HomeMy WebLinkAboutItem 4.02 Relocation Assistance Program
CITY CLERK
File # D~[Q][Q]-[3][QJ
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: October 17,2006
SUBJECT:
Agreement with Associated Right of Way Services, Inc. for
development of a Relocation Assistance Program
Report by Diane Lowart, Parks & Community Services Director
ATTACHMENTS:
1. Resolution Approving Agreement
RECOMMENDATION: ~vP' Adopt Resolution approving Agreement
~.
FINANCIAL STATEMENT: The proposed fee for services under the Agreement is $135,000.
Sufficient funds are available in the project budget.
DESCRIPTION: At the September 19, 2006 meeting, the Dublin City Council
approved an amendment to the 2006-2011 Capital Improvement Program for the Dublin Historic Park
Acquisition project. This project provides for the acquisition of the Dublin Square Shopping Center
(APN 941-1560-007'-01). Additionally, the Council approved a Budget Change to provide for the costs of
services related to: 1) appraisal of the land; 2) goodwill appraisals; 3) furniture/fixtures/equipment
appraisal; 4) relocation costs (assistance and benefits); and 5) legal costs.
The City has received a proposal from Associated Right of Way Services, Inc. for development of a
Relocation Assistance Program for the tenants of the DublinSquare Shopping Center. The project will be
developed and implemented in accordance with California Relocation Assistance Law (Government Code
97260 et seq.) and implementing guidelines (California Code of Regulations, Title 25, Chapter 6).
Attachment 1 is a Resolution approving the Agreement between the City of Dublin and Associated Right
of Way Services, Inc. The Consultant Services Agreement, which outlines the scope of work and fee
schedule, is shown as an attachment to the Resolution.
RECOMMENDATION:
approving the Agreement.
Staff recommends that the City Council adopt the Resolution
-------------------------------------------------------------------------------------------------------------
COpy TO: ARWS/Property Owner
ITEM NO.
Lt. 'L
Page 1 of 1
G:\COUNCIL\Agenda Statements\2006\1 0-1 7 CSA ARWS Relocation Services.DOC
\t
RESOLUTION NO. - 06
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
*********
APPROVING AN AGREEMENT WITH ASSOCIATED RIGHT OF WAY SERVICES, INC
FOR DEVELOPMENT OF A RELOCA nON ASSISTANCE PROGRAM
WHEREAS, the 2006-2011 Capital Improvement Program includes the Dublin Historic Park
Acquisition project; and
WHEREAS, in order to proceed with the project, it is necessary to acquire the Dublin Square
Shopping Center (APN 941-1560-007-01); and
WHEREAS, consultant services are needed to develop a Relocation Assistance Program for the
tenants of the Dublin Square Shopping Center; and
WHEREAS, the City received a proposal from Associated Right of Way Services, Inc.; and
WHEREAS, Associated Right of Way Services, Inc. has demonstrated adequate ability to perform.
said services; and
WHEREAS, consultant is available to perform work as specified.
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does
approve the agreement with Associated Right of Way Services, Inc., attached hereto and authorize the
Mayor to execute the Agreement.
PASSED, APPROVED AND ADOPTED this 17th day of October 2006.
AYES:
NOES:
ABSENT:
ABSTAIN:
Mayor
ATTEST:
City Clerk
- 1 -
\D-YI-Olo t+. Q.
A -t-1zAdt YVVLtfrr-
~1]~\
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBLIN AND
ASSOCIATED RIGHT OF WAY SERVICES, INC.
THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City") and
Associated Right of Way Services, Inc. ("Consultant") as of , 200_.
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 when the Consultant completes the work described in Exhibit A. 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.
Notwithstanding this Section 1.1, the Consultant's obligation to provide Court Services, as
described in Section D of Exhibit A. shall survive the expiration or termination of this
Agreement.
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 Assianment of Personnel. In the event that City, in its sole discretion, at any time during
the term of this Agreement, does not desire to work with any personnel of Consultant, City
shall provide written notice to Consultant of such desires and the reason behind such
request. Consultant then, in its sole discretion, shall reassign such personnel.
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 at the hourly rates set forth in
Exhibit B, for_a sum not to exceed ONE HUNDRED THIRTY FIVE THOUSAND DOLLARS AND NO
CENTS ($135.000.00), for the services described in the Scope of Work attached as Exhibit A.. City shall
pay Consultant for such services and reimburse Consultant for costs associated with such services
pursuant to the Fee Schedule attached as Exhibit B. Notwithstanding this Section 2, City hereby agrees to
pay Consultant for the Court Services described in Section D of Exhibit A at the hourly rate set forth in
Exhibit B, even if such payment is in excess of the not to exceed amount set forth herein.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 1 of 13
3erJJ ~I
In the event of a conflict between this Agreement and Consultant's proposal regarding the total 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 specifically authorized by City,
Consultant shall not bill City for duplicate services performed by more than one person.
2.1 Invoices. Consultant shall submit invoices, not more often than once a month during the
term of this Agreement, based on the cost for services performed and reimbursable costs
incurred prior 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 original 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;
· The 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 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 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.
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.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 2 of 13
4- vb .:J. \.
2.4 Hourlv Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the Fee Schedule, attached as Exhibit B.
2.5 Reimbursable Expenses. Reimbursable expenses are included in the total amount of
compensation provided in Section 2 that shall not be exceeded.
2.6 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
2.7 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 written notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.8 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
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.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 3 of 13
61J l
4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation 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 reauirements. 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 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. Automobile coverage shall be at least as broad as Insurance Services
Office Automobile Liability form CA 0001, Code 1 (any auto), or Code 8 (hired) and
Code 9 (non-owned) if the Consultant has no autos. No endorsement shall be
attached limiting the coverage.
4.2.3 Additional reauirements. Each of the following shall be included in the
insurance coverage or added as an endorsement to the policy:
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 4 of 13
If;~
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 specia/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 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 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 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 in limits, except after thirty (30)
days' prior written 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.
. 4.3.4 The following provisions shall apply if the professional liability coverages are
written on a claims-made form:
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 5 of 13
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 years 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 Reauirements.
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 AVII.
4.4.2 Verification of coveraae. 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
such insurance are either not commercially available, or that the City's interests
are otherwise fully protected.
4.4.5 Deductibles and Self.lnsured 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.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 6 of 13
r! f}6
\
\
~I
o
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-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. INDEMNIFICA liON 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. The foregoing obligation of Consultant shall not apply when 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. It is 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
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 7 of 13
c;lVb ~I
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.
Notwithstanding the foregoing, to the extent that this Agreement is a "construction contract" as defined in
California Civil Code section 2783, as amended from time to time, such duty to indemnify shall not apply
when to do so would be prohibited by California Code section 2782.
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 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 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 results of Consultant's 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 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 Aaent. 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 Governina Law. The laws of the State of California shall govern this Agreement.
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 Reaulations. To the extent that this Agreement may be funded by
fiscal assistance from another govemmental entity, Consultant and any subcontractors
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 8 of 13
lOtrb~t
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 and
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, national 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.
Consultant may cancel this Agreement upon 30 days' written notice to City and shall
include in such notice the reasons for cancellation.
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 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 9 of 13
\ \~:) I
8.3 Assianment and Subcontractina. City and Consultant recognize and agree that this
Agreement 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. City
and 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.
8.4 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.
8.5 Options upon Breach bv Consultant. If Consultant materially breaches any of the terms
of this Agreement, City's remedies shall included, but not be limited to, the following:
8.5.1 Immediately terminate the Agreement;
8.5.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared 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
8.5.4 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
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 agrees 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.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 10 of 13
\~tYb2\
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 brings 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.
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 Assians. 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. .
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 11 of 13
1=3~~l
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 S1090 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 subjectto 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.
10.9 Contract Administration. This Agreement shall be administered by the City 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:
Associated Right of Way Services, Inc.
Attn: Karen Eddleman
2300 Contra Costa Blvd., Suite 525
Pleasant Hill, CA 94523
Any written notice to City shall be sent to:
City of Dublin
Attn: Diane Lowart, Director of Parks and Community Services
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
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5, 2006
Page 12 of 13
"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 Intearation. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibit A and the fee schedule attached hereto and incorporated
herein as Exhibit B, 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
ASSOCIATED RIGHT OF WAY SERVICES, INC.
Janet Lockhart, Mayor
William S. Tannenbaum, President
Attest:
Fawn Holman, City Clerk
Approved as to Form:
Elizabeth H. Silver, City Attorney
861026-4
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc.
October 5,2006
Page 13 of 13
I +OO;L\
/5D()d-t
EXHIBIT A
SCOPE OF WORK
Consultant will develop a Relocation Assistance Program for the City and will implement that Program in
accordance with California Relocation Assistance Law (Government Code 97260 et seq.) and
implementing guidelines (California Code of Regulations, Title 25, Chapter 6).
Consultant's Relocation Project Manager will work closely with City staff to coordinate relocation efforts and
to keep staff informed.
A. Project Management - Planning - Coordination - General Consultation
1. The Project Manager will establish a work process with the City and will manage and coordinate
relocation services in accordance with Califomia Relocation Assistance Law and the California Code of
Regulations.
2. The Project Manager will work with City Staff to develop a Relocation Assistance Brochure and
Appeal and Grievance Process.
3. The Project Manager and all Relocation Staff will act as a liaison between the City and the affected
project occupants.
4. The Project Manager will meet with the City staff on a regular basis to report on project activities
and to coordinate relocation efforts.
5. The City will receive regular, detailed status reports to track project efforts and budget.
6. The Project Manager and Relocation Staff will coordinate efforts with other City consultants, legal
counsel, and others as appropriate.
7. The Project Manager will be available to work through project occupant issues and to recommend
solutions.
8. The Project Manager will be available to attend public meetings, Council meetings and appeal
proceedings as needed.
9. The Project Manager will work with City staff to monitor the Relocation budget and to provide
regular budget reports.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5, 2006
Page 1 of 6
l~fJdl
B. Relocation Planning
Consultant will prepare a Relocation Impact Study ("Study") and Cost Estimate for the project in
accordance with State Law and Regulations. The Study will be prepared as a planning tool for the City and
as an informative document for the community and project occupants. The Draft Study will be circulated for
a 30-Day Review and Comment Period as required by Law. Comments to the Draft Study will be
incorporated into the Final version of the Study that will be submitted to City Council for approval prior to
the initiation of Relocation activities.
Consultant staff will attempt to meet with each affected project occupant in order to determine occupant
characteristics and replacement site needs. Research on available replacement sites in the area will
provide the necessary information to determine the availability of replacement sites in the area. The Plan
will be developed to include the following information:
1. General Project Information
2. Project Occupant Characteristics
3. Replacement Site Resources
4. A Detailed Description of the City's Relocation Assistance Program
5. A budget estimate of relocation costs
C. Relocation Assistance Services
Consultant will provide the City with a Project Manager and supporting staff that will implement the City's
Relocation Program in a timely, professional manner. Relocation Advisors will act as a liaison between the
City and the affected occupants. This relationship provides that Relocation Advisors will work closely with
City staff to implement a fair and equitable Relocation Program and, simultaneously provide affected
occupants with continuing information as to their rights as displaced persons and assistance to
replacement sites.
Site Searching Services are essential for the successful relocation of businesses. Consultant staff
researches business replacement sites through area brokers, classified ads, driving surveys, commercial
property databases and relationships with property management companies. Consultant's goal is to
provide continuing site availability information to each affected occupant.
Business Relocation Assistance Services will be available to each affected business occupant. Those
services include:
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5,2006
Page 2 of 6
\lao~t
1. A Relocation Advisor will be assigned to each affected business owner. The Advisor will meet with
each business owner to determine the business structure, market area, personal property, and replacement
site needs.
2. The Relocation Advisor will be responsible to provide each business with the following
documentation when appropriate:
a. General Information Notice
b. Letter of Eligibility
c. Referrals to Replacement Sites
d. gO-Day Notice to Vacate (to be signed by the City)
3. The Relocation Advisor will coordinate with specialty appraisers as necessary for Fixtures and
Equipment and Goodwill estimates.
4. The Relocation Advisor will work with area brokers, the City and other resources to identify
available replacement sites that might accommodate each affected business.
5. The Relocation Advisor will work closely with each business in order to secure estimated relocation
costs.
6. The Relocation Advisor will prepare claims for payment and will present them to the business
owners for signature. The Advisor will submit all signed claims and necessary documentation to the City
for review and processing.
7. The Relocation Advisor will establish and maintain a detailed Relocation File for each business in
order to document specific Relocation efforts. Each file will include a relocation diary to track all contact
with occupants.
8. The Relocation Advisor will provide continuing information to City staff to keep staff apprised of
relocation efforts and vacate status.
9. The Relocation Advisor will assist in preparing a Relocation Appeal Package for a claimant in the
event of appeal. (Optional Service)
D.
Court Services
Consultant will provide court-related services, including, but not limited to, depositions, court appearances,
arbitrations I mediations, hearings, testimony, and preparation for the foregoing activities, which arise in
connection with the services provided by the Consultant to the City pursuant to this Agreement ("Court
Services"), including, but not limited to, any claim for loss of business goodwill, except that Court Services
shall not include disputes between Consultant and City with respect to this Agreement.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5, 2006
Page 3 of 6
l~tr60) I
E. City's Obligations: Relocation
The City is responsible to provide assistance to each affected project occupant in a timely manner in
accordance with State Relocation Law and Regulations.
1. Consultant will submit documents and claims to the City for review and approval. It is
important that documents and claims be approved and processed in a timely manner in order to avoid a
hardship for the affected occupants. "Rush" payments will be limited, but may be required at times during
the project.
2. The City will notify Consultant in writing if there are any changes in project scope or project
schedule.
3. The City will forward real estate and Furniture, Fixtures and Equipment appraisals to Consultant as
needed. (Optional Service)
4. The City has funds available to proceed with this project and to provide Relocation Assistance to
affected occupants on a timely basis.
F. Administrative Support
1. Consultant will provide a fully staffed in-house clerical team to provide word processing, reports,
project tracking and budget control for all Consultant services.
G. Budget Estimate
September 28, 2006
Confidential for CLIENT Use !
Only
---------
!
Estimate Valid for 30 Days After
Submission
Client: City of Dublin
Project: Berkeley Land Company Acquisition Project
Assignment Summary: Relocation Project Planning and Business Relocation Assistance Services
Cate2ories:
Scope of Services:
Estimated Bud2et
for 12 month
proiect
$15,000
Project Management
(Time Charged)
Project Management as needed to establish Relocation
Assistance Program policies and procedures, to attend public
meetings as needed, and to coordinate relocation efforts.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5, 2006
Page 4 of 6
\q~~\
Relocation Planning Preparation of Relocation Impact Study. $12,500
(Time Charged)
Business Relocation Services Relocation Assistance Services for up to nine (9) businesses. $89,500
(Time Charged)
Business Site Searching Site Searching Services for replacement sites. $13,500
(Time Charged)
Administrative Services Administrative Services as needed. $4,500
(Time Charged)
Estimated Budget Total: $135,000
Start Requirements:
Agreement for Professional Services (signed contract)-- Notice to Proceed.
Close of relocation file through submission of claims or substitute agreement with displace.
Ending:
NOTES:
1.
2.
3.
4.
Figures are based on information provided to ARJWS as of the date of this estimate.
Assumes CEQA, and if necessary, NEP A compliance has been met.
Subject to AR/WS Assumptions and Limitations, contained herein.
The Budget has been prepared based upon a 12 month project schedule. An extended or reduced project schedule will
increase the estimated budget.
5. Budget Estimate does not include negotiations with property owners and business owners for fixtures and equipment.
6. A 20% contingency is recommended but is not included in the above figures.
H. General Assumptions and Limitations
1. City to provide prompt approval of all acquisition and relocation documents. Significant transmittals to be
approved by City prior to use. Administrative settlements and/or contract addenda to be pre-approved by
City. Consultant estimated budget assumes timely assignment of appraisals, acquisition parcels and
relocation cases. Deferring or "piece meal" assignments may add to level of effort and costs. Budget
estimates for multi-task assignments assume all tasks assigned to Consultant; not "ala-carte".
2. As applicable, City to provide written appraisal approval. City to sign Offers of Just Compensation as
reflected in the Appraisal Summary Statement(s). City letterhead to be used for offers and significant
correspondence, including Notices of Decision to Appraise and acquisition and relocation notices. Initiation
of acquisition work assumes that City has secured any required environmental certification as well as any
Federal or State approvals to begin right of way services.
3. All services to be provided pursuant to the Uniform Relocation Assistance and Real Property Acquisition
Policies Act and applicable State and Federal laws, related guidelines and regulations.
4. City to provide adequate appraisal maps, right of way plats, construction plans, preliminary title reports,
deed legal descriptions and deed face sheets (for easements) suitable for recording. City to provide
environmental impact report or statement with mitigation measures outlined as these may effect the
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5, 2006
Page 5 of 6
~d\
appraisal and/or acquisition process. Consultant will reasonably rely upon the accuracy, timeliness and
completeness of the information provided by City. City to provide cost to cure and replacement-in-kind
estimates and/or policy as necessary.
5. As applicable, pre-acquisition activities for soliciting Permits to Enter for soils/testing/contract work, Rights
of Entry, Agreements for Possession and Use not included (unless noted otherwise) but can be provided,
6. Except for appraisals, which are lump sum, this is a "time charged" contract in accordance with the
Consultant Fee Schedule. The not to exceed total compensation amount agreed to between Consultant
and City, described in Section 2 of the Consulting Services Agreement between City and Consultant, is
contingent on the performance of only items explicitly described in the Scope of Work and without the
occurrence of any material change which would alter such Scope of Work. Consultant is not responsible
for any material change to the Scope of Work due to reasons not expected at the time of the execution of
this Agreement which include, but are not limited to, addition of new projects within the Scope of Work by
City, schedule changes, new or revised legislation regulations statutes or ordinances by any governmental
entity, extended negotiations, leases, multiple vestings, title complications, pre-acquisition efforts,
relocation complications, unrecorded claims, extended site searches, eminent domain actions, right of way
and/or design changes, revised or updated appraisals, replacement housing valuations or relocation plans.
This Agreement is not a guarantee of property rights requested for a fixed budgeted amount.
7. Budget to be reviewed periodically. Consultant may reapportion budget allocations among categories.
8. Escrow costs, if any, shall be paid by City. Escrow instructions to be prepared by Title Company with
Consultant coordination. City to determine acceptable condition of title and what, if any, title exceptions to
take "subject to". Consultant to assist and consult as requested.
9. Consultant will, upon written or verbal notice from City, suspend, delay,' or interrupt all or a part of the
scope of service. In such event, Consultant will resume the scope of services upon written or verbal notice
from City and an appropriate extension of time and costs will be mutually agreed upon within a reasonable
time following re-initiation of all or any part of the Scope of Services.
10. City will give prompt notice to Consultant whenever City observes or becomes aware of any development
that affects the scope or timing of Consultant's Scope of Work, or any defect in the work of Consultant.
11. Unless otherwise noted, preparation of Caltrans Right of Way Certification documents are not included in
the Scope of Services, but can be provided.
12. Team composition may be adjusted by Consultant.
13. Consultant understands that construction and right of way plans are subject to some change. Consultant
will accommodate any changes in the right of way, including number or parcels, acquisitions and
relocations. Changes in proposed acquisitions after appraisals have begun or negotiations/relocations
have commenced will add time and expense to assignments. The parties acknowledge that such revisions
may add to costs.
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit A
October 5, 2006
Page 6 of 6
t</~ Gz \
EXHIBIT B
FEE SCHEDULE
Service
Hourly Rate
Principal Consultant
Managing Consultant
Consultant I
Consultant II
Consultant III
Right of Way Technician
Administrative Support
Appraisal Reports
Appraisal Services (Hourly)
Relocation Plans/Reports
Subcontractors
Depositions, Court Appearances, Arbitrations / Mediations,
Hearings, and Testimony (including preparation)
$165.00
$120.00 - $140.00
$110.00
$100.00
$90.00
$75.00
$55.00
Lump Sum
$175.00
Lump Sum*
Cost + 10%
$225.00
Consulting Services Agreement between
City of Dublin and Associated Right of Way Services, Inc. - Exhibit 8
October 5, 2006
Page 1 of 1