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HomeMy WebLinkAboutItem 4.3 Positano HillsPk Geotech Svc~~~~ Off' nU~~~ /ii ~ 111 L~~ - ~ ~~~ DATE: TO: FROM: SUBJECT: STAFF REPORT CITY CLERK File #600-30 April 17, 2012 Honorable Mayor and City Councilmembers Joni Pattillo, City Manager ° ~'" r ~~ Positano Hills Park -Consultant Services for Geotechnical Services Prepared by Rosemary Alex, Parks and Facilities Development Coordinator EXECUTIVE SUMMARY: As part of the construction of Positano Hills Park, Staff is seeking the services of a geotechnical services firm to provide testing and observation services. FINANCIAL IMPACT: As identified in the 2010-2015 Capital Improvement Program Fiscal Year 2012-2013 Update, the Positano Hills Park project (#950013) budget is $1,995,417. Of this amount, $1,584,308.18 was appropriated for expenditures in Fiscal Year 2011-2012. The project is expected to incur expenses over more than one fiscal year and the full amount appropriated in Fiscal Year 2011- 2012 is not expected to be expended before June 30t". The geotechnical services under the proposed Agreement will cost $49,000. RECOMMENDATION: Staff recommends that the City Council adopt the resolution approving an Agreement with Lai and Associates for geotechnical services related to the Positano Hills Park construction. ~~ Submitted By Parks and Comm nity Services Direc r DESCRIPTION: ..~ Reviewed By Administrative Services Director C~ _ .. Reviewed y Assistant City Manager Staff is seeking geotechnical services from Lai and Associates for the Positano Hills Park project. The City has worked with Lai and Associates on several other park construction projects and has demonstrated the ability to provide the necessary services for the project. The scope of work for professional services includes: attendance at project meetings as required; provide written report of test results; provide geotechnical observation and testing Page 1 of 2 ITEM NO. 4.3 during grading and sub-grade preparation; underground utility work; restroom placement; and concrete and asphalt installation. The proposed costs are estimates based on the personnel and number of hours per task. The not-to-exceed amount for the services is $49,000. The proposed resolution (Attachment 1) includes the Consultant Services Agreement with Lai and Associates (Attachment 2). NOTICING REQUIREMENTS/PUBLIC OUTREACH: No public noticing is required. ATTACHMENTS: 1. Resolution approving an Agreement with Lai and Associates 2. Exhibit A -Agreement Page 2 of 2 RESOLUTION NO. xx - 12 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DUBLIN APPROVING AGREEMENT WITH LAI AND ASSOCIATES FOR GEOTECHNICAL SERVICES RELATED TO POSITANO HILLS PARK WHEREAS, the City of Dublin requires geotechnical services; and WHEREAS, the qualifications of Lai and Associates are appropriate for the work proposed; and WHEREAS, Paul Lai the Principle of Lai and Associates has successfully demonstrated the ability to provide these services by providing similar services for the City on the Fallon Sports Park construction project. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin hereby approves the agreement (attached hereto as Exhibit A) with Lai and Associates for geotechnical services, in an amount not to exceed $49,000 BE IT FURTHER RESOLVED that the City Manager is authorized to execute the agreement. PASSED, APPROVED AND ADOPTED this 17t" day of April, 2012, by the following vote: AYES: NOES: ABSENT: ABSTAIN: ATTEST: City Clerk Mayor ATTACHMENT #1 XHl 1T A CONSULTING SERVICES AGREEMENT E3ETWEEN THE CITY OF DUELIN AND LAI AND ASSOCIATES THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City") and Lai and Associates ~"Consultant") as of April 17, 2012. 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 antl 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 on December 31, 2012, the date of completion specified in Exhibit A, and Consultant shall complefe the work described in Exhibik A prior to that date, unless the term of the Agreement is otherwise terminated or extended, as provided for in Section 8. The time provided to Consultant to compiete the services required by this Agreement shad not affect the City's right to terminate the Agreement, as provided for in Section 8. 1.2 Standard of Performance. Consultant shad perform al! services required pursuant to this Agreement in the manner and according to the standards observed by a competent practitioner of the profession in which Consultant is engaged in the geographical area in which Consultant practices its profession. Consultant shall prepare all work products required by this Agreement in a substantial, first-class manner and shall conform to the standards of quality normally observed by a person practicing in Consultant's profession. 1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform services pursuant to this Agreement. In the event that City, in ifs sole discretion, at any time during the term of this Agreement, desires the reassignment of any such persons, Consultant shall, immediately upon receiving notice from City of such desire of City, reassign such person or persons. 1.4 Time. Consul#ant 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 Consul#ant a sum not to exceed forty-nine thousand dollars x$49,000}, notwithstantlingeny contrary indications that may be contained in Consultant's proposal, for services to be performed antl reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant's proposal, attached as Exhibit A, regarding the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below shall be the only payments from City to Consultant fior services rendered pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein. Excepk as specifically authorized by City, Consultant shall not bill City for duplicate services performed by more than one person, Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 1 of 13 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 salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties further agree that compensation hereunder is intended to include the casts of contributions to any pensions andior annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City therefore has no responsibility far such contributions beyond compensation required under this Agreement. l~otwithstanding the "not to exceed" compensation amount in the preceding paragraph, the Contract Administrator may authorize payment above the "not to exceed" amount to allow Consultant to provide additional services, or, to compensate Consultant for services provided within the original scope of work in excess of the hours specified in t=xhibit A, In no event, however, shall the Contract Administrator authorize payment of such additional payments in excess of 20% of the "not to exceed" amount. 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 Na. 1 for the first invoice, etc.; ^ The beginning and ending dates of the 6il}ing 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 Consuitant 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 (xhibit 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 10°/0 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 ail services required have been satisfactorily performed. Consukting Services Agreement between April 17, 2012 City of Dublin and l_ai and Associates Page 2 of 13 ~.4 Total Payment. Cily shall pay for the services to be rendered by Consultant pursuant fo 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 additions[ service pursuant to this Agreement. In no event shall Consuitant submit any invoice far an amount in excess of the maximum amount of compensation provided above either far 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. 2.5 Dourly Fees. Fees for work performed by Consuitant on an hourly basis shall not exceed the amounts shown in Exhibit B. 2.6 Reimbursable Expenses. Reimbursable expenses are specifed below, and shall not exceed two-hundred dollars x$200). Expenses not listed below are not chargeable to City. Reimbursable expenses are included in the total amount of compensation provided under this Agreement that shah not be exceeded. Printing charged at cast plus 15% 2.7 Payment of Taxes.. Consultant is solely responsible for the paymenk 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. Consuitant shall maintain adequate logs and timesheets in order to verify costs incurred to that date. 2.9 Authorization to Perform Services. The Consuitant 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, FAC1LlTIES AND EQUIPMENT. Except as set forth herein, Consultant shaii, at its sale cost and expense, provide all facilities and equipment thak 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. Cily shaii furnish physical facilities such as desks, filing cabinets, and conference space, as maybe reasonably necessary far 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 shaii be in the sole discretion of City. In no event shall Ci#y 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. Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 3 of 13 Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement, Consultant, at its own cast 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 casf 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 park of this 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,a00,000.00) per accident. In the alternative, Consultant may rely an aself-insurance program to meet thane requirements, but only if the program of self-insurance complies fully with the provisions of the California Labor Code. Determination ofwhether aself-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 Consultank, if aprogram ofse~f-insurance is provided, shall waive all rights of subrogation against the City and its officers, officials, employees, and volunkeers 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 1~4 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 re uirements, 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. Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 4 of 13 4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as broad as Insurance Services Office Commercial Genera! Liability occurrence farm CG 0001Automobile coverage shall be at least as broad as Insurance Services Office Automobile Liability farm CA 0001 Code ("any auto"). 4.2,3 Additional requirements. each of the following shall be included in the insurance coverage or added as an endorsement ko the policy: a. Gily and its offcers, employees, agents, and volunteers steal! be covered as additional insureds with respect fo each of the following: liability arising out of activities performed by or on behalf of Consultant, including the insureds general supervision of Consultant; products and completed operations of Consultant; premises awned, occupied, or used by Consultant; and automobiles owned, leased, or used by the Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City or its officers, employees, agents, or volunteers. 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. Any failure of CONSULTANT to comply with reporting provisions of the policy shall not affect coverage provided to CITY and its offcers, 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. Gonsuitant 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. Gonsuitant, 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 ONI=MILLION DOLLARS ($1,000,000} covering the licensed professionals` errors and omissions. 4.3.1 Any deductible orself-insured retention shall not exceed $150,000 per claim. Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 5 of 13 4,3.2 An endorsement shall state that coverage shat[ 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 aclaims-made form: a. The retroactive date of the policy must be shown and must be before the date of the Agreement. b. Insurance must be maintained and evidence of insurance must be provided for at least five years after completion of the Agreement or the work, so long as commercially available at reasonable rates. c. If coverage is canceled or not renewed and it is not replaced with another claims-made policy form with a retroactive date that precedes the date of this Agreement, Consultant must provide extended reporting coverage for a minimum of five years after completion of the Agreemenf or the work. The City shall have the right to exercise, at the Consultant's sole cos# 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 Afl Po_ lcies Requirements. 4,4.1 Acceptability of insurers. All insurance required by this section is to be placed with insurers with a Bests' rating of no less than A:VII. 4,4.2 Verification of coverage, Prior to beginning any work under this Agreement, Consultant shall furnish Cily 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 subcontrac#ors shall be subject to all of the requirements stated herein. Consulting Services Agreement between April 17, 2012 City of Dublin and I_ai and Associates Page 6 of 13 4.4.4 Variation. The City may approve a variation in the foregoing insurance requirements, upon a determination that the coverages, scope, limits, and farms 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 tailed for by any term of this Agreement. During the period covered by this Agreement, only upon the prior express written authorization of Contract Administrator, Consultant may increase such deductibles orself-insured retentions with respec# to City, its offcers, employees, agents, and volunteers. The Contract Administrator may condition approval of an increase in deductible orself-insured retention levels with a requirement that Consultant procure a bond, guaranteeing payment of lasses and related investigations, claim administration, and defense expenses that is satisfactory in all respects to each of them. 4.4.fi Notice of Reduction in Covera e. 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 passible 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 Ciky 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; A 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; andlor ^ Terminake this Agreement. Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Consultant shall indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers, employees, agents, and volunteers from and against any and ail 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, Consulting Services Agreement between April 17, 2012 City of Dublin and t_ai and Associates Page 7 of 13 subcontractors, or agents, by acts for which they could beheld 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 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, lass 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 asset forth in Section 2778 of the California Civil Code. Acceptance by City of insurance certificates and endorsemenfs 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, Notwithstanding the foregoing, to the extent that this Agreement is a "construction contract" as defined in Califomia Civil Cade 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, Consuitant shall indemnify, defend, and hold harmless City for the payment of any employee andlor employer contributions for PERS benefits on behalf of Consultant or ifs 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.~ 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 pursuank 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, ruse, regulation, law, or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing services under this Agreement shall not qualify far 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 Califomia Public Employees Retirement System (PERS) as an employee of City and entitlement ko any contribution to be paid by City for employer contributions andlor empioyee contributions for PERS benefits. 6.2 Consultant No Agent. Except as City may specify in writing, Consuitant shah 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. Consulting Services Agreement between April 17, 2012 City of Dublin and 1_ai and Associates Page 8 of 13 Section 7. LEGAL REQUIREMENTS. 7,1 Gover_n_in~aw. The laws of the State of California shall govern this Agreement. 7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with ail 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 fo 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. Consultank 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 Agreemenf valid Business Licenses from City. 7.5 Nondiscrimination and Equal Opportunitk 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, recipienk of, ©r applicant for any services or programs provided by Consultant under this Agreement. Consultant shall comply with all applicable federal, state, and local laws, policies, rules, and requirements related to equal opportunity and nondiscrimination in employment, contracting, and the provision of any services that are the subject of this Agreement, including but not limited to the satisfaction of any positive obligations required of Consultant thereby. Consultant shall include the provisions of this Subsection in any subcontract approved by the Contract Administrator or this Agreement. Section 8. TERMINATION AND MODIFICATION. 8.1 Termination. City may cancel this Agreement at any time and without cause upon written notification to Consultant. In the event of termination, Consultant shall be entitled to compensation for services performed to the effective date of termination; City, however, may condition payment of such compensation upon Consultank delivering to City any or all documents, photographs, computer software, video and audio tapes, and other materials Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 9 of 13 provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement. 8.2 Extension. City may, in ifs sole and exclusive discretion, extend the end date of this Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a written amendmenf to this Agreement, as provided for herein. Consuitant 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 Consuitant for any otherwise reimbursable expenses incurred during the extension period. 8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the parties. 8.4 Assignment and Subcontracting. City and Consultant recognize and agree that Phis 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 Consuitant. Consultant may not assign this Agreement or any interest therein without the prior written approval of the Contract Administrator. Consultant shall not subcontract any portion of the performance contemplated and provided for herein, other than to the subcontractors noted in the proposal, without prior written approval of the Contract Administrator. 8.5 Survival. Al! obligations arising prior to the fermination of this Agreement and all provisions of this Agreement allocating liability between City and Consultant shall survive the termination of this Agreemenk. 8.6 Options upon Breach by Consultant. if Consultant materially breaches any of the terms of this Agreement, City`s remedies shall included, but not be limited to, the following; 8.6.1 Immediately terminate the Agreement; 8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other work product prepared by Consultant pursuant to this Agreement; 8,6.3 Retain a different consultant to complete the work described in Exhibit A not finished by Consultant; or 8.6.4 Charge Consultant the difference between the cost to complete the work described in Exhibit A that is unfinished at the time of breach and the amount that Gity would have paid Consultant pursuant to Section 2 if Consultant had completed the work. Consulting Services Agreement between April 17, 2012 City of goblin and l.ai and Associates Page 10 of 13 Section 9. KEEPING AND STATUS OF RECORDS. 9.9 Records Created as Part of Consultant`s Performance. Ail 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 Agreemenk. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant fo fhis Agreement are prepared specifically for the City and are not necessarily suitable for any fukure or other use. City and Consultant agree that, until final approval by City, all data, plans, specifications, reports and other documents are confidential and will not be released to third parties without prior written consent of both parties. ' 9.2 Consultant's Books and Records. Consultant shall maintain any and al! 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 fo 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 Ins ection and Audit of Records. Any records or documents that Section 9.2 of this Agreement requires Consultant to maintain shad be made available for inspection, audit, andfor 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 DOt,I_ARS ~$10,OOOAO), the Agreement shall be subject to the examination and audit of the State Auditor, at the request of City or as park 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 inferpret 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 maybe entitled. The court may sek such fees in the same action or in a separate action brought for that purpose. 90.2 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 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 Agreemenk not so Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 11 of 13 adjudged shall remain in full force and effect. The invalidiky in whole ar in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 10.4 iVo Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of and shall apply to and bind the successors and assigns of the parties. 10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written studies and other printed material on recycled paper to the extent it is available at equal ar less cost than virgin paper. 10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within the corporate limits of City or whose business, regardless of location, would place Consultant in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Govemment Code Section 81000 of 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 Cade Sections 7090 et seq. Consultant hereby warrants that it is not now, nor has it been in the previous twelve X12) 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, Consul#ant 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 ef.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 Consultank 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 far 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 ar through the Contract Administrator or his or her designee. 10.10 notices. Any written notice to Consultant shall be sent ta: Paul Sai-Wing Lai, Vice President Consulting Services Agreement between April 17, 2012 City of Dublin and Lai and Associates Page 12 of 13 Lai and Associates 415 Boulder Court, Suite 400 Pleasanton, CA 94566 Any written notice fa Ciky shall be sent to: Rosemary Alex, Parks and Facilities Development Coordinator City of Dublin -- Parks and Community Services Department 100 Civic Plaza Dublin, CA 94568 10.11 Professional Seal. Where applicable in the determination of the contract administrator, the first page of a fechnical report, first page of design specifications, and each page of construction drawings shall be stampedlsealed and signed tay the licensed professional responsible for the reportldesign preparation. The stamplseal shall be in a block entitled "Seal and Signature of Registered Professional with reportldesign responsibility," as in the following example, Seal and Signature of Registered Professional with reportidesign responsibility. 10.12 Integration. This Agreement, including the scope of work aftached hereto and incorporated herein as Exhibit A, represents the entire and integrated agreement between City and Consultant and supersedes all prior negotiations, representations, ar agreements, either written or oral. CITY OF DUBLIN Joni Pattillo, City Manager CONSULTANT Paul Sai-Wing Lai, Vice President Attest: Caroline Soto, City Clerk Approved as fo Form: John Bakker, City Attorney Consulting Services Agreement between April 17, 2032 City of Dublin and Lai and Associates Page 13 of 33 EXHIBIT A SC®PE ®F' 5ERVI~ES LAI & ASSOCIATES GEOTECHNICAL ENGINEERS Via Email March 29, 2012 Job No. 147.300 Ms. Rosemary Alex Park and Facilities Development Coordinator City of Dublin 100 Civic Plaza Dublin, California 94568 Subject: Geoteclutical Engineering Services during Construction Positano Hills Park Valentano Drive at La Strada Drive Dublin, California Dear Ms. Alex: We are pleased to present this proposal to provide geotechnical engineering services during construction of the Positano Hills Park in Dublin, California. The site is located immediately north of the "T" intersection of Valentano Drive and La Strada Drive. We previously performed a geotechnical investigation for the project attd presented the results in our December 29, 2011 report {Job Na. 147.000). As shown on the project plans, the planned park improvements include a basketball court, concrete pathways, crushed gravel paving, apre-fabricated restroom, site retaining walls, asoccer/softball field, play areas, picnic areas, lawn game areas, pathway lights and landscaping areas. Based on our recent discussion with you, we understand that you are planning to start the park construction late April or early May and that the park construction may take about 6 months. SCOPE OF SERVICES Based on our experience with similar projects, we recommend that the scope of our services include the following: 1. As needed, provide geotechnical consultation during construction; 2. As needed, attend up to a 2-hour pre-construction meeting and eight 2-hour construction meetings; 3. On a part-time basis, provide geotechnical observation and testing during site preparation and grading; 4. On a part-time basis, provide geotechnical observation and testing during underground utility and subdrain installation; 5. On a part-time basis, provide geotechnical observation and testing services during concrete patlnvay, basketball court, bio-retention area, crushed gravel paving, pre-fabricated restroom, site retaining wall and pathway light construction -especially the preparation (moisture conditioning and controlled compaction) of the upper 18 inches of the subgrade for the basketball court, concrete pathways, crushed gravel paving areas and pre-fabricated restroom; 6. On art art-call basis, observe the foundation excavation far the restroom; 415 Boulder Court, Suite ~tl}0, Pieasatrfon, CA 945G6; Cell: (925) 639-3836; Email: aulslail l ntail.cam Joltn 3:16 March 29, 2012 Job No. 147.300 Page 2 7. ©n an on-call basis, obtain up to 3 sets of four cylinders for compression testing; 8. Laboratory testing to support the field operation; and 9. Prepare a report summarizing the results of our• observation and testing, p'I;E ESTIMATE We have assumed that our observation and testing services would be needed for about 20 hours per week and about hvo-thirds of your estimated construction time, about l5 weeks. We propose to provide our services on a time-and-expense basis in accordance with the attached Fee Schedule - 2012. We at•e prepared to provide the scope of services outlined above for an estirnated cost of $49,000, distributed roughly as follows. We will not exceed the estirnated cost without your written authorization. TASK DESCRIPTION ESTIMATED COSTS Consultation dtrrirtg Construction $ 4,000 Pre-construction and Construction Meetings (estimated nine 2-hour meetin s $ 2,0©© Geotechnieal Observation and Testing during Construction estimated fifteen 20-Itour weeks at $2,500/week $ 3'7,800 Casing Concrete Cylinders $ 1,000 Laboratory Testing $ 2,500 Construction Report ~ $ 2,000 ESTIMATED TOTAL $ 49,000 The time estimate for our services is not exact because many factors during construction (i.e., construction schedule, contractor's rate of progress, weather, and actual subsurface conditions encountered) are beyond our control. The above cost estimate does not include charges for observation and retesting during the repair of unsatisfactory work performed by the contractor. We have assurtted an 8-hour day and afive-day week (Monday through Friday); overtime will result in extra costs. In addition, the above cost estimate does not include show-up time when ottr• 0eld technician is selteduled fnr• the project and the contractor cancels work without adegttate notice. We have athree-hour rninimurn charge for show-up time. Should such charges be incurred, they will be billed to you but cotrtd be itemized if requested. We will keep you advised of our job charges by issuing monthly progress billings and will inform you of any changed condition which might significantly atI'ect our total fee. if you have any questions regarding our fee or scope of services, please do not hesitate to call us, if this pr•opnsal meets your approval, please provide a City of Dublin contract to us as the authorization of our work, Thank yotr fnr the opportunity to respond to your needs. Respectfully submitted, L & ASSOCIATES Pa 1 Sat Wrng Lar Vi President GE 2326 PSEIPROPOSAL2 Attachment: Pee Schedule - 2012 415 Boulder Court, quite 40©, Pleasanton, CA 94566; Cell: (925) 639-3836; Enroll: parrlslaill(a~amail.conr .Iohn 3:i6 E~i ~ ,~ssoci,~r~s FEE SCNEDUIE - 2012 General Biltna Rate/Hour Principal Engineers and Geofagists ...................................................................................................................................................................$ 4D.00 Senior Engineers and Geologists ....................................................................................................................................................................... . 145.00 Project Enginoors and Geologists ...................................................................................................................................................................... 130.00 Staf€ Engineers and Geologists ........................................................................................................................................................................ ..115.00 Engineering Technicians ............................................................................................................................................................................... ..... 106.E Drat ]srttan .......................................................................................................................................................................................... .................... 85.60 Word Processor ........................................................................................................................................................................................ ............. 60.66 Cferi co I ............................................................................................................................................................................................ ...................... 4D.D6 Outside Services ...................................................................................................................................................................................... ....Cost + 20% Vehicle ............................................................................................................................................................................................... .............. bt1¢I n7le Nuclear Density Gauge (Two-Hour Minimum} ..................................................................................................................................................... 11.00 Seismograph [12 Channel} ......................................................................................................................................................................... 449.00/day Sbpe Indicafor ........................................................................................................................................................................................ ... 289.04/day Shoring ............................................................................................................................................................................................... ......... 122.04/day Water Pump ............................................................................................................................................................................................ ..... 35.00/day Piezometer Read-Out Unii ........................................................................................................................................................................... 174.44/day Settlemont Transducer Read-Ouf ................................................................................................................................................................ 174.OD/day Overtime work performed al the request of the Cfent or necessitoted by Controctorworking overtime will be billed al 1.5 times the hourly rates listed above. Expert witness testimony/deposition n~inimumcharges: $2.700/day, $1,75D/half-day; preparation at appfcabls hourly races. Project-related put-side costs including: Equipment rental, consultants, special fees, pormits orinsurance, mea6 and lodging and other similar items are billed at cost+ 2D%. In lieu of individually charging for: photo copies, federal express, facsirrrile, felophone and derical kirne a flat fee of 2%of total labor wig be chargod. Copies of previously issued reports of up to SD pages will be billed at $80.00 for tho first copy, and $40.66 for oath additional copy. Specific quotes for forger reports and/or reports confoining drawings larger than 8'/~ X 11 inches. Laboratory Tests [Unit charge for laboratory testing including the normat [oboratory work and report of results only. Unusual ortime concurring samp~ preparotion or specie! tests ore bitted at hourly charge for tho laboratory technician. Charges €or testing which ore not listed will be given upon roquest. Sin~ilorly, a reduction of the Fee Schedule rate can be given for a large number of tests}. Billing Rate Test Classification Tests Rtterberg Linyts [Pl & LL} .................................. .......................... $25D Sieve Analysis ................................................... ............................ 228 Percent Passing #200 Sieve ............................ .............................. b0 Hydrametor Analysis ........................................ ............................ 139 Sand Equivalent .............................................. ............................ 118 Specific Gravity ............................................... ............................ 143 Bulk Specific Gravity ....................................... ............................ 124 Moisture Content/Uni# Weight ........................ ..............................35 Compaction Curves A. 4tnch Mold ................................................. ............................ 280 B. 5-Ineh Mold .................................................. ............................ 334 G. Cal Impact {Wetj ........................................ ............................226 D. Cai Impact {Dry} ......................................... ............................ 265 E, i Point Verification ...................................... ..............................97 Durabi~ Facto A. Hne .............................................................. ............................ 116 B. Coarse .......................................................... ............................ 180 L.A. Rottier ........................................................ ............................226 -Value Tests i`iot Roquiring Reproportioning ....................... ............................310 Requiring Reproportioning .............................. ............................350 Cement, Lime. Other ....................................... ............................350 Concrete Tosts {including moisture content and dry unit weigh# determinations) A. Compression Tests [each specimenj ...... ..............................30 8. Trial Botch ..................................................... ............................ 914 6116ng Rate Test ShrinklSwell7estg including moisture content and dry unit weight doterrrtinations} A. Undisfurbed ................................................................... ......... $ 95 B. Remoldod ....................................................................... .........182 Strength Tests (including moisture content and dry unit woight deterrrdnations} Direct Shear. Por Point A. Undisturbed .......................................................... .......... 58 B. Remolded ............................................................. ......... 113 Trioxial Compression. Par Ppint A. Unconsolidated, Undrained ................................ ......... 148 B. Unconsolidated, Undrained & Backsaturotion... .........251 C. Consolidated, Undrained ................................... ......... 270 D. Consolidated, Undrainod & Baeksaiurafed ....... .........341 E. Consolidated, Drained ........................................ .........257 F. Pore Pressure Measurements ............................... ........... 89 G. Romolded Specimens, Add, Per Point ............... ........... 64 lJnconfined Comprssion A. Undisturbed .......................................................... ...........95 6. Remolded ............................................................. ......... 150 Consofdation Tests {including moisture content ^nd dry unit weight deterrninatians} A. Undisturbed .......................................................... ......... 226 B. Remolded ............................................................. ......... 289 C. Time Compression Curve, Per Increment ........... ........... 64 Asahaltic Concrete A. Maximum Density ................................................ .........176 B. Extraction .............................................................. ......... 150 C. Gradation ............................................................ .........228 A new Fee Schedule is issued at the beginning of each year. Unless other arrangements hove been made, charges for all work performed after December 31, 2D12, (including projects initiated in the prior year) will be based on the new schedule of charges. A service charge of one percent per rrsonth (but not exceeding the maximum rate allowable by taw} wiilbe payable on anyamounts not paid within 30 days, payment thereafter to be applied first to occrued interestand then to the principal unpaid amount. Anyatiornoy's #ees or other costs incurred in collecting any delinquent amount shall be paid by the Client.