HomeMy WebLinkAboutReso 31-04 FalonSportsPkMstrPln RESOLUTION NO. 31 - 04
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING AN AGREEMENT WITH CARDUCCI ASSOCIATES
FOR DESIGN SERVICES FOR THE
FALLON SPORTS PARK MASTER PLAN
WHEREAS, the City of Dublin has solicited requests for proposal for design services for the
Fallon Sports Park Master Plan; and
WHEREAS, the City has received twelve proposals for design services; and
WHEREAS, Staffhas short listed and interviewed five qualified firms; and
WHEREAS, Carducci Associates has demonstrated they have adequate ability to perform said
design services; and
WHEREAS, consultants is available to perform work as specified by the Request for Proposal;
and
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does
approve the agreement with the above mentioned firm, attached hereto as Exhibit A.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute the agreements.
PASSED, APPROVED AND ADOPTED this 2nd day of March 2004
AYES: Councilmembers McCormick, Oravetz, Zika, and Mayor Lockhart
NOES: None
ABSENT: Councilmember SbrantiABSTAIN: None ~~h~~~~~
ATTEST: ~_ ~2ity_.~er¢~-~-- ~/ Mayor
K2/G/3-2-04/reso-carducci.doc (Item 7.1)
CONSULTING SERVICES AGREEMENT BETVVEEN
.THE CITY OF DUBLIN AND
CARDUCCl & ASSOCIATES. INC
THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City") and
Carducci & Associates, Inc. ("Consultant") as of ,2004.
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and
place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms
of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the date first noted above
and shall end upon completion of scope of services specified in Exhibit A, and Consultant
shall complete the work described in Exhibit A prior to that date, unless the term 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 terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. 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 work products
required by this Agreement in a substantial, first-class manner and shall conform to the
standards of quality normally observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall 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 Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City 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.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed Ninety-
seven thousand dollars ($97,000.00), notwithstanding any contrary indications that may be contained in
Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement.
In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A,
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 services rendered pursuant to this
Agreement. Consultant shall submit all invoices to City in the manner specified herein. Except as
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EXHIBIT A
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 u pon Consultant's estimated costs of providing the services required hereunder,
including salaries and benefits of em ployees 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 dudng the
term of this Agreement, based on the cost for services performed and reimbursable costs
incurred pdor to the invoice date. Invoices shall contain the following information:
· Serial identifications of progress bills; i.e., Progress Bill No 1 for the first invoice,
etc.;
· The beginning and ending dates of the billing period;
· A Task Summary containing the odginal contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
· At City's option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
· Th e total number of hours of work performed under the Agreement by Consultant
and each employee, agent, and subcontractor of Consultant performing services
hereunder, as well as a separate notice when the total number of hours of work by
Consultant and any individual employee, agent, or subcontractor of Consultant
reaches or exceeds 800 hours, which shall include an estimate of the time
-necessary to complete the work described in Exhibit A;
· The Consultant's signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices recei,~ed, 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 Final Payment. City shall pay the last 10% of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to City of a
final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. 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.
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In no event shall Consultant submit any invoice for an .amount 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 properly
executed change order or amendment.
Hourly Fees. Fees for work performed by Consultant on an houdy basis shall not exceed
the amounts shown on Exhibit B
2.6 Reimbursable Expenses. Reimbursable expenses are specified as part of Exhibit B, and
shall not exceed ten thousand dollars ($10,000). Expenses not listed in Exhibit B are not
chargeable to City. Reimbursable expenses are included in the total amount of
compensation provided under this Agreement that shall no! be exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
2.8 Payment upon Termination. 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 incurred for work satisfactorily completed as
of the date of wdtten notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.9 Authorization to Perform Services, The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the .Contract Administrator.
Section 3, FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that' may be necessary to perform the services
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.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant's 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 furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE 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 performance of the
work hereunder by the Consultant and its agents, representatives, employees, and subcontractors:
Consultant shall provide proof satisfactory 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
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insurance policies required by this section throughout the term of this Agreement, The cost of such
insurance shall be included in-the Consultant's bid. Consultant shall not allow any subcontractor 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' Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Corn pensation Insurance and Employer's Liability Insurance for any
and all persons employed directly 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. Determination of whether a self-insurance program meets the standards of the
Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if
insurance is provided, or the Consultant, if a program of self-insurance is provided, shall
waive all rights of subrogation against the City and its officers, officials, employees, and
volunteers for loss arising from work performed under this Agreement.
An endorsement shall state that coverage shall not be canceled except after thirty (30)
days' prior written notice by certified mail, return receipt requested, has been given to the
City. Consultant shall notify City within 14 days of notification from Consultant's 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 sing le limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability 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 scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office 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 Office form
number GL 0404 covering Broad Form Comprehensive General Liability.
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Automobile coverage shall be at least as broad as Insurance Services Office
Automobile Liability form CA0001 (ed. 12/90) Code 8 and 9 ("any auto*). No
endorsement shall be attached limiting the coverage.
4.2.3 Additional requirements. 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, em ployees, 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 primary insurance with
respect to the City and its officers, officials, 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 corn ply 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 certified mail, return receipt
requested, has been given to the City. Consultant shall notify City within
14 days of notification from Consultant's insurer if such coverage is
suspended, voided or reduced in coverage or in limits.
4.3 Professional Liability Insurance. Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement professional liability insurance for
licensed professionals performing 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 ~n limits, except after thirty (30)
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days' prior wdtten notice by certified mail, return receipt requested, has been given
to'the City. _
4.3.3 The policy must contain a cross liability or severability of interest clause.
4.3.4The following provisions shall apply if the professional liability coverages are
written on a claims-made form:
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 commercially 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 retroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five year~ after completion of the Agreement or the work.
The City shall have the right to exercise, at the Consultant'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 Requirements,
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work 'under this Agreement,
Consultant shall furnish City with certificates of insurance and with original
endorsements effecting coverage required 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 right to
require complete, certified copies of all required insurance policies, at any time.
4.4.3 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.4 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverages, scope, limits, and forms of
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such insurance are either not commercially available, or that the City's interests
are otherwise fully protected..
4.4.5 Deductibles and Self-Insured Retentions. 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 wdtten
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-insured 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.
4.4.6 Notice of Reduction in Coverage. 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 Consultant's earliest possible
opportunity and in no case later than five days after Consultant is notified of the
change in coverage.
4.5 Remedies. 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 exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant's breach:
· Obtain such insurance and deduct and retain the amount 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. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. 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,
damages, and causes of action arising out of any personal injury, bodily injury, loss of life, 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 strictly liable, 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
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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
violation of law. Itis understood that the duty of Consultant to indemnify and hold harmless includes the
duty to defend as set forth in Section 2778 of the California 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 harmless 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 subcontrac[or 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 contributions
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 contributions, which would otherwise be the responsibility of
City.
Section 6, STATUS OF CONSULTANT.
6.1 Independent Contractor, At all times dudng 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 results of Consultant's services rendered
pursuant to this Agreement' and assignment of per~sonnel 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 em ployees, agents, and subcontractors providing services under this
Agreement shall not qualify 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 contribution to be paid by City for
employer contributions and/or employee contributionS for PERS benefits.
6.2 Consultant No Agent. Except as City '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 7, LEGAL REQUIREMENTS,
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
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7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. 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 terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant arid
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals of whatsoever nature that are legally required to practice their respective
professions. Consultant represents and warrants 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, permits, 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 term of this
Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person's race, religion, color, r~ational origin, age, physical or mental handicap or
disability, medical condition, marital 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 Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of.termination; City, however, may condition payment of
such compensation upon Consultant delivering to City any or all documents, photOgraphs,
computer software, video and audio tapes, and other materials provided to Consultant or
prepared by or for Consultant or the City in connection with this Agreement.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
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written amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this
Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no
obligation to reimburse Consultant for any otherwise reimbursable expenses incurred
during the extension period.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assignment and Subcontracting.. City and Consultant recognize and agree that this
Ag reement contemplates personal performance 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 subcontract 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.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If' Consultant materially breaches any of the terms
of this Agreement, City's remedies shall included, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
8.6.4 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 OF RECORDS.
9.1 Records Created as Part of Consultant's Performance. 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
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Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the_City..Consultant hereby ag tees to deliver
those documents 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 described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final 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 charges 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 Inspection 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,
and/or copying at any time during regular business hours, upon oral or written request 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 MISCELLANEOUS PROVISIONS.
10.1 Attorneys' Fees. If a party to this Agreement bdngs any action, including an action for
declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing
party shall be entitled to reasonable attorneys' fees in addition to any other relief to which
that party may be entitled. 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 party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County Alameda or in the United States District Court for
the Northern District of California.
10.3 Severability. 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.
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10.4 'No Implied Waiver 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 Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
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.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of lOcation, would place
Consultant in a "conflict 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 shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby warrants 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 et. 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 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
1029 Contract Administration. This Agreement shall be administered by the Parks and
Facilities Development Manager ("Contract Administrator"). All correspondence shall be
directed to or through the Contract Administrator or his or her designee.
10.10 Notices. Any written 'notice to Consultant shall be sent to:
Carducci & Associates
ATTN: Vincent P. Lattanzio, Principal
555 Beach Street, Foudh Floor
San Francisco, CA 94133
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc. Page 12 of 13
Any wdtten notice to City shall be sent to:
City of Dublin, Parks and Community Services
ATTN: Herma Lichtenstein, Parks and Facilities Development Manager
100 Civic Plaza
Dublin, CA 94568
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibit A, re presents 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 Vincent P. Lattanzio, Princi pal
Attest:
Kay Keck City Clerk
Approved as to Form:
Elizabeth Silver, City Attorney
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc. Page 13 of 13
EXHIBIT A
SCOPE OF SERVICES
Project Description
The proposed project entails the development of a comprehensive master plan for the new
approximately 60-acre Fallon Sports Park which is located on Fallon Road between the
Gleason Road and Central parkway in Eastern Dublin.
Thc city Park Standards as contained in the Parks and Recreation Master Plan envision that this
park should offer a park facility to accommodate thc majority of competition ball fields in the
City. Thc park activities will focus primarily on sports facilities such as baseball and soccer
however, other recreational opportunities that attract a wide range of local age groups and
interests should also be explored. These features could include; informal open space areas,
unique natural and cultural areas as well as group picnic areas, bicycling and hiking trails.
An extensive community input process is anticipated for this project. The consultant will be
working closely with a community task force to identify thc recreational needs of the residents
who reside in the proximity of the park as well as the recreational needs of the overall Dublin
community who will be served by the park.
As part of the design process, it is anticipated that thc consultant will bc primarily assessing the
development potential of the approximately 60-acre Fallon Sports Park. Currently, the City is
studying the possibility of relocating a master planned community center located at the Emerald
Glen Park. Through this evaluation, it may be determined that the community center would be
better suited for the Fallon Sports Park. The consultant should consider this potential.
Work to be undertaken as part of this project includes, but is not limited to:
· Review of the Parks and Recreation Master Plan and other related planning documents.
· Evaluation of ex~ sting inventory of park and recreational facilities.
· Assessment and prioritization of recreational needs of the community.
· Site survey and preliminary mass grading plan.
· Preparation of opportunities and constraints map of the site.
· Preparation of preliminary design alternatives for the site.
· Preparation of master plan identifying recreational amenities planned for the site
including thc location and configuration of all site elements.
· Preparation of phasing plan for the park which identifies logical phases for development
of thc park and designates thc park and recreational amenities which will be included in
each phase.
· Preparation of a preliminary cost estimate for the proposed project.
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc,--Exhibit B Page 1 of 8
The City anticipates a high level of interest in this project. The consultant shall prepare a
proposed public input process that incorporates meetings with the Task Force, stakeholders, a
minimum of two (2) Parks and Community Services Commission meetings and two (2) Council
meetings.
In conjunction with the master planning process the City isrequiring a mass grading plan for the
site. The Developers in the East Dublin area are currently grading for site infrastructure and the
City would benefit from excess fill from these operations being placed on the park site to raise
grades to adjacent property boundaries. The mass grading plan will provide a bench mark for the
developers to place fill. as operations are underway. Note that this will be a priority and shall be
shown in the schedule as a separate item.
Project Tasks
Task 1. Project Initiation and Site Evaluation
Prior to beginning substantive work on the Fallon Sports Park, Carducci & Associates will meet
informally with city staff and the assembled Fallon Sports Park Task Force representing local
sports and community groups to establish procedures for holding and providing notification of
meetings; brainstorming sessions; collect available data on city and community needs; confirm
format for project products; verify design intent, scope of services, and project budget; and
schedule and document any project concerns.
Product: Meeting Minutes
Task 2. Collection and Analysis of Existing Data · Review of 1994 Dublin Parks Master Plan and related planning documents.
· Review and evaluate existing and planned inventory of city and region-wide park
and recreational facilities.
· Incorporation of Emerald Glen Park Phase III Parking and Program Study.
· Review of neighborhood growth and diversity.
· Provide an assessment and prioritization of recreational needs of community.
· Provide a program of possible uses on Site based on city park and site assessment.
· Provide a site review to document views, adjacent uses, sun, wind, runoff,
landforms, noise and any environmental constraints.
Products: Summary Report and Opportunity and Constraint Map
Meeting Minutes
Task 3. Consultation and Design Meetings · Establish and attend bimonthly coordination meetings with city staff and Fallon
Park Task Force to establish design intent, programs, budgets, and schedule.
· Review of 1994 Dublin Parks Master plan and related planning documents.
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 2 of 8
· A series of up to 14 public (Task Force, Community, Commission and Council)
_ meetings to incorporate public design input:
a) One informal brainstorming meeting / presentation.with city staff and task
force at City Council Chambers or Library.
b) One informal site-meeting and site walk-through with City Staff, Task Force
and public for design input and site review.
c) First formal community design meeting for public input.
d) Second formal community design meeting for presentation of Master Plan
Alternatives incorporating city and public input.
e) Final formal community design meeting for presentation ofl~allon Sports Park
COmmunity Master Plan.
f) Up to two meetings with the Parks Commission.
g) Up to two meetings with the City Council.
h) Up to two additional meetings with City Staff, Task FOrce
Product: Community Input Report
Meeting Minutes
Task 4. Topographic Survey, Utility Analysis, Mass Grading Plans
· In association with Pete Bohley, a California licensed civil engineer; Carducci &
Associates, Inc. will assemble all existing topographic map and survey
information.
· Provide a composite utility survey including existing and required water, sewer,
storm drain and electrical services.
· Provide a site specific watershed / drainage analysis that will incorporate best
management practices of erosion control, bio-filtration, retention and possible
reuse.
· Provide mass grading plans and cost estimates for the entire park site in
coordination with up to three Master Plan alternatives including a cut / fill
analysis of required import or off-haul.
Product: Topographic Survey and Drainage Plan, Composite Utility Plan, Mass Grading
Studies
Task 5. Preliminary Design Alternatives
Based on City and public input, site evaluation, survey, mass grading and programmatic needs,
Carducci & Associates will prepare up to three preliminary alternatives and associated "ballpark"
budgets for City Staff review and approve prior to presentation to public, Parks Commission, or
City Council. This task includes meetings with Staff, Task Force, community and Parks
Commission for development.
Consulting Services Agreement between ' February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 3 of 8
Product: 81/2 x 11B & W Alternative Preliminary Plans & Costs for City use.
Full size Rendered Alternative Preliminary Designs for public review
Meeting Minutes
Task 6. Master Plan and Phasing Plan
Based on City and community input on Park Alternatives we will prepare the
Final Master Plan identifying recreational amenities and all site elements.
· Provide site selections and a contextual plan of the project related to adjacent
uses.
· Preparation ora phasing plan that identifies logical development of the park, and
identifies site elements in each phase.
· Prepare a final preliminary cost estimate for the overall project and each phase.
· Prepare a Master Plan Report.
Product: Master Plan Report including Master Plan, Sections and Images, Phasing Plan,
Preliminary Cost Estimate for Master Plan and Phasing
Meeting Minutes
Project Schedule
TASK 1 - INFORMATION COLLECTION AND ANALYSIS
Task 1.1 - Project Initiation Meeting / Kickoff Meeting March 2004
~ Bimonthly Staff Meetings / Programming March - August, 2004
TASK 2 - INFORMATION COLLECTION AND ANALYSIS
Task 2.1 - Review Parks Master Plan March 2004
Task 2.2 - Review Parks InVentory Program March 2004
Task 2.3 - Review Neighborhood / Context March 2004
Task 2.4 - Provide Needs Assessment/Programming / Project Schedule April 2004
Task 2.5 - Complete Site Inventory / Analysis April 2004
Task 2.6 - Provide Constraints and Opportunities Map for Park Site April 2004
TASK 3 - PRELIMINARY DESIGN ALTERNATIVES
Task 3.1 - City Staff, Task Force Meeting, Programming April 2004
~ Informal Staff/Task Force Intro and Orientation April 2004
~ Informal Site Walk-Through / Public Meeting April 2004
Task 3.2 - Overall Conceptual Park Plan Alternatives April 2004
~ Task Force Meeting #1 May 2004
~ Community Design Meeting No. 1 May 2004
Task 3.3 - Strategies For Mass Grading (Task 4) April - May 2004
Task 3.4 - Preliminary Design Alternatives May 2004
Task 3.5 - Preliminary Cost Estimates May 2004
Task 3.6 - City Staff Review June 2004
Task 3.7 - Finalize Preliminary Plans / Presentation Drawings June 2004
~ Task Force Meeting #2 June 2004
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 4 of 8
Community Design Meeting No. 2 June 2004
Pre_,sentation to Parks & Community Services Commission June 2004
Presentation to City Council July 2004
TASK 4 - TOPOGRAPHIC SURVEY / UTILITY / GRADING RESEARCH
Task 4.1 - Research Review Topo / Utility Information March 8-29, 2004
Task 4.2 - Assemble Topo / Utility Survey April - May 2004
Task 4.3 - Prepare Mass Grading Plans May - June 2004
Task 4.4 - Prepare Watershed Drainage Plan June 2004
Task 4.5 - Prepare Best Management Practices Plan June 2004
TASK 5 - MASTER PLAN AND PHASING PLAN
Task 5.1 - Staff Review / Design August 2004
Task 5.2 -Development of Master Plan Drawings / Preliminary Costs August 2004
~ Task Force Meeting #3 September 2004
~ Community Design Meeting No. 3 September 2004
Task 5.3 - Prepare Final Master Plan Documents October 2004
Task 5.4 - Prepare Draft Park Development Phasing Plan October 2004
~ Task Force Meeting #4 October 2004
Task 5.5 - Final Park Development Phasing Plans / Cost Estimates October 2004
Task 5.6 - City Staff, Task Force, Review of Final Plans November 2004
~ Task.Force Meeting #5 November 2004
~ Final Presentation to Parks & Community Services Commission November 2004
~ Final Presentation to City Council November 2004
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 5 of 8
EXHIBIT B
COMPENSATION SCHEDULE
PAYMENT SCHEDULE
A. CITY shall pay CONSULTANT an amount not to exceed the total sum of $9%000.00
(Ninety-seven Thousand Dollars) for services to be performed pursuant to this agreement.
CONSULTANT shall submit invoices; not more often than once per month, based upon
the work completed on each task identified in EXHIBIT A "Scope of Work".
B. The corresponding not to exceed fee for tasks numbered 1 through 6 shall be as follows:
TASK 1 - PROJECT INITIATION & EVALUATION $500
TASK 2 - DATA COLLECTION AND ANALYSIS $5,000
TASK 3 - CONSULTATION AND DESIGN MEETINGS $13,500
TASK 4 - TOPOGRAPHIC SURVEY / UTILITIES / GRADING $19,500
TASK 5 - PRELIMINARY DESIGN ALTERNATIVES $26,000
TASK 6 - MASTER PLAN & PHASING PLAN $22,500
TOTAL $8;/,000
Reimbursable Costs $10,000
TOTAL FIXED FEE $97,000
The Consultant will be reimbursed for expenses at cost plus 10%. The items allowable for
reimbursement are as follows:
Items supplied by the consultant:
1. Cost of printing and distributing.
2. Cost of transportation/mileage.
3. Cost o£postage, UPS, Federal Express, California Overnight, etc.
4. Cost of progress photos.
5. Cost of ongoing and final clean up, as necessary.
Cost of other items as required, with prior approval from Owner.
7.Cost of office supplies.
8.Mileage billed at $0.33 per mile.
C. "Extra Services" including, more than three alternatives, arborist reports, geotechnical
reports, topographic survey, bid documents, construction documents, CEQA documents,
construction administration, printing of more than 10 copies of Master Plan and
additional public meetings, are to be billed on a time and material basis using the hourly
rates shown below. All extra services are to be authorized by the owner in writing.
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 6 of 8
HOURLY RATES:
Landscape ArChitect
Principal $125.00
Associate $85.00
Clerical / Word Processing $50.00
Civil Engineer
Principal $185.00
Principal Associate $140.00
Project Manager $130.00
Senior Engineer $120.00
Associate Engineer $110.00
Assistant Engineer $90.00
2-Person Survey Crew $200.00
3-Person Survey Crew $255.00.
Electrical Engineer
Principal $165.00
Project Electrical Engineer $120.00
Electrical/Lighting Designer $105.00
CAD Supervisor $75.00
CAD Technician $65.00
Administrative $55.00
D. The total sum stated in Section A above, shall be the total, which the CITY shall pay for
the services to be rendered by CONSULTANT pursuant to this Agreement excluding
extra services. CITY shall not pay any additional sum for any expense or cost
whatsoever incurred by CONSULTANT in rendering services pursuant to this Agreement
other than extra services.
E. CITY shall make no payment for any extra, further or additional service pursuant to this
Agreement unless such extra service and the price therefore is agreed to in a written
- Change Order executed by the City Manager, or other designated official of the CITY,
authorized to obligate CITY thereto. Said Change Order shall be executed prior to the
time such extra service is..rendered and in no event shall such change order exceed
twenty-five percent (25%) of the initial Contract price stated in Section A. In the event
the Change Order exceeds this limitation, City Council approval shall be required.
F. The services to be provided under this Agreement may be terminated without cause at
any point in time in the sole and exclusive discretion of CITY. In this event, CITY shall
compensate the CONSULTANT for. all outstanding costs incurred as of the date of
written notice thereof and shall terminate this Agreement. CONSULTANT shall
maintain adequate logs and timesheets in order to verify costs incurred to date.
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit B Page 7 of 8
G.' The CONSULTANT is not authorized to perform any services or incur any costs
whatsoever under the terms of this Agreement until receipt of a fially ~executed copy of
this Agreement.
Consulting Services Agreement between February 2004
City of Dublin and Carducci & Associates, Inc.--Exhibit 13 Page 8 of 8