HomeMy WebLinkAboutUtility Design Services 2025-08-26COU No. 2526-102
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AGREEMENT FOR
PROFESSIONAL SERVICES
This Agreement, made and entered into this 26th day of August, 2025 (“Effective Date”),
by and between CITY OF UKIAH, CALIFORNIA, hereinafter referred to as "City" and Utility
Design Services, LLC, a limited liability company 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 Aerial Inspection and Fiber Optic Engineering
Support for the Ukiah Gigabit Fiber Project.
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 June 1, 2026 . 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 $337,275. 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 A,
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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 A. 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.
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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.
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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 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 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.
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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 one (1)
year from the date of final approved invoice.
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.
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“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 Consultant's 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
09/04/2025
Kristine Lawler (Sep 4, 2025 08:37:05 PDT)Kristine Lawler 09/04/2025
Utility Design Services, LLC
619 W Pine Street
Lodi, CA 95240
Proposal for Aerial Inspection and Fiber Optic Engineering Support for
the Ukiah Gigabit Fiber Project
Project Overview
The City of Ukiah has initiated the Ukiah Gigabit Fiber Project, which involves the design and
installation of a comprehensive fiber optic system. This project aims to enhance connectivity
across the city, providing high-speed fiber service to residential and commercial properties.
The fiber optic installation will consist of both aerial and underground components, ensuring
robust infrastructure for future growth.
Project Timeline
• Design and Construction Period: Immediate commencement upon contract award.
• Expected Completion Date: December 2026.
Background and Project Understanding
The design engineering firm has developed a thorough understanding of the project
requirements and the responsibilities of the awarded contractor. This section outlines the
anticipated scope of work, which is not included in the design engineering firm's proposal but
serves to clarify the context and expectations for the project.
Engineering Tasks
1.Design Review: Conduct a thorough and timely review of the fiber optic network
design, providing detailed comments on design specifications. Ensure compliance
with City Standards and minimize impacts on existing facilities. (Assume 60 hours)
2.OCalc Pole Modeling: Complete Ocalc modeling for all utility poles impacted by
the fiber optic installation, verifying existing conditions and making structural
determinations on pole adequacy for aerial attachments. (Assume up to 680 poles)
3.Solution Proposals: Propose engineering solutions for sections of the network
where design modifications are necessary, including small redesigns or route
changes. (Assume 50 hours)
Attachment A
4.Submittal Review and Approvals: Review and approve all contractor submittals
for materials and equipment, ensuring compliance with industry standards.
Evaluate and approve construction subcontractors for installation. (Assume 40
hours)
5.Documentation Review: Review the accuracy of all deliverables, including red-line
drawings and splicing records, ensuring compliance for project closeout and future
maintenance. (Assume 40 hours)
Inspection Tasks
6.Pole Replacements: Oversee and manage the replacement of utility poles that fail
to meet requirements for fiber optic attachments, ensuring compliance with safety
standards. (Assume 120 poles)
7.Attend Job Walk: Participate in job walk meetings to assess the project site and
provide technical assistance regarding fiber optic systems integration. (Assume 24
hours)
8.Aerial Inspection: Provide real-time, on-site inspection of installations, ensuring
compliance with project specifications and best practices. Conduct continuous
quality control and verify proper tensioning, spacing, and grounding of attachments.
(Assume 1000 hours)
•Anticipated Inspection Schedule:
•Full-time first 4-weeks: 160 hours
•4 days per week for 2 months: 256 hours
•3 days per week for 3 months: 288 hours
•2 days per week for 3 months: 192 hours
•Total: 896 hours + 15% margin of error = 1030.4 hours (Assume
1000 hours)
9.Quality Assurance: Confirm the accuracy of material quantities and oversee
installation quality for adherence to industry best practices.
10. Safety and Traffic Compliance Review: Conduct inspections to verify compliance
with safety standards, including traffic control and environmental regulations.
11. Fiber Optic Testing Supervision: Oversee testing of installed fiber optics, ensuring
compliance with performance standards.
12. Onsite Assessment of Installed Quantities: Verify that installed quantities match
project design specifications.
13. Standards Compliance Review: Ensure compliance with the National Electric
Safety Code (NESC), General Order 95 (GO95), and General Order 128 (GO128).
14. Field-Level Decision Making: Provide real-time decision-making to minimize crew
downtime and optimize project workflow.
Oversight and Quality Assurance – Utility Design Services LLC
Utility Design Services LLC will provide comprehensive oversight and support throughout the
project lifecycle:
• Design Review: Evaluate proposed fiber system design and recommend adjustments
as necessary.
• Work Order Preparation: Develop plan and specify requirements for pole
replacements and collaborate with City staff on bid specifications.
• Installation Oversight: Supervise installation of both overhead and underground fiber
systems.
• Safety and Compliance Monitoring: Advise the contractor on any violations of safe
work practices and ensure safety protocols are followed.
Schedule
Ukiah Gigabit Fiber Project - Proposed Timeline
Design Review Sept 15 to Dec 1 2025
Submittal Reviews Oct 15 to Nov 1 2025
OCalc Verification Oct 1 to Nov 30 2025
Pole Replacement Oct 1 to Dec 30 2025
Aerial Inspection Dec 1 to June 1 2026
Conclusion
This proposal outlines a detailed plan for the aerial inspection and engineering support for the
Ukiah Gigabit Fiber Project. By adhering to the outlined responsibilities and ensuring
compliance with all relevant standards, we aim to deliver a successful project that enhances
connectivity and meets the needs of the community, while protecting existing City
infrastructure. We look forward to the opportunity to collaborate on this important project.
Please see the attached Cost Proposal and for the services detailed above, along with a
resume for Al Smatsky, owner of Utility Design Services, LLC, demonstrating qualifications to
perform the proposed scope of work.
Utility Design Services REVISED 8/23/25
Projected Hours and Wage Associated with Fiber Optics Project, Ukiah CA 2025/26
8/14/2025
Associate Designer
Billing Rate
($125/hr)
Associate Designer
Billing Rate
($125/hr)
Albert Smatsky
Billing Rate
($165/hr)
Associate Designer
Billing Rate ($/hr)
Albert Smatsky
Billing Rate
($125/hr)
Albert Smatsky Billing
Rate ($187.50/hr)
Associate Designer
Billing Rate
($125/hr)
Associate Designer
Billing Rate ($/hr)
TOTAL
HOURS
TOTAL
DOLLARS
Task
Engineering
Design Review 60 60 $9,900
*O'Calc Pole Modeling 125 125 50 300 $39,500
Solution Proposals 50 50 $8,250
Submittal Review & Approval 30 30 $4,950
Safety & Traffic Compliane Review
Attend Job Walk
****
Pole Replacement Design Plans and
Specifications 200 200 65 NA NA 525 $60,725
Inspection
**Aerial Inspection ST 1056 1035 $129,375
***Aerial Inspection OT 264 50 $9,375
Quality Assurance 10 10 $1,250
Safety & Testing Compliance Review 25 25 $3,125
Fiber Optic Testing Oversight 100 100 $12,500
Assessment Installed Quantities 20 20 $2,500
Standards Compliance Review 10 10 $1,250
Field Level Decision Making NA NA
Document Review 25 25 $3,125
Lodging @ $200/n 132 132 $26,400
Mileage Federal 2025/26 Rate $8,550
Meal Allowance @ $120/d 132 132 $16,500
2240 $337,275
*Hours based on 700 poles
** Hours based on 8 months of on-site inspection, as discussed
*** Overtime rate of pay to be paid at: $187.50/hr (Inspection Only)
**** Hours based on 110 pole replacements
NOTE:
Travel and Subsistence cost are to be paid per DIR 11.00
Federal mileage 2025/26 @ $0.70 per mile
ENGINEERING TASKS INSPECTION TASKS