HomeMy WebLinkAboutItem 7.2 AmendAgmtZahnGroup CITY CLERK
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AGENDA STATEMENT
CITY COUNCIL MEETING DATE: April 20, 2004
SUBJECT: Agreement Amendment with the Zahn Group for Design of Building
Remediation and Restoration for Water Intrusion and Management
of Building Remediation and Restoration Project
Report Prepared by: Melissa Morton, Public Works Director
ATTACHMENTS: 1) Budget Change Form in the amount of $46,760
2) Resolution, Including Agreement as Exhibit A
3) Agreement with Zahn Group
RECOMMENDATION.' ~ 1) Approve Budget Change in the amount of $46,760
2) Adopt resolution approving agreement amendment with the
- , ~, Zahn Group, Incorporated, for Design of Building
Remediation and Restoration for Water Intrusion and
Management of Building Remediation and Restoration
Project
FINANCIAL STATEMENT: This agreement amendment increases the total not-to-exceed amount
from $60,000 to $106,760, which is an increase of $46,760. The
estimated consulting cost per task is as follows:
Design Documents for Water Intrusion Remediation and
Restoration: $26,760
Construction Management of Water Intrusion Remediation
and Restoration: 48,000
$74,760
DESCRIPTION: On March 16, 2004, the City Council declared an emergency relative
to water damage at the Dublin Civic Center. Also on March 16, 2004, the City Council approved a
contract with the Zahn Group, Inc. for Water Intrusion Investigation and Management of the
Environmental Remediation Project. Since that time, the Zahn Group has supervised the work of the
remediation contractor and Certified Hygienist to insure expedient completion of the remediation and
cleansing of affected areas of the Civic Center Buildings.
The water intrusion investigation has been conducted concurrently, and there are several building systems
that require restoration to insure that the building remediation is sustained. Staff has also examined the
COPIES TO: The Zahn Group, Inc.
g:\engrcontract~zahn group\agst mold remediation contract
immediacy of the situation and the consultant has indicated that they do not recommend closing the open
areas until the restoration is complete. Staff has worked with the Zahn Group to insure that the entire
building was analyzed and a lasting, complete restoration proposed.
The contract amendment is a furtherance of this objective. The Zahn Group will first provide design
services for the restoration of the building systems at the source of the water intrusion, and the remainder
of the contract amendment is for construction management services necessary for the restoration of to the
building.
Staff recommends that the City Council approve the Budget Change in the amount of $46,760 and adopt
the resolution approving the agreement amendment with the Zahn Group for design of building
remediation and restoration for water intrusion and management of building remediation and restoration
project.
Page 2
CITY OF DUBLIN \
BUDGET CHANGE FORM
CHANGE FORM #
New Appropriations (City Council Approval Required): Budget Transfers:
__ X__ From Unappropriated Reserves From Budgeted Contingent Reserve (1080-799.000)
Within Same Deparmqent Activity
From New Revenues Between Departments (City Council Approval Required)
Other
Name: Name: Building Maintenance: Contract $46,760.00
Services
Account #: Account #: 001.10500.740.000
Name: Name:
Account #: Account #:
Name: Name:
Account #: Account #:
Name: Name:
Account #: Account #:
Name: Name:
Account #: Account #:
FinMgr/ASD: ~ ~"A~~e Date:
REASON FOR BUDGET CHANGE ENTRY: To fund the design of building remediation and restoration for
the following systems: windows, block walls, subdrains, and irrigation modifications. In addition, the scope of
work will include construction management for the building remediation and restoration.
City Manager: Date: Signature
Mayor: Date: Signature
Posted By: Date: Signature
ATTACHMENT i
RESOLUTION NO. -04
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
APPROVING AN AMENDMENT WITH THE ZAHN GROUP, INC.
FOR DESIGN OF BUILDING REMEDIATION AND RESTORATION
FOR WATER INTRUSION AND MANAGEMENT OF
BUILDING REMEDIATION AND RESTORATION PROJECT
WHEREAS, the City Council approved a contract with Zahn Group, Inc., on March 16, 2004, for
consulting serv/ces related to water intrusion investigation and management of an environmental
remediation contract; and
WHEREAS, the City wishes to revise the scope of service to include additional consulting
services for remediation and restoration of the building to eliminate the water intrusion; and
WHEREAS, Staff is recommending that City Council approve Exhibit "A: to amend the contract
with Zahn Group, Inc.;
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin approves a
contract amendment, hereto attached as Exhibit "A," with the Zahn Group, Inc., for additional consulting
services related to design of building remediation and restoration for water intrusion and management of
building remediation and restOration project.
BE IT FURTHER RESOLVED that the Mayor is authorized to execute the agreement.
PASSED, APPROVED AND ADOPTED this 20th day of April, 2004.
AYE S:
NOES:
ABSENT:
ABSTAINING:
Mayor
ATTEST:
City Clerk
G:X, Engr-contract~zahn group~reso remediation contract.doc
ATTACHMENT 2
EXHIBIT "A" OF RESOLUTION -04
AMENDMENT TO AGREEMENT
BETWEEN CITY OF DUBLIN AND THE ZAHN GROUP, INC.,
FOR DESIGN OF BUILDING REMEDIATION AND RESTORATION
FOR WATER INTRUSION AND MANAGEMENT OF
BUILDING REMEDIATION AND RESTORATION PROJECT
WHEREAS, the City of Dublin (hereinafter referred to as "CITY") and the Zahn Group,
Inc. (hereinafter referred to as "CONSULTANT"), entered into an agreement on March 16, 2004, to
provide water intrusion investigation and management of the environmental remediation project t° CITY;
and
WHEREAS, the City wishes to revise the scope of services, attached herewith, to include
additional work to repair the buildings and eliminate the water intrusion; and
WHEREAS, the change in scope of services requires a change in compensation;
NOW, THEREFORE, the parties hereto agree as follows:
1) The scope of services shall be revised to include the following: design documents for
water intrusion remediation and restoration and construction management of water
intrusion remediation and restoration.
2) The compensation for services related to the projects listed above shall be on a time and
materials basis as per the original rate schedule, with a total contract cost not to exceed
$106,760.
CITY OF DUBLIN
Mayor
ATTEST:
City Clerk
THE ZAHN GROUP, INC.
Date:
G:kEngr-contractXzahn group,amendment 4-20-04.doc ~ ~ i
~""'"~'",,,h~ April 14, 2004
~'~'~""~'~J. Ms. Melissa Moron
~o Director
Public Works Depadment
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Re: Water Intrusion Remediation Program - City Hall
ZG Project Number 04M025B
Dear Ms. Moron,
The Zahn Group (ZG) team is pleased to provide you with a proposal to remediate the
identified water leaks at City Hall. We have identified tasks that will enable our team to
resolve the leaks. We will utilize this information to formulate a strategy to mediate this
~~4~ problem.
~.~e~ Our approach is as follows:
~3~.~,°~-~ A. Design Phase
~o',_v 1. Prepare 100% ~E drawings and specifications relating to windows and
glass, the exterior wall, the sub-drain, and modifications to the irrigation
system and landscape.
2. Process the documents with the City building depa~ment.
3. Make corrections per City requirements.
4. Obtain the necessaw permits.
5. Prepare a cost esti~ate for the work.
~¢o~~-_ B. Construction Phase- ;onstruction Management Se~ices
5q~%~ 1. Assist Owner with ,roposal analysis
~%~ ~,~' *d 2. Pre-construction m ~eting with Contractor and Owner
~.~ 3. Daily job review
4. Weekly job meetin I on progress
5. Prepare punchlist nd review with Contractor
6. Process punchlist
7. Process payments to Contractor
8. Prepare final repot to Owner
Our estimate for these se~ices is not-to-exceed maximum budget of $74,760.00.
John Croswhite will contact you to ~eet with you to discuss our proposal. If you have
any questions for him prior to this meeting, please contact him via cell-phone at 415-
279-6261. We appreciate this op~,o~unity to assist the City of Dublin with resolving
this troubling matter.
Yew truly yours,
~o--~oo~ THE ZAHN GROUP, INC.
President
City of Dublin
Water Intrustion Remediation Program at City Hall
ZG Project Number 04M025B
Estimate as of April 14, 2004
Project Dir. Architect CADD Operator Project Coord.
Design Documents for Water Intrusion Remediation Program $145.00 $135.00 $65.00 $65.00
Activity
1 Prepare 100% A/E drawings and specifications 24 40 60 40
a. Window and glass
b. Exterior wall
c. Sub-drain
d. Irrigation and landscape modification
2 Process with building department 8
3 Make corrections per City requirements 2 16 16 12
4 Obtain necessary permits 2
5 Prepare cost estimate 16 12
44 76 78 52
$6,380.00 $10,260.00 $4,940.00 $3,380.00
Expenses: Document Reproduction $1,800.00
Sub Total Design $26,760.00
Project Dir. Architect Const. Mgr. Project Coord.
Construction Management of Water Intrusion Remediation Program $145.00 $135.00 $125.00 $65.00
Activity
I Assist Owner with Proposal Anaylsis 12 12 2
2 Pre-Construction Meeting with Contractor & Owner 4 4 4
3 Daily Job review (10 weeks) 40 40 100 20
4 Weekly Job meeting on Progress 10 10 20
5 Prepare Punch List & review with Contractor 2 4 2 4
6 Process Punch List 12 12 4
7 Process Payment 6 6 6 6
8 Prepare Final Report to Owner 16 8 8 24
80 80 154 84
$11,600.00 $10,800.00 $19,250.00 $5,460.00
Expenses: Document Reproduction, Delivery, Misc. $890.00
Sub Total Construction Management $48,000.00
Project Total $74,760.00
EXI'tTR~ "A" OF RESOLUTION 0~ -04 ~ ~5-b '7~3
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBUN AND
THE ZAHN GROUP, INC.
THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City~ and
The Zahn Group, inc. ("Consultant') as of Mamh 16, 2004.
Section I. 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 onthe date first noted above
and shall end on June 30, 2004, the date of completion 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 forin 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 ali 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 substanlial, tirst, class manner and shall conform to the
standards of quality normally observed by a person prancing in Consultant's profession.
1.3 Assianment 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 nolJce 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, COUPENSATiON. City hereby agrees to pay Consultant a sum not to exceed $60,000,
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 Ms
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 specifically authorized by City, Consultant shall not bill City
for duplicate services performed by more than one person.
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 1 of 13
ATTACHMENT 3
COnsultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant's estimated costs of providing the services required hereunder,
including salades and benefffs of employees and subcontractors of Consultant. Consequently, the parlies
fu~er agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once a month.during the
term of this Agreement, based .on the cost for services performed and reimbursable costs
incurred priOr to the invoice date. Invoices shall contain thefollowing 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 Final Payment. City shall pay the last t(P~ 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.
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, inc. Page 2 of 13
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.
2.$ Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the following fee schedule:
2.6 Reimbursable Expense. Reimbursable expenses are specified below, and shall not
exceed One Thousand Dollars ($1,000). Expenses not listed below are not chargeable to
City. Reimbursable expenses are included in the total amount of compensation provided
under this Agreement that shall not 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 written 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 sec'don, 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 lime 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 salJsfactory 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
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 3 of 13
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 ofthis Agreement prior to execution.
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 cnv~_rnn~, ix .~,mn~nd~d unirlnd nr r-.d, v,.-d in ,.n,,,~r~n,~ ,-. ;,. I-'...~,.
CITY CLERK
File #l
AGENDA STATEMENT
CITY COUNCIL MEETING DATE: April 20, 2004
SUBJECT: Agreement Amendment with the Zahn Group for Design of Building
Remediation and Restoration for Water Intrusion and Management
of Building Remediation and Restoration Project
Report Prepared by: Melissa Morton, Public Works Director
ATTACHMENTS: 1) Budget Change Form in the amount of $46,760
2) Resolution, Including Agreement as Exhibit A
3) Agreement with Zahn Group
RECOMMENDATION.- ,,q/ 1) Approve Budget Change in the amount of $46,760
2) Adopt resolution approving agreement amendment with the
, ~ Zahn Group, Incorporated, for Design of Building
Remediation and Restoration for Water Intrusion and
~ Management of Building Remediation and Restoration
Project
FINANCIAL STATEMENT: This agreement amendment increases the total not-to-exceed amount
from $60,000 to $106,760, which is an increase of $46,760. The
Automobile Liability form CA 0001 (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 Consult. ant.
The coverage shall contain no special limitations on the scope of
protection afforded to City or its officers, employees, agents, or
volunteers.
b. The insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
c. An endorsement must state that coverage is pdmary 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 aloss 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 cer'dfied 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)
Consulting Services Agreement between Mamh 16, 2004
City of Dublin and the Zahn Group, Inc. Page 5 of 13
days' pdor 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:
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 commemially 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 Requirements.
4.4.1 Accoptability.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 Verifi .c, ation 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 ali subcore'actors as insureds unde~ its
policies or shall furnish separate cerlJficates and endorsements for each
subcontractor. NI 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
Consulting Services Agreement between March 16, 2004
City of Dublin and the 7_ahn Group, Inc. Page 6 of 13
such insurance are either not commemially available, or that the City's interests
are otherwise fully protected.
4.4.5 Deductibles and Self-Insured Retentions. Consuitantshall 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 pedod 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 falls 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 Consult. ant 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 RESPONSIBIUTIES. 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
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 7 of 13
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. 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
ceraficates 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 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 contribu'dons, 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 Ci~ 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 subco~actors 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 benefrts.
6.2 Consultant No Aftent. 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 Governinc~ .Law. The laws of the State of California shall govern this Agreement.
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page. 8 of 13
'q- m
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 Ucenses 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 Subsec§on 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.
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 9 of 13
8.2 Extension. City may, in its sole and exclusive discrelJon, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
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 pedod.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assicmment and Subcontracting. 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.
Consultant may not assign this Agreement or any interest therein wi~out the prior written
approval of the Contract Administrator.- Consultant shall not subcontract any porlion 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
~ofthis 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.
Consul~ng Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 10 of 13
.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 des~bed
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 pdor 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 tothe examination and audit of the State AuditOr, at the
request of City or as part of any audit of the City, for a pedod of three (3) years after final
payment under the Agreement.
Section 10 ..M.!SCELLANEOUS 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 bdngs 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 of 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
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 11 of 13
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 N.o 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. extentit is available at equal or
less cost than virgin paper.
t0.7 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 'confiict 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 Se~ons 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 wrilten materials,
'10.9 Contract Administration. This Agreement shall be administered by John Croswhite
("Contract Administrator"). All correspondence shall be directed to or through the Conti'act
Administrator or his or her designee.
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc. Page 12 of 13
10;10 Notices. Any wr'rlten notice to Consultant shall be sent to'.'
__The Zahn Group, Inc., Attn: Elyce Zahn
625 Market Street, 1.4th Floor
San Francisco CA 94105-3315
Any written notice to City shall be sent to:
City of Dublin Public Works, Attn: Melissa Morton
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 speci§cations, 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, c
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, represents the entire and integrated agreement between
CitY and Consultant and supersedes ali prior negotiations, representations, .or agreements,
either written or oral.
C~*~ OF DUBLIN, j CONSULTANT
Affes~~. ~ ~'* """"'"' ~
AppBved as ~ Fo~:
Consul~ng Se~ic~ Agree~nt be~een M~ch 16, 20~
Ci~ of Dublin and ~e Zahn Group, inc. Page 13 of 13
EXHIBITA
SCOPE OF SERVICES
As per proposal dated March 14, 2004 (attached)
Task 1 Moisture Investigation
Task 2 Management of Mold Remediation
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, inc.--Exhibit A Page 1 of 1
COMPENSATION SCHEDULE
As per proposal dated March 14, 2004
Task 1: Water Intrusion Investigation, Not to Exceed $22,590
Task 2: Management of Mold Remediation Project, Not to Exceed $28,905
Consulting Services Agreement between March 16, 2004
City of Dublin and the Zahn Group, Inc.-Exhibit B Page 1 of 1
VIA FACSIMILE - 925~833-6630
Three pages total
March 14, 2004
Ms. GOnger Russell
Administrative AnalYSt for Public Works
Public Works Department
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Re: Moisture Investigation and Mold Remediation
City Hall
ZG Project Number 04M025
Dear Ms. Russell,
The Zahn Group (ZG) team is pleased to provide you with a proposal to
investigate the water leaks at City Hall. We have identified tasks that will enable
our team to identify the possibte cause(s) of the leaks, We will utilize this
information to formulate a strategy to mediate this problem.
Our moisture investigation approach is as follows: 1. Perform water tests on various walls.
2. Perform water test on all glazing.
3, Flood test and inspect all roof underlayment and attic space.
4, Perform an at-grade water test (mow strip and concrete walls at or
around the perimeter of the City Hall building).
5. Prepare a report on the findings of the tests and recommend
corrective measures.
6. Meet with City staff to discuss the report.
7. Prepare a cost estimate to correct the moisture problem.
Our approach to mold remediation is as follows: 1. Contractor identification and pre-proposal walk-through with
contractors
2. Assist City with .proposal analysis
3. Pre-construction meeting with Contractor and City
4. Daily job review
5, WeeMy job meeting on progress
6. Prepare punchlist and review with Contractor and City
7. Process punch list
8, Process payments
9. Prepare final report to Owner
Our estimate for all of these services is a not-to-exceed maximum budget of
$51,495,00. Details of our budget estimate are attached for your review.
A/Is. Ginger Russell
City of Dublin
March 14, 2004
Page 2
John Croswhite wilt contact you to meet with you to discuss our proposal. If you
have any questions for him prior to this meeting, please contact him via cell-
phone at 415-279-6261.
We appreciate this opportunity to assist the City of Dubiin with resolving this
troubling matter.
Very truly yours,
THE ZAHN GROUP, INC.
Attachment- Proposed budget details
City of Dublin ~- -
Water Intrustlon Investigation at City Hall
ZG Proje~ Number 04M025
Estimate as of March 14, 2004 Project Dir, Project Coord. Const.'Mgr_~_~ Consultants Archltec(
Moisture inveStigation $145,00 ~"~'~00 $12.5.00, ~ $135.00
1.. ~erform we[er tests on walls, 4 2 4 B
Perform water test on glazing, 4 __~ 8 12 B
~3134_5 Flood test and nspe~t all roof underlayment and attic space, 2 2__ _ 2 4 2
Perform an at-grade water test (mow strip and con~rete
walls at or around the perimeter of the City Hall & Police
building), 2 2 B 8 0
Prepare a report on the ~.ndlngs of the tests end
corrective measure~. 4 B 8 4 4
Meet with City staff to discuss the report. 8 4 8 0 2 __
Prepare a cost estimate to correct the water intrusion, 8 ' 12 8 ' ' 8 - .. B
32 30 48 44 32
Sub Total $22,59D.00
Pro]e,ct Dir. Proj~'~t Coord,,~ Cons[, Mgr.
Mold Remediat!on, __ $145,00 $50.00 $125.00 ,,
'~ Contractors · 5 4
~ Proposal A~yl$is 4 2 4
Construction Meeting with Contractor & Owner 2 __ 2. 2
24 40
Job meeUng on Pro.q_r.e. se .. B 12 6
~are Punch List & review wit Contractor 4 8 .... 8
Punch List- 4 4 12
2 2 2
Report ~o Owner-- 8 12 8
-- 59 82 130
Sub Total $2a,a0s.o0
Project Total