paper than the specifications. 20. Before bid date, consultant shall provide all electronic files to the City. The project plans shall be in pdf format in one file folder with a separate document for each page. Specifications shall be in Word format; the Engineer's Estimate shall be in Excel format. 21. After bidding the consultant will check the bids for conformance with the contract and bid requirements and determine the responsiveness of each bidder. This includes checking any applicable licenses and qualifications. This shall include checking as required, references to determine required experience. The consultant shall analyze the bids to determine the lowest responsive bidder and comment on any large discrepancies between the engineer's estimate and the low bid. The consultant shall create the bid table in Excel format, recommend selection of the lowest responsive bid, and justify the rejection of any bids as needed. The consultant shall create a staff report for submission to the City Council providing recommendations for award and or rejection of bids. 22. The consultant shall review submittals pertaining to the project and provide comments, rejection, or stamp "No Exceptions Taken" as appropriate. 23. The consultant shall review submittals and RFls pertaining to the project and provide responses and guidance as required. 24. After construction is complete, the consultant will create Record Drawings (as -built drawings) based on the contractors marked up set of plans, in electronic format and scan the as -built drawings into pdf format and deliver one copy on bond paper and electronic as -built drawings to the City. -37- 1126651x3 80078/0012 Revised: 1/10/11 The requirements for as -built plans are as follows: a. The As- Builts shall include the contractor's name, address, phone number and approximate date of project completion. b. Archived Plans shall be of the originally approved plans (Conformed Plans), including signatures of approval, with all contract change order(s), field directives and as -built information added over the originally approved information. c. Archived Plans shall be provided in an electronic format such as Adobe PDF or Tiff file formats, a minimum of 200 Dot per Inch resolution, optimized to a file size not to over burden the typical computer workstation or take more than 5 seconds to open on said workstation. d. The entire set of plans may be in one file or one file for each sheet but not both, in order to comply with number 3 above. e. The Archived Plans shall not be made directly from the electronic drawing files, because this introduces a chance for error or something changed, deleted or otherwise different from the originally approved plans. As a secondary option, the Archived Plans made be provided in duplicate; one set of the originally approved plans (conformed plans) and a second set of the electronic drawings revised to include contract change order, field directives and as -built information added (no deletions) to the plans, then provided in one of the file formats described in number 3 above. Bloom 11266510 80078/0012 Revised: 1 /10 /11