HomeMy WebLinkAboutFord Aviation Consultants 2005-02-17AGREEMENTFOR
PROFESSIONAL CONSULTING SERVICES
This Agreement, made and entered into this 17th day of February, 2005, ("Effective Date") by and
between CITY OF UKIAH, CALIFORNIA, hereinafter referred to as "City" and FORD AVIATION
CONSULTANTS, an Aviation Consulting Corporation, hereinafter referred to as "Consultant".
RECITALS
This Agreement is predicated on the following facts:
a City requires professional services in connection with applying for and administering grants in
support of the Ukiah Municipal Airport, including grants from the Federal Aviation
Administration ("FAA").
b. Consultant represents that it has the qualifications, skills, and experience to provide these
services, and is willing to provide them according to the terms of this Agreement.
TERMS OF AGREEMENT
1.0 DESCRIPTION AND SCOPE OF SERVICES
1.1 Consultant shall provide the services as set forth in Exhibit "A", attached hereto.
1.2. Additional Services. Additional services, if any, shall only proceed upon written agreement
between City and Consultant. The written Agreement shall be in the form of an Amendment to
this Agreement.
2.0 CONDUCT OF WORK
2.1 Time of Completion. Consultant shall commence performance of services as required by the
Scope of Work on or after the Effective Date on an as -needed basis upon request of the City
City Manager or other officer or employee of the City, if authorized by the City Manager to
request such services. Consultant understands and agrees that the City reserves the right to
use other employees or independent contractors to perform the same or similar services
during the term of this Agreement. Consultant shall complete all requested work to the City's
reasonable satisfaction, even if contract disputes arise or Consultant contends it is entitled to
further compensation.
3.0 COMPENSATION FOR SERVICES
3.1 Basis for Compensation. For the performance of the professional services of this Agreement,
City shall Consultant pay consultant as total compensation for such services as follows:
3.1.1 For the grant writing services described in page 6 of Exhibit A, $4200 per grant;
and
3.1.2 For the grant administration services described on page 6 of Exhibit A, $650.00
per month.
3.2 Terms of Payment. City shall pay Consultant based on invoices from Consultant which shall
not be submitted more often than monthly, commencing with the Effective Date. Payment of
an invoice shall be due and payable within 30 days after receipt by City.
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4.0 ASSURANCES OF CONSULTANT
4.1 Independent Contractor. Consultant is an independent contractor and is solely responsible for
its acts or omissions. Consultant (including its agents, servants, and employees) is not City's
agent, employee, or representative for any purpose.
4.2 Conflict of Interest. Consultant understands that its professional responsibility is solely to City.
Consultant has no interest and will not acquire any direct or indirect interest that would conflict
with its performance of the Agreement. Consultant shall not in the performance of this
Agreement employ a person having such an interest.
5.0 INDEMNIFICATION
5.1 Insurance Liability. Without limiting Consultant's obligations arising under Paragraph 5.2
Consultant shall not begin work under this Agreement until it procures and maintains for the
duration of this Agreement insurance against claims for injuries to persons or damages to
property, which may arise from or in connection with its performance under this Agreement.
A. Minimum Scope of Insurance
Coverage shall be at least as broad as:
Insurance Services Office ("ISO) Commercial General Liability Coverage Form
No. CG 00 01 11 85.
2. ISO Form No. CA 0001 (Ed. 1/78) covering Automobile Liability, Code 1 "any
auto" or Code 8, 9 if no owned autos and endorsement CA 0025.
3. Worker's Compensation Insurance as required by the Labor Code of the! State
of California and Employers Liability Insurance.
4. Professional Liability Insurance covering damages which may result from
errors, omissions, or acts of professional negligence by Consultant.
B. Minimum Limits of Insurance
Consultant shall maintain limits no less than:
1. General Liability: $1,000,000 combined single limit per occurrence for bodily
injury, personal injury and property damage. If Commercial General Liability
Insurance or other form with a general aggregate limit is used, the general
aggregate limit shall apply separately to the work performed under this
Agreement, or the aggregate limit shall be twice the prescribed per occurrence
limit.
2. Automobile Liability: $1,000,000 combined single limit per accident for bodily
injury and property damage.
3. Worker's Compensation and Employers Liability: Worker's compensation limits
as required by the Labor Code of the State of California and Employers Liability
limits of $1,000,000 per accident.
4. Professional Liability Coverage: $500,000 combined single limit per
occurrence. If the coverage is an aggregate limit, the aggregate limit must
apply separately to the work performed under this Agreement, or the aggregate
limit shall be twice the per occurrence limit.
C. Deductibles and Self -Insured Retentions
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Any deductibles or self-insured retentions must be declared to and approved by the
City. At the option of the City, either the insurer shall reduce or eliminate such
deductibles or self-insured retentions as respects to the City, its officers, officials,
employees and volunteers; or the Consultant shall procure a bond guaranteeing
payment of losses and related investigations, claim administration and defense
expenses.
D. Other Insurance Provisions
The policies are to contain, or be endorsed to contain, the following provisions:
1. General Liability and Automobile Liability Coverages
a. The City, it officers, officials, employees and volunteers are to be
covered as additional insureds as respects; liability arising out of
activities performed by or on behalf of the Consultant, products and
completed operations of the Consultant, premises owned, occupied or
used by the Consultant, or automobiles owned, hired or borrowed by
the Consultant. The coverage shall contain no special limitations on the
scope -of -protection afforded to the City, its officers, officials, employees
or volunteers.
b. The Consultant's insurance coverage shall be primary insurance as
respects to the City, its officers, officials, employees, and volunteers.
Any insurance or self-insurance maintained by the City, its officers,
officials, employees or volunteers shall be excess of the Consultant's
insurance and shall not contribute with it.
C. Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the City, its officers, officials, employees, or
volunteers.
d. The Consultant's insurance shall apply separately to each irsured
against whom claim is made or suit is brought, except with respect to
the limits of the insurer's liability.
2. Worker's Compensation and Employers Liability Coverage
The insurer shall agree to waive all rights of subrogation against the City, its
officers, officials, employees, and volunteers for losses arising from
Consultant's performance of the work, pursuant to this Agreement.
3. Professional Liability Coverage
If written on a claims -made basis, the retroactivity date shall be the effective
date of this Agreement. The policy period shall extend from 8/01/03 to 8/01/04.
4. All Coverages
Each Insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, canceled by either party, reduced in
coverage or in limits except after thirty (30) days prior written notice by certified
mail, return receipt requested, has been given to the City.
E. Acceptability of Insurers
Except for professional liability insurance, insurance is to be placed with insurers with a
Best's rating of no less than A:VII and who are admitted insurers in the State of
California. Professional liability insurance may be underwritten by Lloyds of London.
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F. Verification of Coverage
Consultant shall furnish the City with certificates of Insurance and with original
Endorsements effecting coverage required by this Agreement. The Certificates and
Endorsements for each insurance policy are to be signed by a person authorized by
that insurer to bind coverage on its behalf. The Certificates and Endorsements are to
be on forms provided or approved by the City. Where by statute, the City's Workers'
Compensation - related forms cannot be used, equivalent forms approved by the
Insurance Commissioner are to be substituted. All Certificates and Endorsements are
to be received and approved by the City before Consultant begins the work of this
Agreement. The City reserves the right to require complete, certified copies of all
required insurance policies, at any time. If Consultant fails to provide the coverages
required herein, the City shall have the right, but not the obligation, to purchase any or
all of them. In that event, the cost of insurance becomes part of the compensation due
the contractor after notice to Consultant that City has paid the premium.
G. Subcontractors
If Consultant uses subcontractors or sub -consultants, it shall cover them under its
policies or require them to separately comply with the insurance requirements set forth
in this Paragraph 5.1.
5.2 Indemnification. Notwithstanding the foregoing insurance requirements, and in addition
thereto, Consultant shall indemnify, defend and hold harmless City officers, agents and
employees from and against any and all claims, demands, liability, costs and expenses,
including court costs and counsel fees, arising out of the injury to or death of any person or
loss of or physical damage to any property resulting from any negligent or wrongful act or
omission committed by Consultant or it's officers, agents or employees while performing
services under this Agreement. Consultant's liability for professional negligence shall be limited
to $1,000,000.
As to events which occur during Consultant's performance of this Agreement, City shall hold
Consultant harmless from and defend Consultant against all claims, liability, damage, or loss
arising out of any injury or death of any person or damage to or destruction of property
attributable to the negligent or willfully wrongful act or omission of City or its officers and
employees, where the injury, death or damage is caused by the sole and active negligence or
willful misconduct of City or City's employees.
6.0 CONTRACT PROVISIONS
6.1 Ownership of Work. All documents furnished to Consultant by City and all reports and
supportive data prepared by Consultant under this Agreement are City's property and shall be
given to City at any time upon its request or at the completion of Consultant's services at no
additional cost to City.
6.2 Governing Law. Consultant shall comply with the laws and regulations of the United S'rates,
the State of California, and all local governments having jurisdiction over this Agreement. The
interpretation and enforcement of this Agreement shall be governed by California law and any
action arising under or in connection with this Agreement must be filed in a Court of competent
jurisdiction in Mendocino County.
6.3 Entire Agreement. This Agreement plus Exhibit A and executed Amendments set forth the
entire understanding between the parties.
6.4 Severability. If any term of this Agreement is held invalid by a court of competent jurisdiction,
the remainder of this Agreement shall remain in effect.
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6.5 Modification. No modification of this Agreement is valid unless made with the agreement of
both parties in writing.
6.6 Assignment. Consultant's services are considered unique and personal. Consultant shall not
assign, transfer, or sub -contract its interest or obligation under all or any portion of this
Agreement without City's prior written consent.
6.7 Waiver. No waiver of a breach of any covenant, term, or condition of this Agreement shall be a
waiver of any other or subsequent breach of the same or any other covenant, term or Condition
or a waiver of the covenant, term or condition itself.
6.8 Termination. This Agreement may only be terminated by either party: 1) for breach of the
Agreement; 2) because funds are no longer available to pay Consultant for services provided
under this Agreement; or 3) City has abandoned and does not wish to complete the project for
which Consultant was retained. A party shall notify the other party of any alleged breach of the
Agreement and of the action required to cure the breach. If the non -breaching fails to cure the
breach within the time specified in the notice, the contract shall be terminated as of that time. If
terminated for lack of funds or abandonment of the project, the contract shall terminate on the
date notice of termination is given to Consultant. City shall pay the Consultant compensation
due and owing under the terms of this Agreement as of the date notice of termination is given
as provided herein, unless the City specifically instructs Consultant to perform additional
services after the notice of termination. In such event, as a condition to payment, Consultant
shall provide to City all finished or unfinished documents, data, studies, surveys, drawings,
maps, models, photographs and reports prepared by the Consultant under this Agreement.
Consultant shall be entitled to compensation for any work satisfactorily completed hereunder,
subject to off -set for any direct or consequential damages City may incur as a result of
Consultant's breach of contract.
6.9 Duplicate Originals. This Agreement may be executed in duplicate originals, each bearing the
original signature of the parties. When so signed, each such document shall be admissible in
administrative or judicial proceedings as proof of the terms of the Agreement between the
parties.
7.0
8.0
NOTICES
Any notice given under this Agreement shall be in writing and deemed given upon receipt
when personally delivered or delivered by fax or overnight courier orforty-eight (48) hours after
deposit in the U.S. mail with proper first class postage affixed thereto and addressed to the
parties as follows:
City of Ukiah
C/o: City Manager
Ukiah Civic Center
300 Seminary Ave.
Ukiah, CA. 95482
FAX: 707-463-6204
SIGNATURES
Ford Aviation Consultants
C/o: Carol Ford
270 Redwood Shores Pkwy., Suite 158
Redwood Shores, CA. 94065
FAX: 650-591-8371
IN WITNESS WHEREOF, the parties have executed this Agreement on the Effective Date.
CONSULTANT
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BY: '��
PRINT NAME: (' .*,:5 /
CITY OF UKIAH
Date: A &
BY: `-� Date: `- S
CANDACE HORSLEY, CITY AM—ANGER
ATTEST
MARIE ULVILA, CITY CLERK
APPROVED AS TO FORM:
DAV16TRAPPOkRT,
CITY ATTORNEY, CITY OF UKIAH
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About Ford Aviation Consultants.... Exhibit A
Ford Aviation Consultants was founded by Carol Ford, a general aviation pilot and
businesswoman dedicated to saving general aviation airports and enabling the national air
transportation system of the future. The establishment of Ford Aviation Consultants was
inspired by a landmark piece of national legislation, the Aviation Investment and Reform
Act for the 21 st Century (AIR 21). Signed into law on April 5,2000, AIR 21 immediately
increased Federal Aviation Administration (FAA) Airport Improvement Program (AIP)
funding for airport development through fiscal year 2003.
In spite of AIR 21's fiscal impact and significance, many general aviation airports did not
apply for their AIP grant allocations, primarily because they were administered by
overworked Public Works Directors who did not have the time or resources to prepare
FAA AIP grant applications. Realizing that there were numerous general aviation
airports that were in danger of losing their AIP grant allocations, Ford Aviation
Consultants was founded to help government entities that own general aviation airports to
navigate the complex AIP process and receive the grants to which they were and are
entitled.
After establishing a successful track record writing AIP grants and concluding that many
general aviation airports were underutilized assets, Ford Aviation Consultants began to
research other sources of grants that would help airport owners develop their general
aviation airports into a valuable engine for economic growth and job creation. These
grants not only benefit airports, but entire communities as well.
Action Overview...
Ford Aviation Consultants offers prospective clients a complimentary, needs assessment
consultation in which expectations are thoroughly explored along with discussion on the
sources of grant funding for particular projects.
Throughout the Grant Management Services process, Ford Aviation Consultants
communicates regularly with our clients and funding sources on additional information
needed approaching deadlines and milestones achieved. The firm strives to anticipate
and solve difficult issues before they stall the application process.
In Closing....
Ford Aviation Consultants is passionate about the projects undertaken and enjoys
educating clients regarding economic and political issues that affect their projects in
addition to visiting legislators to secure funds for the agencies that finance these projects.
Ford Aviation Consultants would appreciate the opportunity to contribute to the growth
and prosperity of the City of Ukiah.
November, 2004
Ford Aviatinn rnnvnitnw»
Scope of Services
Based on a discussion with Paul Ritchey, Airport Manager for the Ukiah Airport, October
27, 2004 and having reviewed the following documents provided by the City of Ukiah
regarding Ukiah Airport:
• Airport Master Plan dated July 1996 including the Initial Study of Environmental
Impacts and Existing Land Use Plans and Policies
• Current Airport Layout Plan completed in July 1996
• AIP Grant Application submitted to the FAA in fiscal year 2002/ 2003
• AIP Grant Offers executed in August 2002/2003
Ford Aviation Consultants proposes the following Grant Management Services:
1. Given the firm's participation in numerous Airport Management Conferences
including Association of California Airports (ACA) and our excellent relationship
with the FAA and the Caltrans, Division of Aeronautics, we will keep City of Ukiah
informed of the continually changing requirements and deadlines of the FAA and
Caltrans regarding preparation and submittal of grant applications.
2. Develop with the City of Ukiah an Airport Capital Improvement Program
(ACIP) with Airport projects for years 2006 through 2010 under the new guidelines
recently promulgated by the FAA Airports District Office, in Burlingame California.
Ford Aviation Consultants understands projects which would be included are yet to
be determined. Consultant will work with Client to estimate the amount of funding
required for each project. The firm will oversee the submittal of the document to the
FAA.
3. Ford Aviation Consultants will work with the City from the Airport Capital
Improvement Plan (ACIP), the Airport Layout Plan (ALP) and the Airport Master
Plan which are guiding documents for Ukiah Airport. If necessary updates for the
Airport Layout Plan (ALP) and an Exhibit A property map can be included in Grant
Applications.
4. Review other documents relevant to Ukiah Airport, including most recent
General Plan for City.
November, 2004
Ford Aviatinn ('nm.aydbrmte
5. Provide guidance on the types of funding available. Though the FAA is the
main source of funding for airports, there are many different types of funding
programs available to the City of Ukiah including but not limited to:
• Economic Development Administration (EDA) for a Public Works
Program Investments from the EDA can be used to support improvements
such as water and sewer system improvements, industrial access roads and
industrial and business parks
• U.S. Department of Agriculture (USDA) Rural Development This Loan
Program can be used to improve essential community facilities for healthcare
and, as such, would be important in attracting businesses and residents to the
area. This can include costs to acquire the land needed for such a facility.
Further the Loan Program can also be used to finance hangars or equipment
needed for public safety at the Airport.
• U.S. Department of Agriculture (USDA) The Rural Business Enterprise
Grant (RBEG) Program has funds to be used for the financing or
development of small and emerging businesses. These grant funds could be
used to provide technical assistance to businesses located on or adjacent to an
airport or to develop the necessary infrastructure on airport property to
support the relocation of the business to an airport.
• U.S. Department of Agriculture (USDA) Rural Development There is a
Community Facilities Grant Program whose funds can be used to construct
essential community facilities for healthcare, public safety and public
services. This can include purchase of capital equipment required for a
facility's operation of i.e. fire trucks. These essential community services such
as, hospitals, clinics and the fire stations must meet all of the following
criteria:
a. Provide an essential public service to the local community. This service
should be a service that is typically provided by a local unit of government.
b. Be needed for the orderly development of the rural community and must be
considered a public improvement.
c. Does not include private, commercial or business undertakings.
d. Must include significant community support.
This Grant has various uses including potentially, to cover the match required
on FAA Airport Improvement Program (AIP) Grants. It could also be used to
finance hangars or equipment needed for public safety.
November, 2004
Ford Aviation Consultants
6. Provide the City of Ukiah guidance for completing work under two currently funded
FAA grants, which include reimbursement for land purchased adjacent to the Airport;
Perimeter fencing; Enclosing a drainage ditch and constructing an all- weather Perimeter
Service Road. An example of which would be asking the FAA to consider revalidation of
the current Airport Layout Plan (ALP) which could shorten the delay before projects
could begin.
7. Ford Aviation Consultants will work in close coordination with the FAA and
other funding sources on an ongoing basis to determine that all outstanding requirements
have been met.
8. Prepare and submit the following documents required by Caltrans Division of
Aeronautics:
• California Aid to Airports Program (CAAP) — Certification
• California Aid to Airports Program — Annual Grant Disbursement Request
• State Matching Grant for FAA Airport Improvement Program (AIP) Application
9. Decide with City of Ukiah whether other Caltrans Division of Aeronautics
programs are appropriate for the City such as State Loan Program for revenue generating
projects such as Hangars.
November, 2004
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Scope of Services for Grant Writing
Ford Aviation Consultants
1. Ford Aviation Consultants will prepare for the FAA Airports District Office the FY
2005 Airport Improvement Program (AIP) Grant Application for projects yet to be
determined with all supporting documentation for Ukiah Airport.
2. Consultant will complete the Standard Form 424 Application for Federal Assistance,
including Project Approval Information, Budget Information, Program Narrative and
Cost Estimate for projects identified on the ACIP for FAA and other funding sources.
The City of Ukiah understands that successful completion of the Application for Federal
Assistance may require Client to provide supporting documentation including, but not
limited to: Standard DOT Title VI Assurance, and Sponsor Certifications.
3. Ford Aviation Consultants will aid City in applying for planning grants, for various
projects, including perhaps updating the ALP and an Exhibit A property map.
4. Upon completing the Grant Application, assemble 5-7 copies of the Grant
Application package as needed per the FAA.
5. Submit to the FAA Airports District Office or other funding source, the completed
Grant Application and copies.
November, 2004
Ford Aviation Consultants
Fees for Grant Management
Ford Aviation Consultants proposes a retainer of $650.00 per month for Grant
Management services. Expenses incurred are in addition to the retainer. City of Ukiah
will be invoiced monthly.
Ford Aviation Consultants in consultation with the City of Ukiah will perform the
following Grant Management tasks:
• Evaluating which grant is applicable to a given set of circumstances.
• Management of all paperwork relating to the grant.
• Research, evaluate and assemble documents including the Airport Master
Plan, Airport Layout Plan (ALP), and City of Ukiah General Plan.
• After submittal of Grant act as liaison between Client and FAA or other
Funding Source for Grant Application.
• Work with City officials on the various requirements and obligations
associated with Grant Award.
Note: Fees associated with FAA Grant Management are reimbursable by the Grant
under Administration expense
Fees for Grant Writing
The fee for preparation and submittal for each Grant Application and all supporting
documentation for Ukiah Airport is $4200.
Note: Fees associated with FAA Grant Preparation are reimbursable by the FAA
Grant under Administration expense.
All services rendered will be invoiced monthly. City of Ukiah agrees to pay Invoices
within thirty (30) days after date of submission.
November, 2004
Ford Aviation Consultants
References
Mark Larson
Andy Richards
John Pfeifer
San Francisco Airports District Office
Aircraft OwnerPilotsAssoc.
Federal Aviation Administration
Representative for California
831 Mitten Road, Suite 210
P.O. Box 492728
Burlingame, CA 94010-1303
Redding, CA 96049
650 876-2894
530 266-5117
andv.richardsCa,faa.goov_
jokapfeifer ,aol.com
R. Austin Wiswell
Mark Larson
Division Chief
Airport Manager
State of California
San Mateo County Airports
Department of Transportation
620AirportDrive
Division of Aeronautics, MS 40
San Carlos, CA 94070
Sacramento Ca 94274-0001
650 573-2369
916 654-5470
mlarsonAco. sanmateo.ca. us
Robert A Wisweltgdot.ca.gov
Keith Anderson
George Williams
Director of Finance
Secretary
City of Dunsmuir
Turlock Region. Aviation Asoc.
5915 Dunsmuir Avenue
P.O. Box 556
Dunsmuir, CA 96025
Denair, CA 95316
530-235-4822, ext. 104
650 604-1910
financedirectorgci.dunsmuir.ca.us
TRAA@thevision.net
Tom Peters
Deputy Director
Department of Transportation
County of Mendocino
340 Lake Mendocino Drive
Ukiah, CA 95482-9432
7074634076
peterst(acr�co. mendocino. ca. us
November, 2004