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HomeMy WebLinkAboutLeonard Charles and Associates 2005-12-20CITY OF UKIAH ;AGREEMENT FOR PROFESSIONAL SERVICES PREPARATION OF AN ALTERNATIVE ROUTE ANALYSIS FOR THE ORCHARD AVENUE EXTENSION AND ORR CREEK BRIDGE PROJECT This agreement shall be considered a contract, and is entered into this 40. day of December, 2005 ("Effective Date"), by and between the CITY OF UKIAH, a general law municipal corporation, hereinafter referred to as "CITY" and Leonard Charles and Associates, a partnership, hereinafter referred to as the "CONSULTANT." PREMISES The purpose of this agreement is the preparation and completion by CONSULTANT of an Alternative Route Analysis for the Orchard Avenue Extension and Orr Creek Bridge Project. The scope of work is more particularly described in the Exhibit "A", attached to this agreement. CITY may retain independent contractor to perform special services for CITY or any department thereof. CONSULTANT is willing and able to perform duties and render services in preparation and completion of such Alternative Route Analysis. This work has been determined by the City Council to be necessary for the welfare of residents of the CITY. CITY believes the provision of these services to the residents is in their best interests, and CONSULTANT agrees to perform such duties and render such services as outlined below: AGREEMENT CITY and CONSULTANT agree as follows: ARTICLE 1 SERVICES OF CONSULTANT 1.01 CONSULTANT shall provide those technical, expert, and professional environmental analysis services for the Orchard Avenue Extension and Orr Creek Bridge alternative route project as described in Exhibit "A," which consists of the scope of work, dated November, 2005 which is attached hereto as Exhibit "A" and incorporated herein. 1 1.02 CONSULTANT shall provide such services within the time limits described below. The absence, omission, or failure to include in this agreement items which are considered to be a part of normal procedure for a study of this type or which involve professional judgement, shall not be used as a basis for submission of inadequate work or incomplete performance. 1.03 CITY relies upon the professional ability and stated experience of CONSULTANT as a material inducement to entering into this agreement. CONSULTANT understands the use to which the CITY will put his work product and hereby warrants that all information contained in the Alternative Route Analysis for the Orchard Avenue Extension and Orr Creek Bridge Project shall be made and prepared in accordance with generally accepted professional practices. 1.04 CONSULTANT shall bear the expense of all printing and reproduction costs until the draft and final Reports are accepted by the CITY, at which time CONSULTANT shall turn over to CITY all documents. 1.05 CONSULTANT shall deliver one (1) camera-ready copy of the Draft Alternative Route Analysis for the Orchard Avenue Extension and Orr Creek Bridge Project within six (6) weeks of the Effective Date. One (1) camera-ready copy of the Final Alternative Route Analysis for the Orchard Avenue Extension and Orr Creek Bridge Project shall be submitted within two (2) weeks of receipt of all comments on the Draft document. 1.06 CONSULTANT shall be responsible for attendance at all public meetings as determined and required by CITY, at the cost stipulated in E)hibit "A." 1.07 CONSULTANT shall perform any additional services as may be required due to significant changes in general scope of the project. Such additional services shall be paid for by supplemental agreement and shall conform to the rates of payment specified in Article V below. ARTICLE II SERVICES OF CITY 2.01 CITY shall provide any information as to its requirements for performance of the agreement not already contained in Exhibit "A." 2.02 Upon request, CITY shall provide CONSULTANT any information in its possession or reasonably available to it that consultant may need to perform services under this agreement. 2 ARTICLE III TERM OF AGREEMENT 3.01 The term of this agreement shall commence on the Effective ' Date and shall terminate when the CITY has formally accepted the final version of the Alternative Route Analysis for the Orchard Avenue Extension and Orr Creek Bridge Project. This agreement may be extended on its same terms and conditions upon written agreement between the Planning Director and CONSULTANT. 3.02 The execution of this agreement by the CITY shall constitute the CONSULTANT'S authority to proceed immediately with the performance of the work described by Exhibit "A." 3.03 All work by CONSULTANT shall be completed pursuant to Exhibit "A" and paragraph 1.05 above in a reasonable timeframe according to the established deadlines. CONSULTANT shall not be held responsible for delays caused by circumstances beyond its control. 3.04 CONSULTANT acknowledges that timely performance of services is an important element of this agreement and will perform services in a timely manner as provided in paragraph 1.05 above and consistent with sound professional practices. 3.05 If CITY requests significant modifications or changes in the scope of this project the time of performance shall be adjusted appropriately. The number of days of said extension shall be the final decision of CITY. ARTICLE IV COST OF SERVICES 4.01 CONSULTANT has been selected by the CITY to provide services described in Exhibit 'A," attached hereto and incorporated herein by reference, for which compensation shall not exceed eight thousand five hundred and ten dollars ($8,510.00) on a time and materials basis, which includes a "kick-off" meeting. Additional meetings shall be billed at $960.00 per meeting as indicated in Exhibit "A." The City Manager shall authorize CONSULTANT meeting attendance and its associated cost. 4.02 Cost overruns or failure to perform within the maximum compensation ceiling established in 4.01 above shall not relieve CONSULTANT of responsibility to provide those services specified in Exhibit "A", for a total compensation including reimbursable expenses not to exceed $8,510.00, except forthe cost associated with CONSULTANT attendance at meetings, as authorized by the City Manager. 3 ARTICLE V PAYMENT FOR SERVICES 5.01 CITY shall pay CONSULTANT for work required for satisfactory completion of this agreement in amount to be determined in accordance with the method described in paragraph 5.02 below. 5.02 Payment scheduling: Total payment not to exceed $8,510.00, except for the cost associated with CONSULTANT attendance at meetings, as authorized by the City Manager. Fees for professional services as outlined herein shall be paid on a time and materials basis. A detailed explanation of services and associated fees shall be listed on each invoice submitted by CONSULTANT. 5.03 Payments to CONSULTANT shall be based on an itemized invoice submitted by CONSULTANT not more frequently than monthly. 5.04 Payments will be made by CITY within thirty (30) days of receipt of invoice from CONSULTANT. 5.05 If CITY substantially alters the scope of work to include additional analyses, the total payment and cost of services may be changed by amending the agreement. CONSULTANT cost of services shall comply with those listed on Exhibit C, except for the cost of any subconsultants, which shall be agreed upon by the CITY and CONSULTANT. ARTICLE VI PROJECT INSPECTION AND ACCOUNTING RECORDS 6.01 Duly authorized representatives of the CITY shall have right of access to the CONSULTANT'S files and records relating to the project included in the agreement and may review the work at appropriate stages during performance of the work. 6.02 CONSULTANT must maintain accounting records and other evidence pertaining to costs incurred, which records and documents shall be kept available at the CONSULTANT'S California office during the contract period and thereafter for three (3) years from the date of final payment. ARTICLE VII DISPOSITION OF FINAL REPORTS 7.01 All grant documents and associated materials and backup data as required by this agreement shall be and shall remain the sole property of CITY. 7.02 CONSULTANT'S attention is directed to the required notice under Government Code Section 7550, which states in part that "any documents or written reports prepared as a requirement of this contract shall contain, in a separate section preceding the main body of the document, the number and dollar amounts of all contracts and subcontracts relating to the preparation of those documents or reports if the total cost for work by non -employees of the public agency exceeds $5,000.00." 4 ARTICLE VIII TERMINATION OF AGREEMENT 8.01 At any time CITY may suspend indefinitely or abandon the project, or any part thereof, and may require CONSULTANT to suspend the performance of the service. In the event the CITY abandons or suspends the project, CONSULTANT shall receive compensation for services. rendered to date of abandonment and suspension in accordance with the provisions of Sections 5.01, 5.02, and 5.03 herein. 8.02 It is understood and agreed that should CITY determine that any part of the work involved in the program is to be suspended indefinitely, abandoned, or canceled, said agreement shall be amended accordingly. Such abandonment or cancellation of a portion of the program shall in no way void or invalidate this agreement as it applies to any remaining portion of the project. 8.03 If, in the opinion of the CITY, the CONSULTANT fails to perform or provide prompt, efficient, and thorough service, or if CONSULTANT fails to complete the work within the time limits provided, CITY shall have the right to give notice in writing to CONSULTANT of its intention to terminate this agreement. The notice shall be delivered to CONSULTANT at least seven (7) days prior to the date of termination specified in the notice. Upon such termination, CITY shall have the right to take CONSULTANT'S studies and reports insofar as they are complete and acceptable to CITY, and pay CONSULTANT for his performance rendered, in accordance with Sections 5.01, 5.02, and 5.03 herein, prior to the delivery of the notice of intent to terminate, less the amount of damages, general or consequential, which CITY may sustain as a result of CONSULTANT'S failure to satisfactorily perform his obligations under this agreement. ARTICLE IX RESPONSIBILITY FOR CLAIMS AND LIABILITIES 9.01 HOLD HARMLESS: The CONSULTANT shall indemnify and hold harmless the CITY, its agents, officers, and employees against and from any and all claims, lawsuits, actions, liability, damages, losses, expenses, and costs (including but not limited to attorney's fees), brought for, or on account of, injuries to or death of any person or persons including employees of the CONSULTANT, or injuries to or destruction of property, arising out of, or resulting from, the performance of the work described herein, provided that any such claim, lawsuit, action, liability, damage, loss, expense, or cost is caused in whole or in part by any negligent or intentional wrongful act or omission of the CONSULTANT, any subcontractor, anyone directly or indirectly employed by any of them, or any forwhose acts any of them may be liable. CONSULTANT shall have no duty to indemnify or defend CITY under this paragraph if the damage or injury is caused by the active and sole negligence or willfully wrongful actor omission of CITY or its officers or employees. CITY agrees to timely notify CONSULTANT of any such claim and to cooperate with CONSULTANT to allow CONSULTANT to defend such a claim. 5 ARTICLE X INSURANCE 10.01 CONSULTANT, at its expense, shall secure and maintain at all times during the entire period of performance of this agreement, insurance as set forth in Exhibit "B", attached hereto, and incorporated herein by reference. ARTICLE XI GENERAL COMPLIANCE WITH LAWS 11.01 It is understood and agreed that the CONSULTANT will complywith all federal, state and local laws and ordinances as may be applicable to the performance of work under this agreement. ARTICLE XIII NONDISCRIMINATION 12.01 CONSULTANT certifies that it is in compliance with the Equal Employment Opportunity Requirement of Executive Order 11246, as amended by Executive Order 11375, Title VII of the Civil Rights Act of 1964, the California Fair Employment Practices Act, and any other Federal or State laws pertaining to equal employment opportunity and that it will not discriminate against any employee or applicant for employment on the basis of race, color, religion, handicap, age sex, national origin, or ancestry, in matters pertaining to recruitment, hiring, training, upgrading, transfer, compensation, ortermination. 12.02 In the event of the CONSULTANT'S noncompliance with the nondiscrimination provisions of this agreement, the CITY shall impose such contact sanctions as it may determine to be appropriate including, but not limited to: a. Withholding of payments to the CONSULTANT under the agreement until the CONSULTANT complies, and/or b. Cancellation, termination, or suspension of the Agreement in whole or in part. ARTICLE XIV INDEPENDENT CONSULTANT 13.01 The CONSULTANT, in accordance with its status as an independent contractor, covenants and agrees that it will conduct itself consistent with such status, that it will neither hold itself out as nor claim to be an officer or employee of the CITY by reason hereof, and that it will not by reason hereof, make any claim, demand, or application to or for any right or privilege applicable to an officer or employee of the CITY including, but not limited to, worker's compensation coverage, unemployment benefits, and retirement membership or credit. 9 ARTICLE XV SUCCESSOR AND ASSIGNMENTS 14.01 The CITY and the CONSULTANT each binds itself, its partners, successors, and executors, administrators, and assigns to the other party to this agreement, and to the partners, successors, executors, administrators, and assigns to such party in respect to all covenants of this agreement. 14.02 Except as stated above, neither the CITY nor the CONSULTANT shall assign, sublet, or transfer his interest in this agreement without the written consent of the other, however, the CONSULTANT reserves the right to assign the proceeds due under this agreement to any bank or person. 14.03 In the case of death of one or more members of the firm of the CONSULTANT, the surviving member or members shall complete the professional services covered by this agreement. ARTICLE XVI EXTENT OF AGREEMENT 15.01 This agreement shall consist of this agreement, the Scope of Work, dated December , 2005 identified as Exhibit "A", as attached hereto and incorporated herein, and the insurance requirements set forth in the attached Exhibit 'B." 15.02 This agreement constitutes the whole agreement between the CITY and CONSULTANT and any other representations or agreements are superseded bythe terms of this agreement. ARTICLE XVII PARAGRAPH HEADINGS 16.01 The paragraph headings contained herein are for convenience and reference only and are not intended to define or limit the scope of this contract. ARTICLE XVIII NOTICE 17.01 Whenever a notice to a party is required by this agreement, it shall be deemed given when deposited with proper address and postage in the U.S. mail or when personally delivered as follows: CITY: City of Ukiah Civic Center 300 Seminary Drive Ukiah, California 95482 ATTN: Charley Stump, Director Planning and Community Development 7 CONSULTANT/ CONTRACTOR: Leonard Charles, Principal Leonard Charles and Associates 7 Roble Court San Anselmo, California 94960 ARTICLE XIX DUPLICATE ORIGINALS 18.01 This agreement may be executed in one or more duplicate originals bearing the original signature of both parties and when so executed and such duplicate original shall be admissible as proof of the existence and terms of the agreement between the parties. ARTICLE XX FORUM SELECTION 19.01 CONSULTANT and CITY stipulate and agree that any litigation relating to the enforcement or interpretation of the agreement,' arising out of CONSULTANT's performance or relating in anyway to the work shall be brought in Mendocino County and that venue will lie in Mendocino County. CONSULTANT hereby waives any right it might otherwise have to seek a change of venue based on its status as an out of County Corporation, or on any other basis. IN WITNESS WHEREOF, the parties hereto have caused their duly authorized officers to execute this agreement in duplicate the day and year first above written. CITY OF UKIAH Candace Horsley, City Mana r CONS U LTANT/CONTRACTOR AA 6fdd - Leonard Charle rincipal Leonard Charles and Associates APPROVED AS TO FORM: Da ' pport, C y Att mey 0 /-,� --,q, Z ---o L Date 1( - "d 4") 40 adnk- IRS IDN Number Date Date EXHIBIT A BID PROPOSAL ORCHARD AVENUE EXTENSION ALTERNATIVE ROUTE ANALYSIS November 2005 Prepared for: City of Ukiah 300 Seminary Avenue Ukiah, CA 95482 Prepared by: Leonard Charles and Associates 7 Roble Court San Anselmo, CA 94960 415.454.4575 Leonard Charles and Associates (LCA) proposes to prepare an analysis of an alternative location for the Orr Creek Bridge and extension of Orchard Avenue The two purposes of this study are to (1) determine whether the alternative is both within the range of reasonable alternatives which would feasibly attain most of the project objectives and would avoid or substantially lessen any of the significant effects of the project; and (2) evaluate the relative merits of the alternative as compared to the project. In conducting this comparative evaluation, the analysis will consider noise, traffic, and biological impacts of the project and the project alternative, as well as the relative physical impacts of both the project and the project alternative on existing and proposed future land uses that would be affected by them.. We propose to do the following work: Introduction Provide an introduction that summarizes the findings of the existing EIR, describes the alternative, and describes the relationship of this project to the existing EIR. Traffic Assess and compare the traffic circulation effects of the proposed alternates, as described in the Request for Proposal, with the original bridge/extension plan. Mark Crane of the Crane Transportation Group will assess the impacts of the alternative on future traffic flows along Orchard Avenue to determine whether either of the proposed alternate routes would result in sufficient driver delay to cause drivers to use Ford Street or other local streets to access North State Street (i.e., by making the route longer and requiring turns, the alternate routes would take longer to drive than the proposed route; at some point, the additional delay can result in some drivers abandoning the extension and using Ford Street, Bush Street, or Ford Road to access North State Street). This assessment will necessarily be qualitative, based on Mr. Crane's experience and knowledge of travel patterns in the area. The potential displacement of traffic cannot be quantified. If he believes that traffic would be displaced from the Orchard Avenue extension, he will discuss the effects that could have on the affected streets. He will assess the alternates' consistency with City and County design guidelines for arterials. Orchard Avenue Extension Analysis — Bid Proposal Page 1 Leonard Charles and Associates Noise Illingworth & Rodkin, the acoustic engineers who prepared the noise analysis for the completed EIR, will recalculate noise impacts generated by traffic on the Orchard Avenue extension on the sensitive receptors at the existing north end of Orchard Avenue. The relocation of the road and bridge would reduce the noise impact at these apartments. Determine whether the reduction is sufficient to make the impact less than significant and eliminate the need for noise mitigation at this locale. Qualitatively discuss the potential noise increases if traffic is diverted to other streets due to the relocation of Orchard Avenue. Biological Resources Charles Patterson, the biologist who prepared the original biological assessment, will assess the biological impacts of constructing the bridge and road in the alternate location. The impacts will be compared to those identified for the original location. This will include a discussion of the potential benefits of preserving a longer undisturbed creek section. We will compare the consistency of the two sites with recommendations made in the Orrs Creek Habitat Enhancement and Flood Control Study. If, warranted, new mitigation measures would be recommended for the new location. Alternative Feasibility Determine whether the alternative location is feasible from an environmental perspective. The City will be responsible for assessing engineering and fiscal feasibility. Comparison of Alternatives Compare the alternative bridge site and the two alternative road layouts with the alternatives identified in the completed EIR. Identify the environmentally superior alternative, not considering engineering or fiscal feasibility. Staff and Expertise The same firms who prepared the original EIR would do the work for this report. Statements of qualification and resumes for the people who would prepare this report are attached. LCA and these same subconsultants have prepared numerous EIRs in the project area, including the original EIR for the project. LCA is currently completing the EIR for the Ukiah Valley Area Plan, preparing the EIR for the proposed RCHDC project in the study area, and will be preparing the EIR for the Hop Kiln Ranch project just to the northeast of the study area. Orchard Avenue Extension Analysis — Bid Proposal Page 2 Leonard Charles and Associates Products We will submit one camera-ready administrative draft report. After receipt of comments, we will submit one camera-ready draft report. Meetings Leonard Charles will attend one kick-off meeting with City staff. The City may wish to have the parties who prepared the alternative present so that we can discuss whether another alternate road layout should be assessed. Schedule From the time the City authorizes us to start work, we can prepare and submit a draft report within six (6) weeks. The final report would be submitted within two (2) weeks of receipt of all City comments. Cost This report will be prepared for a fixed price of $8,410. The following describes the cost for each tasks: Cost Project Administration/Management $700 Kick-off Meeting 960 Introduction 300 Traffic 1,900 Noise 950 Biological Resources 1,500 Feasibility of Alternative 250 Alternatives Analysis 600 Graphics 250 Report Writing/Editing 1,100 Total $8,510 Optional Costs 1. Work outside the scope of services listed above can be arranged for an additional cost. 2. The cost for Leonard Charles to attend a public meeting/hearing would be an additional $960 per meeting. Orchard Avenue Extension Analysis — Bid Proposal Page 3 Leonard Charles and Associates Assumptions The scope of work is based on the following assumptions: 1. The analysis will not revisit the land use assumptions and the trip generation calculations included in the completed Final EIR (FEIR) for the bridge and road extension project. The traffic and noise analyses will solely examine the difference in impacts from moving the bridge and road to the east. 2. The City will be responsible for determining the engineering and fiscal feasibility of the alternative. 3. The report is not intended to be a CEQA document. The City will use the report to determine what, if any, changes will be made to the previously -approved FEIR Orchard Avenue Extension Analysis — Bid Proposal Page 4 Leonard Charles and Associates EXHIBIT B INSURANCE REQUIREMENTS CONSULTANT shall, procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, his agents, representatives, employees or subcontractors. A. MINIMUM SCOPE OF INSURANCE Coverage shall be at least as broad as: 1. Insurance Services Office form number GL 0002 (Ed. 1/73) covering Comprehensive General Liability and Insurance Services Office form number GL 0404 covering Broad Form Comprehensive General Liability; or Insurance Services Office Commercial General Liability coverage ("occurrence" form CG 0001). 2. Insurance Services Office form number CA 0001 (Ed. 1/78) covering Automobile Liability, code 1 "any auto" and endorsement CA 0025. 3. Worker's Compensation insurance as required by the Labor Code of the State of California and Employers Liability insurance, if CONSULTANT has employees who will directly or indirectly provide service or support CONSULTANT in his provision of services under the Agreement. B. MINIMUM LIMITS OF INSURANCE CONSULTANT shall maintain limits no less than: General Liability: $1,0000,000 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, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required 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: Workers❑ compensation limits as required by the Labor Code of the State of California and Employers Liability limits of $1,000,000 per accident. E. ACCEPTABILITY OF INSURERS Insurance is to be placed with insurers with a Best's rating of no less than A:VII. F. VERIFICATION OF COVERAGE CONSULTANT shall furnish the City of Ukiah with certificates of insurance and with original endorsements effecting coverage required by this clause. 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 by the City of Ukiah. Where by statute, the City of Ukiah's Worker's 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 of Ukiah before work commences. The City of Ukiah reserves the right to require complete, certified copies of all required insurance policies, at any time. G. SUBCONTRACTS CONSULTANT shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverages for subcontractors shall be subject to all of the requirements stated herein. 3 EXHIBIT C Leonard Charles and Associates Rate Schedule (Effective January 1, 2005) Leonard Charles, Ph.D. $170 Lynn Milliman $150 Natalie Macris $135 Clerical $60 Subconsultant's fees have a 15% burden to cover LCA's costs for managing subcontracts.