HomeMy WebLinkAbout4.09 FreewayUnderpassDesig
CITY CLERK
File # nrøIOlDl-~DJ
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: August 16, 2005
SUBJECT:
Agreement with aRK Associates for Design Services, Freeway
Underpass Artwork Lighting, Phase 2
Report Pre pored by: Diane Lowarr, Park & Community Services Dlr.
ATTACHMENTS:
Resolution and Proposed Agreement
RECOMMENDATl0C .~
FINANCIAL STATEMENT:
Adopt resolution approving agreement with BRK Associates
Sufficient funds have been budgeted in the Freeway Underpass Art
Capital Improvement Project
DESCRIPTION: The Freeway Underpass Art project, including lighting under the
1-680 undercrossings at Dublin Boulevard and Amador Valley Boulevard, was completed during the 2003-
2004 fiscal year. Since elements of the mural were extended to some of the bridge abutments that face
oncoming traffic, it is recommended that lighting also be installed on these approaches.
This agreemem would provide for design services related to this second phase oflighting. BRK Associates
is previously known to the City as the designer of the lighting improvements recently installed in the
Council Chambers, which work was successful and well-received.
The proposal from BRK Associates indicates a proposed cost of $5,200 for the services outlined. Staff
recommends utilizing a not-to-exceed contract amoum of$6,000 to cover minor contingencies. The
project budget for consulting design services is $6,050.
Staff recommends that the City Council adopt the resolution approving the agreement with BRK
Associates.
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g:\oonsultantslhrk\ageJlda statement agreement
COPIES TO: Joseph Pho, BRK Associates
ITEMNO.~
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RESOLUTION NO. -05
A RESOLUTION OF mE CITY COUNCIL
OF THE CITY OF DUBLIN
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APPROVING AGREEMENT WITH
BRK ASSOCIATES
FOR CONSUL TlNG SERVICES
WHEREAS, the 2005-2006 update of the Capitallmprovement Program includes funding for
additional lighting for the fteeway underpass murals; and
WHEREAS, BRK Associates has provided a proposal for design services for the addition to the
lighting system; and
WHEREAS, the terms and conditions of said proposal and said agreement for services are
acceptable to the City and BRK Associates;
NOW, TIIEREFORE, BE IT RESOLVED that the City Council of the City ofOublin approves the
agreement with BRK Associates which is attached hereto as Exhibit A;
BE IT FURTIIER RESOLVED that the Mayor is authorized to execute the agreement.
PASSED, APPROVED AND ADOPTED this 16th day of August, 2005.
AYES:
NOES:
ABSENT:
ABST AINlNG:
Mayor
ATTEST:
City Clerk
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CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBUN AND BRK ASSOCIATES, INC.
THIS AGREEMENT for consulting services is made by and between the CITY OF DUBLIN ("City")
and BRK Associates, Inc. ("Consultanr) as of August 16, 2005.
SectIon 1. SERVICES. Subject to the tenns and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Wor!( attached as ~hibit A at the time and
place and in the manner specified therein. In the event of a conflict in or inconsistency between the tenns
of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Tenn of Services. The term of this Agreement shall begin on the date first noted above
and shall end on June 30, 2006, the date of completion specified in Exhibit A and
Consultant shall complete the war!< described in Exhibit A prior to that date, unless the
tenn of the Agreement is otherwise terminated or extended, as provided for in Section 8.
The time provided to Consultant to complete the services required by this Agreement shall
not affect the City's right to tenrinate the Agreemen~ as provided for in Section 8.
1.2 standard of Pet1onnance. Consultant shall perfOrm all services required pursuant to
this Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged in the geographical area in
which Consultant practices its profession. Consultant shall prepare all wor!( products
required by this Agreement in a substantial, first-class manner and shall conform to the
standards of quality normally ObselVed by a person practicing in Consultant's profession.
1.3 Assianment of PØI'IOnnel. Consultant shaH assign only competent personnel to perform
services pursuant to this Agreement In the event that City, in its SOle discretion, at any
time during the term of this Agreemen~ desires the reassignment of any such persons,
Consultant shall, Immediately upon receiving notice from C"1Iy of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to
this Agreement as may be reasonably necessary to meet the standard of performance
provided in Section 1.1 above and to satisfy Consultant's obligations hereunder.
Consultant shall not be responsible for delays beyond Consultant's reasonable control.
SectIon 2. ~$ATlON. City hereby agrees to pay Consultant a sum not to exceed Six
Thousand Dollars and No Cents ($6,000), notwithstanding any contrary indications that may be contained
in Consultant's proposal, for services to be performed md reimbursable costs incurred under this
Agreement In the event of a conflict between this Agreement and Consultant's proposal, attached as
~hi~~ ~ regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant
for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The
payments specified below shall be the only payments from City to Consultant for selVlces rendered
pursuant to this Agreement Consultant shall submit all invoices to City in the manner specified herein.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
Ex h,\ Io::t Å ð6 ~::;:,o Lu--f-Ì.0YI
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Except as specifically authorized by City, Consultant shall not bill City for duplicate services performed by
more than one person,
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultanfs estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant Consequently, the parties
further agree that compensation hereunder Is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responSibility for such contributions beyond compensation required under this Agreement
2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the
term of this Agreemen~ based on the cost for services peñormed and reimbursable costs
incurred prior to the invoice date, Invoices shall contain the following information:
· Clear numerical identification, with no duplication of numbefing;
· The beginning and ending dates of the billing period;
· A Task Summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
· The Consultanfs signature.
2.2 MonthlY Pavmenl City shan make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have 30 days from the receipt of an invoice that complies with all of the requirements
above to pay Consultant
2.3 Total Pmnenl City shall pay for the services to be rendered by Consultant pursuant to
this Agreement, City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement City shall make
no payment for any extra, further, or additional service pursuant to this Agreement
In no event shall Consultant submit any invoice for an anount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a property
executed change order or amendment
2.4 Hourly F.... Fees for wort< performed by Consultant on an hourty basis shall not exceed
the amounts shown on the compensation schedule attached hereto as Exhibit B.
2.5 Rgimbursable. ExDlns.. Reimbursable expenses are included in the total amount of
compensation provided under this Agreement that shall not be exceeded.
2.6 Pavment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16,2005
Page 2 of 13
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2.7 Payment uoon Tennlnation. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8. the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incuITed klr wolk satisfactorily completed
as of the date of written notice of termination. Consultant shall maintain adequate logs
and timesheets in order to verify costs incurred to that date.
2.8 Authorization to Perfonn ServIces. The Consultant is not authorized to perform any
selVices or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
2.9 Rate AdJustments. Consultant will be entitled to an annual rate adjustment upon each
annual anniversary of this Agreement, the amount of said increase to be approved by the
City. The base for computing the adjustment shall be the Consumer Price Index for Urban
Wage Earners for the San Francisco.Oakland Bay Area published by the U.S. Department
of Labor, Bureau of Labor Statistics (Index) which is published for the year ending In
February. If the Index has increased over the Index for the prior year, the rates for the
following year shall be established by multiplying the rates for the current year by a
fraCtion, the numerator of which is the Renewal Index and the denominator of which is the
Index for the preceding year. In no case shall the adjusted rates be less than the initial
rates as set forlh in Exhibit B. A sample calculation is set forth below. The Public Works
Director shall calculate the adjusted rate on each anniversary date of this agreement and
shall provide notice to Consultant of such new rates.
SAMPlE CALCULA110N: (Using 1% Index Increase as an example)
$150.00lhr
1.501hr
$151.501hr
SectIon 3. f~ÇI"I11~1i ANP EQU,PMENT, Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to peñorm the selVices
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
HOURLY CHARGE RATE
INDEX INCREASE (Assuming 1%) 150 x .01 = 1.50
City shall fumish physical facilities such as desks, flUng cabinets, and conference space, as may be
reasonably necessary for Consultanfs use while consulting with City employees and reviewing records
and the information in possessiOn of the City. The location, quantity, and time of furnishing those facilities
shall be in the sole discretion of City. In no event shall City be obligated to fumish any facility that may
involve incuning any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehictes, and reproduction facilities.
Section 4. 1M.Y..I3.ðNÇE REQUIREMENTS, Before beginning any work under this Agreement,
Consultant, at its own cost and expense, shall procure 'occurrence coverage' insurance against claims
for injuries to persons or damages to property that may arise from or in connection with the peñonnance
of the work hereunder by the Consultant and its agents, representatives, employees, and subcontractors.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 3 of 13
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Consultant shall provide proof satisfactofy to City of such insurance that meets the requirements of this
section and under forms of insurance satisfactory in all respects to the City. Consultant shall maintain
the insurance policies required by this section throughout the term of this Agreement The cost of such
insurance shall be included in the Consultanfs bid. Consultant shall not allow any subcontra:lor to
commence work on any subcontract until Consultant has obtained all insurance required herein for the
subcontractor(s) and provided evidence thereof to City. Verification Of the required insurance shall be
submitted and made part of this Agreement prior to execution.
4.1 Workers' Gomøenaatlon. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any
and all persons employed direc1ly or indirectly by Consultant The Statutory Workers'
Compensation Insurance and Employer's Liability Insurance shall be provided with limits
Of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident In the alternative,
Consultant may rely on a self-insurance program to meet those requirements, but only if
the program of self-insurance complies fully with the provisions Of the California Labor
Code. Detennination of whether a self-insurance program meets the standards of the
Labor Code shall be SOlely in the discretion Of the Contract Administrator.
An endorsement shall state that coverage Shall not be canceled except after thirty (30)
days' prior written notice by U.S. mail has been given to the City. Consultant shall notify
City within 14 days of notification rom Consultanfs insurer if such coverage is suspended,
voided or reduced in coverage or in limits.
4.2 Commercial General and Automobile LiabilitY Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term Of thiS
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00)
per occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement If a Commercial General Liability Insurance form
or other form with a general aggregate limit is used, either the general aggregate
limit shall apply separately to the work to be performed under this Agreement or
the general aggregate limit shall be at least twice the required occurrence limit.
Such coverage shall include but shall not be limited to, protection against claims
arising from bodily and personal injury, including death resulting therefrom, and
damage to property resulting from activities contemplated under this Agreement
including the use Of owned and non-owned automobiles.
4.2.2 Minimum ICOD8 of coveraae. Commercial general coverage shall be at least
as broad as Insurance Services OIIice Commercial General Liability occurrence
form CG 0001 (ed. 11/88) or Insurance Services Office form number GL 0002 (ed.
1/73) covering comprehensive General Liability and Insurance Services omce
form number GL 0404 covering Broad Form Comprehensive General Liability.
Automobile coverage shall be at least as broad as Insurance Services omce
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16,2005
Page 4 of 13
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Automobile liability fonn CA 0001 (ed. 12190) Code 8 and g ("any autoj. No
endorsement shall be attached limiting the coverage.
4.2.3 Additional reaulrementl. Each of the following shall be included in the
insurance coverage or added as an endorsement to the policy:
a. City and its officers, employees, agents, and volunteers shall be covered
as additional insureds with respect to each of the following: liability arising
out of activities performed by or on behalf of Consultant inCluding the
insured's general supervision of Consultant; products and completed
operations of Consultant; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant.
The coverage shall contain no special limitations on the scope of
protection afforded to City or its officers, employees, agents, or
volunteers.
b. The insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
c. An endorsement must state that coverage is primar¡ insurance with
respect to the City and its officers, ollicials, employees and volunteers,
and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
d. Any failure of CONSULTANT to comply with reporting provisions of the
policy shall not affect coverage provided to CITY and its officers,
employees, agents. and vOlunteers.
e. An endorsement shall state that coverage shall not be canceled except
after thirty (30) days' priOr written notice by U.S. mall has been given to
the City. Consultant shall notify City within 14 days of notification from
Consultanfs insurer if such coverage is suspended, voided or reduced in
coverage or in limits.
4.3 Professional liabilItY Inlurance. Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement protessionalliability insurance for
licensed professionals perfonning work pursuant to this Agreement in an amount not
less than ONE MILLION DOLLARS ($1,000,000) covering the licensed professionals'
errors and omissions.
4.3.1 Any deductible or self-insured retention shall not exceed $150,000 per claim.
4.3.2 An endorsement shall 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 U.S. mail has been given to the City.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 5 of 13
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4.3.3 The following provisions shall apply if the professional liability coverages are
written on a Claims-made fonn:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement
b. Insurance must be maintained and evidence of insurance must be
provided for at least five years after completion of the Agreement or the
worK, so lOng as corrvnercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made poliCy form with a reIroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five years after completion of the Agreement or the worK.
The City shall have the tight to exercise, at the Consuttant's sole cost and
expense, any extended reporting provisions of the policy, if the Consultant
cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
prior to the commencement of any work under this Agreement
4.4 All Policies Reaulrements.
40'.1 AcceatAdlllitv of insurers. All insurance required by this section Is to be placed
with insurers with a Bests' rating of no less than A:VlI.
4.4.2 Verification of COV8I'ICII. Prior to beginning any work. under this Agreement,
Consultant shall furnish City with certificates of insurance and with original
endorsements effecting coverage requi'ed herein. 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 City reserves the tight to
require complete, certified copies of all required insurance policies, at any time.
404.3 $ubcontrlctora. Consultant shall include all subcontractors as insureds under
its policies or shall furnish separate certificates and endorsements tor each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.4 Variation. The City may approve a vaiation In the foregoing insurance
requirements, upon a determination that the coverages, scope, limits, and tonns
of such insurance are either not commercially avaitable, or that the City's interests
are otherwise fully protected.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 6 of 13
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404.5 Deductible. and Self·lnsured Retention.. Consultant shall discloSe to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the serviCes or worK called for by any term of this Agreement
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-Insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self·insmd retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
404.6 ~otiC8 of Reduction in Coveraae. In the event that any coverage required
by this section is reduced, limited, or materially affected in any other manner,
Consultant shall provide written notice to City at Consultanfs earliest possible
opportunity and in no case later than five days after Consultant is notified of the
change in coverage.
4.5 Remecllu. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exen::îse any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
ConsultanfS breach:
· Obtain such insurance and deduct and retain the arrount of the premiums for suCh
insurance from any sums due under the Agreement;
· Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment
until Consultant demonstrates compliance with the requirements hereof, and/or
· Terminate this Agreement
Section 5. INDEMNIFICA flOt.! Atoll;) CON$UL TANrS RESPONSlEIIUT1ES. Consultant shall
indemnify, defend with counsel selected by the City, and hold harmless the City and its officialS, officers,
employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions,
danages, and causes of action arising out of any personal injury, bodily injury, loss oflffe, or damage
to property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, in
whole or in part, by the willful misconduct or negligent acts or omiSsions of Consultant or its employees,
subcontractors, or agents, by acts for which they could be held sbictly liabte, or by the quality or character
of their work. The foregoing obligation of Consultant shall not apply when (1) the injury, loss of life,
damage to property, or violation of law arises wholly from the negligence or willful misconduct of the
City or its officers, employees, agents, or volunteers and (2) the actions of Consultant or its employees,
subcontractor, or agents have contributed in no part to the injury, loss of life, damage to property, or
Consulting Services Agreement between
City of Dubtin and BRK Associates, Inc.
August 16. 2005
Page 7 of 13
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violation of law. It is understood that the duty of ConsultanUo indemnify and hold harmless includes the
duty to defend as set forth in SectIon 2778 of the Califomia Civil Code. Acceptance by City of insurance
certificates and endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold hamless clause. This indemnification and hold harmless clause shall
apply to any damages or claims for damages whether or not such insurance policies shall have been
determined to apply. By execution of thiS Agreement, Consultant acknowledges and agrees to the
proviSions of this Section and that it is a material element of consideration.
In the event that Consultant or any employee. agent or subcontractor of Consultant providing services
under this Agreement is determined by a court of competent jurisdiction or the California Public Employees
Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer conbibutlons
for PERS benefits on behalf of Consultant or its emplOyees, agents, or subcontractors, as well as for the
payment of any penalties and interest on such conbibutions, which would otherwise be the responsibility
of City.
SectIon 6. &'fA TVS OF CONSULTANT.
6.1 I )dtmelldent Contractor. At all times during the term of this Agreement, Consultant
shall be an independent contractor and shall not be an employee of City. City shall have
the right to control Consultant only Insofar as the resulls of Consultanfs services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qual"tfy for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public EmplOyees Retirement System
(PERS) as an employee of City and entitlement to any conbibution to be paid by City for
employer conbibutions and/or elT1lloyee contributions for PERS benefits.
6.2 Con8ultant No Aaent. Except as CJty may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Consultant shall have no authority, express or implied, pursuant to this Agreement
to bind City to any obligation whatsoever.
Section 1. leGAL REQ!,IIRI;MENTS.
1.1 Governing Law. The laws of the State of California shall govern this Agreement.
1.2 ComDllance with ADDlicable Laws. Consultant and any subcontractors shaH comply with
all laws applicable to the performance of the work hereunder.
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 8 of 13
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7.3 Other Governmental Reaulatlons. To the extent that this Agreement may be funded
by fiscal assistance from another governmental entity, Consultant and any subContractors
shall comply with all applicable rules and regulatiOns to which City is bound by the tenns of
such fiscal assistance program.
7.4 Licenses and Perrnit$. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subContractors have all licenses, pennits, qualifications,
and approvals of whatsoever nature that are legally required to practice their respective
professions. Consultant represents and WCITants to City that Consultant and its
employees, agents, any subcontractors shall, at their SOle cost and expense, keep in
effect at all times during the term of this Agreement any licenses, pennils, and approvals
that are legally required to practice their respective professions. In addition to the
foregoing, Consultant and any subcontractors shall obtain and maintain during the tenn
of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination Ind EGull OoDortunitv. Consultant shall not discriminate, on the
basis of a person's race, religion, color, natiOnal origin, age, physical or mental handicap
or disability, medical condition, mirial status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall Include the provisions of this Sub$ec1ion in any subcontract approved by
the Contract Administrator or this Agreement
Section 8,
TERMINATION AND MODlFlCADQN.
8.1
Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement upon thirty (30) days' written notice to City and
shall inClude in such notice the reasons for cancellation.
In the event of tennination, Consultant shall be entitled to compensation for services
performed to the effective date of tennination; City, however, may condition payment of
such compensation upon Consultant delivering to City any or all documents, photographs,
computer softWIR, video and audio tapes, and other materials provided to Consultant or
prepared by or for Consultant or the City in connection with this Agreement
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 9 of 13
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8.2 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.3 Asslanment and Subcontractina. City and Consultant recognize and agree that this
Agreement contemplates personal perfonnance by Consultant and is based upon a
determination of Consultant's unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not subcontrld any portion of the
performance contemplated and provided for herein, other than to the subcontractors noted
in the proposal, without prior written approval of the Contract Administrator.
SA SulVlval. All obligations arising prior to the tennination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall
survive the termination of this Agreement
8.5 O*ns UDOn l;lreacþ by Consulta!nl If Consultant materially brea::hes any of the terms
of this Agreement, City's remedies shall included, but not be limited to, the following:
8.5.1 Immediately terminate the Agreement;
8.5.2 Retain the plans, specifications, drawings, reports, design documents, and any
other worK product prepnd by Consultant pursuant to this Agreement
8.5.3 Retain a different consultant to complete the worK described in Exhibit A not
finished by Consultant; or
8.SA Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount
that City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS Qf ßl:CQRQ$·
9.1 Records Created as Part of Consultant's PlIfonnallC8. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies. specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains plJ'Suant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents, if requested and not previously delivered, to the City upon termination of
the Agreement It is understood and agreed that the documents and other materials,
including but not limited to those desaibed above, prepared pursuant to this Agreement
are prepared specifically for the City and are not necessarily suitable for any future or other
use and may not be used for any other projects. City and Consultant agree that, until final
Consulting Services Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 10 of 13
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approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
parties.
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers,
books of account, invoiCeS, vouchers, canceled checks, and other records or documents
evidencing or relating to chll'ges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement
9.3 InsDdon and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
andlor copying at any time during regulll' business hours, upon oral or written réquest of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the
Agreement shall be subject to the examination and audit of the State Auditor, at the
request of City or as part of any audit of the City, for a period of three (3) years after final
payment under the Agreement
Section 10 MlSCELLANEQUS PRQYIª,Q~$,
10.1 AttomIYS' F.... If a party to this Agreement brings any action, including an action for
declaratory relief, to entorce or interpret the provision of this Agreement, the prevailing
party shall be entiUed to reasonable atlomeys' fees in addition to any other relief to which
that party may be entiUed. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either paty brings any don against the other under this
Agreemen~ the parties agree that trial of such action shaH be vested exclusively in the
state courts of California In the County of Alameda or in the United States District Court
for the Northam District of California.
10.3 $everabllity. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of
this Agreement.
10.4 fiR lmøll~ W,1ver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement
10.5 Successors and Assions. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
Consulting SelViCeS Agreement between
City of Dublin and BRK Associates, Inc.
August 16, 2005
Page 11 of13
1~ltt
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.1 Conflict of Interest. Consultant may serve other cHents, but none whose activities
within the corporate limits of City or whose business, regardless of location, would place
Consultant in a "connict of interest" as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not emplOy any City official in the work performed pursuant to this
Agreement No officer or employee of City shaD have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby wæants that it is not now, nor has it been in the previous twelve
(12) months, an employee, agent appointee, or official of the City. If Consultant was
an employee, agent, appointee, or official of the City In the previous twelve months,
Consultant warrants that it did not participate In any manner In the forming of this
Agreement Consultant understands that, if this Agreement is made in violation of
Government Code §1090 I3t.seq., the entire Agreement Is void and Consultant WIll not be
entitled to any compensatiOn for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and,
if applicable, will be disqualified from holding public office in the State of California.
10.8 So&citltion. Consultant agrees not to soliCit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Admlnllltrallon. This Agreement shall be administered by Melissa Morton,
Public Works Director ("Contract Administrator"). All correspondence shall be directedoto or through the Contract Administrator or his or her designee.
10.10 Notices. Any written notice to Consultant shall be sent to: Joseph Pho
BRK Associates, Inc.
1290 B Street Suite 209
Hayward CA 94541
Any written notice to City shall be sent to:
Melissa Morton
City of Dublin Public Works
100 Civic Plaza
Dublin, CA 94568
10.11 Professional Seal. Where applicable in the detennination of the contract administrator,
the nrst page of a technical repoIt first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
Consulting Services Agreement between
City of Dublin and BRK AsSOCiates, Inc.
August 16.2005
Page 12 of 13
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibiftty," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Intearation. This Agreement including the scope of work attached hereto and
incorporated herein as Exhibit A, represents the entire and integrated agreement between
City and Consultant and supersedes all prior negotiations, representations, or agreements,
either written or oral.
CITY OF DUBLIN
CONSULTANT
Janet Lockhart, Mayor
Attest
(Name, TItle)
Fawn Holman, City Clerk
Approved as to Form:
Elizabeth Silver. City Attorney
G:\Engr-conlra<;t\slandard consutting _01 RËVISËD (Juno 20(4).doc
Consulting SelVices Agreement between
CIty of Dublin and BRK Associates, Inc.
August 16, 2005
Page 13 Of 13
t ~'D lq
IG~lq
EXHIBIT A
SCOPE OF SERVICES
To provide Electrical Engineering services for design of Freeway Underpass Artwor1l Lighting project,
second phase, including services as listed in proposal dated July 26, 2005.
Consulting Services Agreement between
City of Dublin and RBF Consulting-Exhibit A
August16,200S
Page 1 of1
{/oDD 't1
EXHIBIT B
COMPENSATION SCHEDULE
Compensation shall be paid per the attached proposal dated July 26, 2005. Services as ouUined in Section
A of proposal shall not exceed $5,200. Total cost of services related to subject project shall not exceed
$6,000.
G:\Engr-<:Qfl1nlct\standord c:onsuffing 09_ REVISED (..... 2004).œc
Consulting Services Agreement between
City Of Dublin and RBF Consulting-Exhibit B
August 16, 2005
Page 1 Of 1
B·R·K
I1Þblq
ASSOCIATES, INC.
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~LEG1'RIC,H ENGIi'IEEFlING
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, .'," W,'. ,~ 1\ '¿ '1;,'\10 ',~~
July, 26, 2005
Ms. Ginger Russell
City of Dublin
100 Civic Plaza
Dublin CA 94568
Project: Artwork Lighting
Subject: Electrical Engineering Fee Proposal for Lighting Design
Dear Ms. Russell:
We are pleased to submit the following fee proposal for lighting design services for the additional
lighting for the overpass artwork at interstate 680, Dublin boulevard and Amador Valley boulevard.
A. Basic Services to be Provided bv BRK Associates, Inc.:
I. On~ site visit to review existing conditions.
2. Performance of lighting calculations.
3. Selection of lighting fixture(s).
4. Prepare lighting plan and branch circuitry.
5. Preparation of electrical construction specifications (these may he incorporated on the
drawings set).
6. Prepare details, as deemed necessary, to elarify installation requirements.
7. Review :;hop drawings and submittal data for gcneral compliance with electrical contract
documents.
8. Respond to field questions and prepare clarification insITuctions as required,
B. Extra Services Not Included:
I. Redesign or modification of the project criteria for reasons not thc fault ofBRK
A:;sociatcs, Tnc,
2. Reproduction of documents (except as required for ti,e presentation).
3. Messenger service charges.
1290 B Str(:ct, Suite 209 I-l;:l.yw<lrd, C,lifurni¡,¡ 94541 Tel S10 881;1,,7770 l\'lx 510 869,-7791
/C? r;¡j i
Ms. Ginger Russell
City of Dublin
Electrical Engineering Fee Proposal - Artwork Lighting
July 26,2005
Page 2
4. Preparation of electrical maintenance or operating cost studies.
5. Preparation of project record ("as-built") drawings.
c. Materials and Services Fumishcd bv The Citv of Dublin:
I. Existing electrical drawings showing existing fixture lypes, circuitry and lighting control.
D. Terms and Conditions of Service:
I. BRK Associates, Inc. mahs no warranty, either expressly or implied, as to its findings,
recommendations, specifications or professional advice, except that these were
promulgated after being prepared in accordancc with generally accepted professional
engineering practices.
2. Third Party Liability: BRK Associates, Jnc. does not guarantee the completion of
performance contracts by the construction contractor(s) or other third parties, nor is it
responsible for their acts or omissions, or for the safety of the contractor(s) work.
3. Jnsurance Limits: Following are insurance coverages in effect for BRK Associates, Inc.
Should greater amounts of insurance be rcquired than what is shown, an upward
adjustment of quoted fee will be necessary.
a. General Liability
1)
2)
Each Occurrcnce:
Gcneral Aggregate:
$ 1,000,000
$ 2,000,000
b. Automobile Liability: $ 1,000,000
c. Workers Compensation: $1,000,000
d, A&E Professional Liability Covcrage:
I) Per Claim: $ 1,000,000
2) Aggregate: $ 1,000,000
4. Segregation of Contract: The quoted fee and fec apportionments are predicated upon a
single contract covering all the work described herein.
5. Documents: Thc drawings and specifications prepared by thc BRK Associates, Inc. are
instrumcnts of service to be used only for the spccific project(s) covered by this
agreemcnt.
1'r'1; I 'f
Ms. Ginger Russell
City of Dublin
Electrical Engineering Fee Proposal - Artwork Lighting
July 26, 2005
Page 3
6_ A11 drawings as we11 as calculations shaH remaio the property ofBRKAssociales, Inc.
7. This proposal is valid for a period of sixty (60) days.
E. Compensation:
I. Services oullined in Paragraph A, will be performed for the individual lump sum fee of
$5,200.
2. Extra Service charges wil1 be done at the folJowing hourly ratcs:
Principal Engineer:
Principal Designer:
Drafter:
Administrative:
$145.00
$115.00
$65.00
$50.00
3. Reimbursable Expenses: Reimbursable non-salary expenses shall include travel and
subsistcnce outside ofthe San Francisco Bay Area, long distance communication and
delivery charges and the expense of reproducing drawings, specifications or other docu-
ments except as required for in-house use. Reimbursable expenses shal1 be bil1ed at cost
plus ten percent.
4. Payment: Invoices for services and reimbursable expenses will be issued monthly and
shall be due and payable within thirty (30) days.
Thank you for the opportunity to be of service and we look forward to working with you.
Very tr~~rs,
({)J . (
JOsC, rho ...J-.v1""/
Principal
Accepted by:
Date:
City of Dublin