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HomeMy WebLinkAboutReso 126-16 SWA Group RESOLUTION NO. 126 - 16 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING AN AMENDMENT TO THE AGREEMENT BETWEEN THE CITY OF DUBLIN AND SWA GROUP FOR ADDITIONAL SERVICES FOR THE DUBLIN CROSSING PARK MASTER PLAN (CIP NO. PK0115) WHEREAS, the City of Dublin ("City") adopted Resolution 89-14 approving an agreement with SWA Group on June 17, 2014 to for Design Services for the Dublin Crossing Park Master Plan; and WHEREAS, the City needs additional services to complete the design of Dublin Crossing Park Master Plan; and NOW, THEREFORE, BE IT RESOLVED the City Council of the City of Dublin does hereby approve the Amendment to the Agreement with SWA Group, attached hereto as Exhibit A, for the Dublin Crossing Park Master Plan (CIP No. PK0115). BE IT FURTHER RESOLVED that the City Manager is authorized to execute the Amendment. PASSED, APPROVED AND ADOPTED this 19th day of July, 2016, by the following vote: AYES: Councilmembers Biddle, Gupta, Hart, Wehrenberg, and Mayor Haubert NOES: None ABSENT: None ABSTAIN: None L7r/f 1(r ' Mayor ATTEST: r61 at/vo City Clerk Reso No. 126-16,Adopted 7-19-16, Item 4.6 Page 1 of 1 EXHIBIT A AMENDMENT#1 TO CONSULTING SERVICES AGREEMENT BETWEEN THE CITY OF DUBLIN AND SWA GROUP THIS AMENDMENT shall modify the Agreement dated June 17, 2014 for consulting services by and between the City of Dublin ("City") and SWA Group ("Consultant"). The date of Amendment #1 shall be July 19, 2016. In order to accommodate additional services to be provided for the duration of Dublin Crossing Park Master Plan the Agreement shall be modified as follows: A) Section 1.1 shall be rescinded in its entirety and be replaced with the following: Section 1.1 Term of Services. The term of this Agreement shall begin on the date first noted above and shall end on December 1, 2017, and the 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. B) The first sentence of Section 2 shall be rescinded in its entirety and replaced with the following: Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed $149,700, (one hundred and forty-nine thousand and seven hundred dollars even), notwithstanding any contrary indications that may be contained in Consultant's proposal, for services to be performed and reimbursable costs incurred under this Agreement. C) Exhibit A.1 -Scope of Services shall be revised to include additional services not to exceed $10,000 as included in the total compensation in Section 2 and as shown in the following proposal from SWA Group dated March 25, 2016 and attached as EXHIBIT A.1. D) Exhibit A.2 - Scope of Services shall be revised to include additional services not to exceed $24,200 as included in the total compensation in Section 2 and as shown in the following proposal from SWA Group dated March 25, 2016 and attached as EXHIBIT A.2. CITY OF DUBLIN CONSULTANT Christopher L. Foss, City Manager Rene' Bihan, Contracting Agent Amendment#1 to Consultant Services Agreement between July 19, 2016 City of Dublin and SWA Group ATTACHMENT 2 !EXHIBIT... swa San Francisco March 25,2016 301 Battery Street City of Dublin 2 Mezzanine 100 Civic Plaza San Francisco,California i 94111 Dublin,CA 94568 +1.415.836.8770 www.swagroup.com Attention: Rosemary Alex Subject: Dublin Crossings Additional Services:Graphic Renderings CTDS401.A Dear Ms.Alex: This letter is in response to your request for Additional Services on the subject project as discussed on February 26,2016. The scope of these services will be: 1. One fly-through animation generated from the landscape digital model, running time approximately 3:00 minutes. These services will be billed to'you under our job number CTDS401.A on an hourly basis under the terms and conditions of our contract with you dated May 20,2014. The fee for these services will not exceed$10,000 without further authorization.Billing rates for the staff committed to this project: Principals) Rate/Hour Bihan $280 Associates) Rate/Hour Winters $130 Hardy $116 • In order to meet your schedule requirement,we are proceeding with the work as you directed, prior to receiving your writtenlauthorization. Under these circumstances,it is understood that you are responsible for payment for these services. If you are not in agreement with these conditions,please notify us to'stop work on these services immediately. s a ,ATTACHMENT 3 City of Dublin March 25,2016 CTDS401.A Page 2 of 3 We request your written approval of this authorization for Additional Services by signing and returning one copy of this letter for our files. If this is not your understanding,or if you have questions regarding the above,please contact me immediately. Sincerely yours, SWA GROUP Rene Bihan Contracting Agent Landscape Architect,CA License#3682 Landscape architects are licensed by the State of California. • Accepted: City of Dublin By: Title: Date: — ----------- RB/mk swa City of Dublin March 25,2016 CTDS401.A Page 3 of 3 In order to expedite invoicing,please indicate the following: Billing Address: Company Name:_ Address: Attention: Your reference name/number: Your Purchase Order or Contract Number reference for invoicing: swa Exhibit A.2 March 25,2016 swa San Francisco City of Dublin 100 Civic Plaza 301 Battery Street Dublin,CA 94568 2 Mezzanine San Francisco,California 94111 +1.415.836.8770 Attention: Rosemary Alex www.swagroup.com Subject: Dublin Crossings Developer Updates CTDS601 Dear Ms.Alex: We are pleased to submit the following proposal for Professional Services in connection with the project referenced above. This Agreement is by and between SWA Group("SWA"),a California corporation,and the City of Dublin ("Client"),Dublin,CA. I. SCOPE OF SERVICES A. Plan Review—2 weeks 1. For the subject parcel in Dublin,CA.SWA shall review and provide written feedback on the documents comprising the"Chabot Creek Management Plan",prepared by Cardno Engineers for SunCal Development. 2. Review and comments to reflect the consistency of the"Chabot Creek Management Plan"to the report"Dublin Crossings Community Park Landscape Master Plan",prepared by SWA Group for the City of Dublin. • B. Program Studies—2 weeks SWA shall: 1. Explore a range(2-3)of alternative design plans reflecting a new Frisbee Golf course location and layout,outside of the Chabot Creek boundary. 2. Incorporate the preferred option into the Dublin Crossings Community Park Landscape Master Plan. C. Schedule April 2016 II. EXCLUSIONS TO SCOPE OF SERVICES Client shall provide the following information or services as required for performance of the work. swaShould SWA be required to provide services in obtaining or coordinating compilation of this City of Dublin March 25,2016 CTDS601 Page 2of10 information,such services shall be charged as Additional Services. SWA assumes no responsibility for the accuracy of such information or services,may rely on the accuracy of such information,and shall not be liable for error or omissions therein. A. Topography and boundary surveys in digital format. B. Legal descriptions of property. C. Soils investigationsland/or engineering D. Existing site engineering and utility base information. it E. Site environmental information required for planning processing. F. Economic or market:analyses. G. Overhead aerial photographs at controlled scale. III. FEES AND TERMS Services described above shall be provided on an hourly basis not to exceed$22,000 in accordance with the terms and conditions in Appendix A attached hereto and which is incorporated and made plait of this Agreement by reference. We estimate that Reimbursable Expenses indicated in Appendix A will not exceed$2,200. We would be pleased to answer questions you may have or to clarify the various points above. If this proposal meets with your approval,please sign below and return one copy for our files. Sincerely yours, SWA GROUP e Rene Bihan Contracting Agent Landscape Architect,CA License#3682 Landscape architects are licensed by the State of California. swa City of Dublin March 23,2016 CTDS601 Page 3of10 Accepted: City of Dublin By: ---- --- ------------------- Title: __ ---_—__-- --- --- Date: --- --------------------- --------- Accepted: Brookfield/ By: -- f/y— �� ------ +-^i 12c3(144„ Title: ---- - ------------------------- Date: --- � �/ ------- --__---_- RB/mk Proposal copyright©2016 by SWA Group.No portion of this proposal may be copied or distributed to without the written permission of SWA Group. swa City of Dublin March 25,2016 CTDS601 Page 4 of 10 Appendix A Appended to and part of Agreement for Professional Services between SWA Group (SWA)and City of Dublin(Client),dated March 25,2016. FEES FOR PROFESSIONAL SERVICES Services outlined under the cope of Services or under Additional Services shall be provided on a time basis computed by number of hours spent in connection with referenced project.The following is a list of staff committed to this project: Principal(s) Rate/Hour Bihan $280 Associate(s) Rate/Hour Winters $130 Hardy $116 Other principals,if used on this project,have rates ranging from$200 to$316 an hour.These rates are applicable for six months frlom the date of the Agreement for Professional Services, but may be increased subsequently without written notice. Other employee time shall be charged at a multiple of two and one-half(2.5)times Direct Personnel Expense. REIMBURSABLE COSTS The following costs shall be reimbursed at cost plus ten percent(10%)and are not included in the Fee • for Professional Services: A. Cost of copies of drawings, specifications, reports and cost estimates; xerography and photographic reproduction of drawings and other documents furnished or prepared in connection with the work of this contract. i B. Cost of commercial carrier and public transportation,lodging,car rental and parking,subsistence and out-of-pocket expenses. Private automobile travel at the IRS-allowable rate at the time of traveling.International fights shall be business class. C. Cost of postage and shipping expenses other than first class mail. D. Long distance telephone charges. E. Photographic services. swa City of Dublin March 25,2016 CTDS601 Page 5of10 F. Cost of models, special renderings, promotional photography, special process printing, special equipment,special printed reports or publications,maps and documents approved in advance by Client. G. Fees for additional consultants retained with the approval of Client. ADDITIONAL CONSULTANTS Fees for additional consultants not included in SWA's Basic Services and retained with the approval of Client shall be billed at cost plus fifteen percent (15%). The additional costs are for accounting, processing expenses,cost of cash expenditures advanced on the Client's behalf,and for the cost of SWA's supervision and liability for outside consultants. ADDITIONAL SERVICES Additional Services shall be provided on a time basis computed by number of hours spent in connection with referenced project.The following is alist of principal(s)committed to this project: Principal(s) Rate/Hour Bihan $280 Associate(s) Rate/Hour Winters $130 Hardy $116 Other principals,if used on this project,have rates ranging from$200 to$316 an hour.These rates are applicable for six months from the date of the Agreement for Professional Services, but may be increased subsequently without written notice. Other employee time shall be charged at a multiple of two and one-half(2.5)times Direct Personnel Expense. Additional Services include but are not limited to: A. Making planning surveys, feasibility studies, and special analyses of Client's needs to clarify requirements for project programming. B. Master planning. C. Site planning. D. Preparation of technical sections of specifications in other than Construction Specifications Institute(CSI)format. E. Revisions and changes in drawings,specifications or other documents when such revisions are inconsistent with approvals or instructions previously given by the Client; required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such swa City of Dublin March 25,2016 CTDS601 Page 6of10 • documents;or the preparation of alternates or deductive change orders requested by Client. F. Plan preparation for and construction observation of portions of a project let on a segregated bid basis or to be phased during construction. G. Services with respect to replacement of any work damaged during construction. H. Services required as a result of the default or insolvency of contractor. I. Preparation of record drawings or of measured drawings of existing conditions. J. Providing prolonged construction observation should the construction time be substantially extended through no fault of SWA. K. Providing services if, in Guaranteed Maximum Price(GMP) projects,the construction budget for SWA scope items is reduced through no fault of SWA. L. Providing services if,in!'fast-track"projects,revisions to design or construction documents are required because of pri or construction commitments or changes required in the construction process outside the control of SWA. M. Cost of review as to form of lenders documents, certifications and consents to assignment requested of SWA during the term of this Agreement. STATEMENTS Fees for Professional Servicee and Reimbursable Costs shall be billed monthly. ACCOUNTS Accounts are payable net 30 days from date of invoice at our office in Sausalito, California. A cash discount of 1%of invoice amount may be taken on accounts paid within 30 days of invoice date.A service charge of 1.25%of invoice amount per month(15%annual rate)will be applied to all accounts not paid within 60 days of invoice date. INSURANCE At all times during the performance of its services under this Agreement,SWA shall maintain in full force and effect the following insurance,with the coverages and limits specified: A. Workers' compensation) insurance, including occupational disease, in accordance with the statutory requirements set forth by the state in which the work is to be performed,and employer's liability insurance coverijng all of SWA's employees engaged in the performance of this Agreement, in the sum of$1,000,000.00. B. Commercial general liability insurance, including Landscape Architect protective liability and contractual liability insurance, covering death or bodily injury and property damage of S1,000,000.00 for any one accident,bodily injury and property damage combined single limit. C. Commercial automobile liability insurance covering SWA for claims arising from owned,hired and swa City of Dublin March 25,2016 CTDS601 Page 7 of 10 non-owned vehicles covering death or bodily injury and property damage with limits of $1,000,000.00 for any one accident,bodily injury and property damage combined single limit. D. Professional liability (errors and omissions) insurance, on a claims-made basis, with limits of $1,000,000.00 per claim and$1,000,000.00 in the aggregate. E. Certificates of insurance covering any or all of the above insurance required to be maintained by SWA shall be provided to Client upon written request. F. Should Client request in writing that modifications be made to the stated policy limits or deductibles,SWA shall use its best efforts to have its insurers accommodate such modifications. All charges and additional premiums levied by insurers for such modifications shall be paid by Client in advance. G. Upon written request by Client,SWA shall use its best efforts to have Client named as an additional insured on the Commercial general liability and Commercial automobile liability policies described above,subject to acceptance by the insurer. INDEMNIFICATION H. To the extent of available coverage under the insurance coverage as provided in this Agreement, SWA shall indemnify and save harmless(but not defend)Client against any and all loss,liability and damages arising out of any claim,suit or legal proceeding to recover damages for wrongful death, bodily injury,illness or disease,or injury to,or destruction of property to the extent caused by the negligent errors or omissions or willful misconduct of SWA, its subcontractors, agents or employees. I, Client shall indemnify and save harmless SWA from and against any and all loss,liability and damage arising out of any claim, suit or legal proceeding to recover damages for wrongful death,bodily injury, illness or disease, or injury to, or destruction of property, to the extent caused by or attributable to: 1. The negligent errors or omissions or willful misconduct of Client, its contractors, subcontractors,agents or employees. 2. Any hazardous substance,condition,element or material,or any combination of the foregoing, produced by Client;or emitted intentionally or unintentionally from the property on which the project is located or from the facilities to be designed;or specifically required by Client to be used or incorporated by SWA into the work to be performed by SWA.SWA shall not be under any duty or obligation to investigate for the existence of such conditions,and shall not be responsible for any failure to discover such conditions. 3. Failure of Client to provide information or services required to be provided by Client under the terms of this Agreement or from any inaccuracy, error or omission in such information or services. 4. Any claim asserted by an individual Home Owner or a Homeowners'Association formed for or associated with this project or any portion of this project,except to the extent caused by the swa City of Dublin March 25,2016 CTDS601 Page 8 of 10 negligence of SWA,its subcontractors,agents or employees.Client's obligation to indemnify SWA under this clause shall include (without limitation) reimbursement to SWA for all reasonable costs incurred in the defense of such claims,including attorneys'fees incurred in connection with any appeal of a legal action,and all reasonable settlement costs,unless SWA is found to be negligent with respect to such claim under the dispute resolution procedures agreed to in this Agreement,upon which finding Client shall have no duty to reimburse SWA for any such damages or costs which are attributable to SWA's negligence. CONFIDENTIALITY SWA will use its best efforts and will take reasonable precautions to protect and maintain the confidentiality of any information supplied by Client during the course of this Agreement and which is identified in writing by Client Its being confidential information,except to the extent that disclosure of such information to third parties is necessary in the performance of SWA's services,This clause shall not apply to any information which is in the public domain,or which was acquired by SWA prior to the execution of this Agreement,for obtained from third parties under no obligation to Client. RIGHT TO SUSPEND SERVICES! SWA shall have the right to suspend services on this project if(a)the parties have not executed a written contract for SWA's services;and unpaid invoices have been rendered with an aggregate balance exceeding$5000.00;or(b)unpaid project invoices over 90 days old exceed$5000.00 in the aggregate. AUTHORIZATION TO PROCEED If SWA is authorized to commence and/or continue providing its services on the project,either verbally or in writing, prior to the full execution of a written contract,such authorization shall be deemed an acceptance of this proposal,and all such services shall be provided and compensated for in accordance with the terms and conditions contained herein as though this proposal were fully executed by the Client. OWNERSHIP OF DOCUMENTS Original drawings and other documents,as instruments of professional service,are the property of SWA. None of them is to be used onother projects except by written agreement of SWA.One reproducible set of final documents will be furnished to Client upon request. DOCUMENTS FURNISHED IN ELECTRONIC MEDIA Drawings and data provided to SWA in digital format must be in a form acceptable to SWA.Drawing files shall be in AutoCAD dwg forma ht version 2004 or higher,or an SWA-approved alternative.All files must be created with a legal license.As restricted by copyright law, SWA cannot accept any dwg or other file generated under an educational AutoCAD software license. Instruments of professional service provided by SWA in electronic media form,once released by SWA, may be subject to inaccuracies, anomalies and errors due to electronic translation, formatting or interpretation. SWA is not relponsible for errors and omissions because of these conditions, nor for swa • City of Dublin March 25,2016 CTDS601 Page 9 of 10 those resulting from conversion, modification, misinterpretation, misuse or reuse by others after electronic media is released by SWA. CREDITS/ACKNOWLEDGMENTS SWA shall be given proper credit and acknowledgments for all services rendered including, but not limited to,planning,design and implementation,Proper credit shall be defined as being named by Client (or their agent/client)in project identification boards,published articles, promotional brochures,and similar communications. FORCE MAJEURE SWA shall not be responsible for any delay in the performance or progress of the work,or liable for any costs or damages sustained by Client resulting from such delay,caused by any act or neglect of the Client or Client's representatives,or by any third person acting as the agent,servant or employee of Client,or by changes ordered in the work,or as a result of compliance with any order-or request of any federal,state or municipal government authority or any person purporting to act therefore,or by acts of declared or undeclared war or by public disorder, riot or civil commotion, or by any other cause beyond the control and without the fault or negligence of SWA.In the event of any such delay,SWA shall proceed with due diligence to alleviate such delay and continue the performance of all obligations under this Agreement.The time during which SWA is delayed in the performance of the work,shall be added to the time for completion of its services to the extent such time is specified in this Agreement.All additional costs or damages resulting from any delay in the performance or progress of the work caused by any act or neglect of Client,its agents or representatives,shall be borne entirely by the Client. LAW This Agreement shall be interpreted and enforced according to the laws of the State of California. VALIDITY Should any provision herein be found or deemed to be invalid,this Agreement shall be construed as not containing such provision,and all other provisions which are otherwise lawful shell remain in full force and effect,and to this end the provisions of the Agreement are declared to be severable. SUCCESSORS AND ASSIGNS It is mutually understood and agreed that this Agreement shall be binding upon Client and its successors and assigns and upon SWA, its successors and assigns. Neither party shall assign nor transfer its interest in this Agreement or any part thereof without the written consent of the other party. TERMINATION AND WORK STOPPAGE It is understood that these services may be terminated upon 10 days'written notice for good reason by either party.In this event,SWA shall be compensated for all work performed prior to date of termination swaat the rates set forth above.Additionally,in the event that Client stops the project for longer than 30 9/Y City of Dublin March 25,2016 CTDS601 Page 10 of 10 I days,SWA will be compensated for all work which has been performed by SWA prior to the date of work stoppage and payment shall 4e paid by Client for such work to SWA within 30 days of SWA's invoice to Client for those services rendered. REVOCATION This proposal shall be considered revoked if acceptance is not received within 90 days of the date hereof. ENTIRE AGREEMENT This Agreement supersedes any and all other agreements,either oral or in writing,between the parties with respect to the subject:matter herein. Each party to this Agreement acknowledges that no representations,by any party which are not embodied herein and that no other agreement,statement or promise not contained in this Agreement shall be valid and binding. Any modification of this Agreement will be effective only if it is in writing signed by the parties. END swa