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HomeMy WebLinkAboutW-Trans 2020-04-10COU No. 1920-239 AGREEMENT FOR PROFESSIONAL CONSULTING SERVICES This Agreement, made and entered into this l 'P day of APP -1 L , 2020 ("Effective Date"), by and between CITY OF UKIAH, CALIFORNIA, hereinafter referred to as "City" and W -Trans, a Corporation organized and in good standing under the laws of the state of California, hereinafter referred to as "Consultant'. RECITALS This Agreement is predicated on the following facts: a. City requires consulting services related to the Design of the Gobbi Street -Waugh Lane Traffic Signal. b. Consultant represents that it has the qualifications, skills, experience and properly licensed to provide these services, and is willing to provide them according to the terms of this Agreement. c. City and Consultant agree upon the Scope -of -Work and Work Schedule attached hereto as Attachment "A", describing contract provisions for the project and setting forth the completion dates for the various services to be provided pursuant to this Agreement. TERMS OF AGREEMENT 1.0 DESCRIPTION OF PROJECT 1.1 The Project is described in detail in the attached Scope -of -Work (Attachment "A"). 2.0 SCOPE OF SERVICES 2.1 As set forth in Attachment "A". 2.2. 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. 3.0 CONDUCT OF WORK 3.1 Time of Completion. Consultant shall commence performance of services as required by the Scope -of -Work upon receipt of a Notice to Proceed from City and shall complete such services by March, 2021. Consultant shall complete the work to the City's reasonable satisfaction, even if contract disputes arise or Consultant contends it is entitled to further compensation. 4.0 COMPENSATION FOR SERVICES 4.1 Basis for Compensation. For the performance of the professional services of this Agreement, Consultant shall be compensated on a time and expense basis not to exceed a guaranteed maximum dollar amount of $64,650. Labor charges shall be based upon hourly billing rates for the various classifications of personnel employed by Consultant to perform the Scope of Work as set forth in the attached Attachment B, Std — ProfSvcsAgreement- November 20, 2008 PAGE 1 OF 7 COU No. 1920-239 which shall include all indirect costs and expenses of every kind or nature, except direct expenses. The direct expenses and the fees to be charged for same shall be as set forth in Attachment B. Consultant shall complete the Scope of Work for the not -to - exceed guaranteed maximum, even if actual time and expenses exceed that amount. 4.2 Changes. Should changes in compensation be required because of changes to the Scope -of -Work of this Agreement, the parties shall agree in writing to any changes in compensation. "Changes to the Scope -of -Work" means different activities than those described in Attachment "A" and not additional time to complete those activities than the parties anticipated on the date they entered this Agreement. 4.3 Sub -contractor Payment. The use of sub -consultants or other services to perform a portion of the work of this Agreement shall be approved by City prior to commencement of work. The cost of sub -consultants shall be included within guaranteed not -to -exceed amount set forth in Section 4.1. 4.4 Terms of Payment. Payment to Consultant for services rendered in accordance with this contract shall be based upon submission of monthly invoices for the work satisfactorily performed prior to the date of the invoice less any amount already paid to Consultant, which amounts shall be due and payable thirty (30) days after receipt by City. The invoices shall provide a description of each item of work performed, the time expended to perform each task, the fees charged for that task, and the direct expenses incurred and billed for. Invoices shall be accompanied by documentation sufficient to enable City to determine progress made and to support the expenses claimed. 5.0 ASSURANCES OF CONSULTANT 5.1 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 the City's agent, employee, or representative for any purpose. It is the express intention of the parties hereto that Consultant is an independent contractor and not an employee, joint venturer, or partner of City for any purpose whatsoever. City shall have no right to, and shall not control the manner or prescribe the method of accomplishing those services contracted to and performed by Consultant under this Agreement, and the general public and all governmental agencies regulating such activity shall be so informed. Those provisions of this Agreement that reserve ultimate authority in City have been inserted solely to achieve compliance with federal and state laws, rules, regulations, and interpretations thereof. No such provisions and no other provisions of this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between Consultant and City. Consultant shall pay all estimated and actual federal and state income and self- employment taxes that are due the state and federal government and shall furnish and pay worker's compensation insurance, unemployment insurance and any other benefits required by law for himself and his employees, if any. Consultant agrees to indemnify and hold City and its officers, agents and employees harmless from and against any claims or demands by federal, state or local government agencies for any such taxes or benefits due but not paid by Consultant, including the legal costs associated with defending against any audit, claim, demand or law suit. Std — ProfSvcsAgreement- November 20, 2008 PAGE 2 OF 7 COU No. 1920-239 Consultant warrants and represents that it is a properly licensed professional or professional organization with a substantial investment in its business and that it maintains its own offices and staff which it will use in performing under this Agreement. 5.2 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. If the City Manager determines that the Consultant has a disclosure obligation under the City's local conflict of interest code, the Consultant shall file the required disclosure form with the City Clerk within 10 days of being notified of the City Manager's determination. 6.0 INDEMNIFICATION 6.1 Insurance Liability. Without limiting Consultant's obligations arising under Paragraph 6.2 Consultant shall not begin work under this Agreement until it procures and maintains for the full period of time allowed by law, surviving the termination 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: 1. Insurance Services Office ("ISO) Commercial General Liability Coverage Form No. CG 20 10 10 01 and Commercial General Liability Coverage — Completed Operations Form No. CG 20 37 10 01. 2. ISO Form No. CA 0001 (Ed. 1/87) 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. Errors and Omissions liability insurance appropriate to the consultant's profession. Architects' and engineers' coverage is to be endorsed to include contractual liability. 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 including operations, products and completed operations. 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. Std — ProfSvcsAgreement- November 20, 2008 PAGE 3 OF 7 COU No. 1920-239 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. Errors and Omissions liability: $1,000,000 per occurrence. C. Deductibles and Self -Insured Retentions 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 for the full period of time allowed by law, surviving the termination of this Agreement. 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 in excess of the Consultants 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 insured 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. Std — ProfSvcsAgreement- November 20, 2008 PAGE 4 OF 7 COU No. 1920-239 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 one year after project completion. 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 Insurance is to be placed with admitted California insurers with an A.M. Best's rating of no less than A- for financial strength, AA for long-term credit rating and AMB -1 for short-term credit rating. 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 Consultant shall include all subcontractors or sub -consultants as insured under its policies or shall furnish separate certificates and endorsements for each sub- contractor or sub -consultant. All coverage for sub -contractors or sub -consultants shall be subject to all insurance requirements set forth in this Paragraph 6.1. 6.2 Indemnification. Notwithstanding the foregoing insurance requirements, and in addition thereto, Consultant agrees, for the full period of time allowed by law, surviving the termination of this Agreement, to indemnify the City for any claim, cost or liability that arises out of, or pertains to, or relates to any negligent act or omission or the willful misconduct of Consultant in the performance of services under this contract by Consultant, but this indemnity does not apply to liability for damages for death or bodily injury to persons, injury to property, or other loss, arising from the sole negligence, willful misconduct or defects in design by the City, or arising from the active negligence of the City. Std — PmfSvcsAgreement- November 20, 2008 PAGE 5 OF 7 COU No. 1920-239 "Indemnify," as used herein includes the expenses of defending against a claim and the payment of any settlement or judgment arising out of the claim. Defense costs include all costs associated with defending the claim, including, but not limited to, the fees of attorneys, investigators, consultants, experts and expert witnesses, and litigation expenses. References in this paragraph to City or Consultant, include their officers, employees, agents, and subcontractors. 7.0 CONTRACT PROVISIONS 7.1 Ownership of Work. All documents furnished to Consultant by City and all documents or reports and supportive data prepared by Consultant under this Agreement are owned and become the property of the City upon their creation and shall be given to City immediately upon demand and at the completion of Consultants services at no additional cost to City. Deliverables are identified in the Scope -of -Work, Attachment A. All documents produced by Consultant shall be furnished to City in digital format and hardcopy. Consultant shall produce the digital format, using software and media approved by City. 7.2 Governing Law. Consultant shall comply with the laws and regulations of the United States, 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. 7.3 Entire Agreement. This Agreement plus its Attachment(s) and executed Amendments set forth the entire understanding between the parties. 7.4 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. 7.5 Modification. No modification of this Agreement is valid unless made with the agreement of both parties in writing. 7.6 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. 7.7 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. 7.8 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 breaching party 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 only for services Std — PmtSvcsAgreement- November 20, 2008 PAGE 6 OF 7 COU No. 1920-239 performed and expenses incurred as of the effective termination date. 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 receive just and equitable 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. 7.9 Execution of Agreement. This Agreement may be executed in duplicate originals, each bearing the original signature of the parties. Alternatively, this Agreement may be executed and delivered by facsimile or other electronic transmission, and in more than one counterpart, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. When executed using either alternative, the executed agreement shall be deemed an original admissible as evidence in any administrative or judicial proceeding to prove the terms and content of this Agreement. 8.0 NOTICES Any notice given under this Agreement shall be in writing and deemed given when personally delivered or deposited in the mail (certified or registered) addressed to the parties as follows: CITY OF UKIAH W -TRANS DEPT. OF PUBLIC WORKS 490 MENDOINO AVE, STE 201 300 SEMINARY AVENUE SANTA ROSA, CA 95401 UKIAH, CALIFORNIA 95482-5400 9.0 SIGNATURES IN WITNESS WHEREOF, the parties have executed this Agreement the Effective Date: CONSULTANT BY: JN� PRINT NAME: Steve Fitzsimons W -Trans 77-0390893 IRS IDN Number CITY • KIAH 1 BY: SAGE SANGIACOM CITY MANAGER ATTEST "//' (At kia& 1/17 C TY CLERK Std — ProfSvcsAgreement- November 20, 2008 PAGE 7 OF 7 April 7, 2020 Date Date Date Lt/( Jtz o Work Approach and Scope of Services Attachment A Work Approach The W -Trans team will start with a meeting with City staff to go through the scope and schedule and make any adjustments necessary to meet the City's goals for the project. Our initial tasks include data collection, a photo record of current conditions, measuring the clearance to overhead utility lines, and a topographic survey in support of curb ramp design and cross sections on each approach. We will follow with base mapping; the 60%, 100%and final submittals; and bid and construction services. Our typical design procedure is to have the project engineer contribute the bulk of the hours in each of these steps, paired with a senior engineer who will interact with the project engineer on a regular basis, with an independent quality control review by another senior engineer who will not be involved in the day-to-day work. We like to work closely with City staff, using recent examples of similar projects that the City furnishes so we can match formatting expectations and use the City's preferred equipment. Scope of Services Task 1 - Task Management and Meetings The W -Trans team will: 1.1 Manage the team to meet the project schedule and budget. 1.2 Organize and attend project meetings with the City to discuss project progress, decisions, and direction and to coordinate activities. Meetings will be held at key project milestones and shall include: 1.2.1 Kick-off Meeting (at Ukiah) - Will include data requests such as street AsBuilt plans, traffic signal warrant study, right-of-way records, utility company contact information, City -owned utility mapping, the status and ownership of the existing rail line west of the intersection. 1.2.2 60% Design Review Meeting (web meeting) 1.2.3 100% Design Review Meeting (web meeting) 1.3 Coordinate with CITY, utility companies, and other affected parties. 1.4 Provide monthly progress reports and invoices. Deliverables: 1. Updated schedule as needed 2. Meeting agendas, and meeting notes with action item summary for each project meeting 3. Monthly progress reports and invoices Task 2 - Data Collection 2.1 LACO Associates will conduct design level topographic survey of the intersection to be used as a base map for the design of the signal, striping and ADA curb ramps. This mapping will extend approximately 200 feet along each approach of the intersection from back of walk to back of walk. Mapping will include surface indications of underground utilities. However, no attempt will be made to locate underground utilities. Proposal for the Design of the Gobbi-Waugh Traffic Signal 2.2 The project engineer will visit the site and take photos to document the existing conditions and measure the height of existing overhead utility lines. The posted speed limits will be noted and a small sample of travel speed data collected with a "pocket" radar device. 2.3 Morning and evening peak hour turning movement counts will be collected to serve as the basis for determining the appropriate phasing. 2.4 Base mapping will be prepared from survey data supplemented by commercial air photos and AsBuilt records of right-of-way. Deliverables: 1. Base maps 2. Email report with summary of data collection Task 3 - Draft (60%) design 3.1 An initial submittal will be prepared to present the Design Concept. The concept drawing will show initial pole and curb ramp layouts, with a particular focus on layout of the ramp in the northeast corner between the closely spaced existing driveway and utility pole. The layout will also consider the potential to replace the east crosswalk with a crosswalk on the west side. Right of way requirements will be evaluated and proposed right of way takes, if necessary, will be identified. This submittal will also be sent to utility companies to request mapping, and to initiate a PG&E electrical service request. All utility requests will be prepared in the City's name to avoid extra charges from utility companies. A phone or web -based meeting will be arranged to discuss issues with placement of curb ramps and receive City comments. 3.2 After City review of the Design Concept, the W -Trans team will design new curb ramps for the selected layout. New curb ramps and crosswalks will be designed per ADA requirements, taking into account existing pavement cross slopes to ensure ADA compliant grades are maintained along pedestrian street crossings. It has already been determined that existing ramps do not conform to current ADA requirements and need to be replaced. 3.3 Draft (60%) plans will be prepared for the City's review. Expected plan sheets include: • Title sheet • ADA Ramp layout sheet • Traffic signal plan City comments on the Design Concept submittal will be incorporated. Detailed line work will be added to the traffic signal and curb ramp plan sheets to indicate all work to be done and show enough information for a construction cost estimate. A cost estimate and technical specifications will also be prepared, assuming the Caltrans 2018 Standard Specifications will be used as the background document. An empty conduit will be shown on the traffic signal plan between the proposed traffic signal controller cabinet and the existing rail cabinet, approximately 100 feet to the west. Although the rail line is inactive, the empty conduit should be installed in case it becomes active again. The cost will likely be very low as it will occupy the same trench as the conduit to the advanced detector loop, but it will show the City made a good faith effort to comply with Federal Railroad Administration requirements. This proposal does not include any time for coordination with rail line owners or the existing gates at the rail crossing. Itft2\ Proposal for the Design of the Gobbi-Waugh Traffic Signal f r The traffic signal plan will also show Gridsmart detection, per the Request for Proposal. W -Trans has prepared numerous plans with Gridsmart equipment and recommends use of detector loops for the advance detection due to occlusion issues that can occur if Gridsmart is used for more than stop bar detection. In addition, a battery backup unit will be shown on the plans to match the installations at the adjacent intersections. Half size prints of the preliminary plans will be forwarded to the City for mailing to the various utility companies and submitted to PG&E in the City's name to initiate the electrical service application. This proposal assumes all PG&E or other utility fees will be paid directly by the City. 3.4 TACO Associates will review existing right of way documents provided by the City and other sources. Based on this review, and the preliminary design, it will be determined if additional right of way will be required. If it is determined that additional right of way is required, a contract amendment will be prepared for additional right of way support, including plats and legal descriptions for locations where acquisition is necessary. For the purposes of this proposal, it has been assumed that sufficient record monumentation will be located to determine the limits of the existing Right of Way. If sufficient monumentation cannot be located or a discrepancy between the found monumentation and record information is identified, additional survey work may be required. This may include additional field work or the filing a Record of Survey with the County Recorder per Section 8762 of the Professional Land Surveyors' Act (Business and Professional Code). If this condition is encountered a contract amendment will be required. Deliverables: 1. Design Concept plan showing curb ramp locations and proposed striping 2. Half size prints of preliminary plans for City transmittal to Utility companies 3. Preliminary submittal (electronic files only) including 60% plans, technical specifications, and estimate 4. Plat showing existing and proposed right of way, if any Task 4 - Pre -Final (100%) design 4.1 City comments on the 60% submittal will be incorporated into the Pre -Final plans, and fully detailed construction notes will be added as needed to for a set of documents ready for bidding. The electric service point will be added to the traffic signal plan as soon as it is received. A new plan sheet with Conductor and Equipment schedules will be prepared. 4.2 Traffic signal pole locations will be integrated into ramp designs to ensure compliance with current AIDA requirements, including the most recent clear, flat space in front of each push button. 4.3 The estimate and technical specifications will be updated in response to City comments or to reflect any new details on the plans. Deliverables: 1. 100% plans, electronic plus two sets of full size bond paper prints 2. 100%technical specifications and estimate, electronic submittal only 3. An estimate of working days, bid form, and description of bid items will be submitted 4. Summary of comments and responses Task 5 - Final design 5.1 City comments on the 100% submittal will be incorporated into the final documents. Proposal for the Design of the Gobbi-Waugh Traffic Signal Deliverables: 1. Final plans, electronic plus one set of digitally signed full size prints on mylar 2. 100% technical specifications and estimate, electronic submittal only 3. Summary of comments and responses Task 6 - Bid and Construction Services 6.1 The W -Trans team will be available to answer questions from bidders during the bid phase. 6.2 The W -Trans team will be available to respond to Requests for Information during the construction phase. Deliverables: 1. Email responses to questions Ittri Proposal for the Design of the Gobbi-Waugh Traffic Signal Gobbi/Waugh Traffic Signal Design W -Trans Fee Estimate Attachment B Dalene Whitlock HOURS BY STAF r MEMBER 1. Project Initiation and ry aim 2 ilk 6 2. Data Collection 1 0 3. Draft (6096) Design 111111.1111111111111060 _ 4. Pre -final (10096) design -` 5. Final PS&E 6. Bid and Constructs 7. Meetings and PM Steve Fitzsimons Task 1. Project Initiation and Meetings 2. Data Collection 3. Draft (6096) Design 4. Pre -final (10096) design 5. Final PS&E 6. Bid and Construction Services 7. Meetings and PM Totals Assistant 2 Admin 2 111_ Ilmr not 4 1111111111111 mom Misc LACO Total Hours Nip $4,950 diLliiimL" FEE AT HOURLY RATES INDICATED S220 5120 $610 11 $1,320 $,+N 50 6.5880 $915 1111111F2011:; S610 140 52011 $305 11111140 11 51,5601,111111111 SO4 801 $1,80011 S110 Min LS S3D,2OO LACO TOTAL 55,308 __12,321 __22,677 _10,830 $6,985 �50 $6,530 $(111111/111Fb 11' So SMINEMPRIVIRt 512,980 SO 52,440 516,560 51,210 S1,210 535,200 564,650 These rates are valid for work performed prior to December 31, 2020. Work performed after January 1, 2021, and any subsequent year may be billed at the revised rates established for that year. Mileage charges will be based on the IRS Standard Mileage Rate (set at $0.575 effective January 1, 2020; subject to change) plus 10 percent.