HomeMy WebLinkAboutReso 175-05 ShanonCtrArchitSvcs
RESOLUTION NO. 175 - 05
A RESOLUTION OF THE CITY COUNCIL
OF THE CITY OF DUBLIN
* * * * * . . . * * * * * * ** * . * * *
APPROVING AN AGREEMENT WITH THE DAHLIN GROUP
FOR ARCHITECTURAL DESIGN SERVICES FOR THE
SHANNON COMMUNITY CENTER
WHEREAS, the City of Dublin has approved the replacement of the Shannon Community
Center; and
WHEREAS, the City has solicited requests for proposals for Architectural design services for the
Shannon Community Center; and
WHEREAS, the City received seven proposals for Architectural design services, interviewed five
firms and selected the Dahlin Group; and
WHEREAS, the Dahlin Group has demonstrated adequate ability to perform said Architectural
design services; and
WHEREAS, consultant is available to perform work as specified; and
NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Dublin does
approve the agreement with the Dahlin Group, attached "eretn.
PASSED, APPROVED AND ADOPTED this 16fb. day of August 2005, by the following vote:
AYES: Councilmembers Hildenbrand, McCormick, Oravetz and Zika, and Mayor LockÞart
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
¿~,~\-\L~
City Clerk
G,\CC.MTOS\200~-qtr3\¡\DS\08-)6-05\re'" 17~.()~ .",,"non <It del!igtl.doc (lœm '.1)
7 -:' -) (p
","0'0t;,.
J
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF DUBLIN AND
DAHLIN GROUP, INC.
THIS AGREEMENT for consulting services is made by and between the City of Dublin ("City") and
Dahlin Group, Inc. ("Consultant") as of August 16, 2005.
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached as Exhibit A at the time and
place and in the manner specified therein. In the event of a conflict in or inconsistency between the terms
of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the date first noted above
and shall end upon completion of the Shannon Community Center, and Consultant shall
complete the work described in Exhibit A on or prior to that time, unless the term of the
Agreement is otherwise terminated or extended, as provided for in Section 8. The time
provided to Consultant to complete the services required by this Agreement shall not affect
the City's right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged in the geographical area in
which Consultant practices its profession. Consultant shall prepare all work products
required by this Agreement in a substantial, first-class manner and shall conform to the
standards of quality normally observed by a person practicing in Consultant's profession.
1.3 AS$iQnment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Section 1.1 above and to satisfy Consultant's obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed $964,950,
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 conftict between this
Agreement and Consultant's proposal, attached as Exhibits A and 8, 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
City of Dublin and Dahlin Group
Page 1 of 13
'3 ¡ib -" (p
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 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 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.
2.2 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. Except for the compensation for services rendered and reimbursable
expenses payable under this Section 2, City shall not pay any additional sum for any
expense or cost whatsoever incurred by Consuitant in rendering services pursuant to this
Agreement. City shall make no payment for any extra, further, or additional service
pursuant to thisAgreement.
SCOPE OF SERVICES
Phase I ~ Site Assessment $14,500
Phase 11- Conceptual Alternatives $122,500
Phase III ~ Schematic Design $137,000
Phase IV ~Design Development $210,300
Phase V ~ Working Drawings $290,000
Phase VI- Bidding $4,500
Phase VII ~ Construction Admin $118.650
SUBTOTAL $897,450'
(' of this amount approximately $66,000 is budgeted for LEED design and Certification)
Environmental Consultant Services
E.l.R. Negative Documents
Additional Construction Admin
Reimbursable Expenses
TOTAL
$15,000 allowance (hazma!)
$15,000 allowance
$14,000 allowance
$23,500 allowance
$ 964,950
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.
2.3 Hourlv Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on Exhibit B.
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 2 of 13
l.fvO '2 (
2.4 Reimbursable Expenses. Reimbursable expenses are specified in Exhibit A. Expenses
not listed in Exhibit A are not chargeable to City. Reimbursable expenses are included in
the total amount of compensation provided under this Agreement that shall not be
exceeded.
2.5 Payment of Taxes. Consultant is soiely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes.
2.6 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 iogs and
timesheets in order to verify costs incurred to that date.
2.7 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant's use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of fumishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, shall procure "occurrence coverage" insurance against claims for
injuries to persons or damages to property that may arise from or in connection with the performance of the
work hereunder by the Consultant and its agents, representatives, employees, and subcontractors.
Consultant shall provide proof satisfactory to City of such insurance that meets the requirements of this
section and under forms of insurance satisfactory in all respects to the City. Consultant shall maintain the
insurance policies required by this section throughout the term of this Agreement. The cost of such
insurance shall be included in the Consultant's bid. Consultant shall not allow any subcontractor to
commence work on any subcontract until Consultant has obtained all insurance required herein for the
subcontractor(s) and provided evidence thereof to City. Verification of the required insurance shall be
submitted and made part of this Agreement prior to execution.
4.1 Workers' Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 3 of 13
p'""'"'' t~) ¡
? of. ÆJ.,ð
oJ
and all persons employed directly or indirectly by Consultant The Statutory Workers'
Compensation Insurance and Employer's Liability Insurance shall be provided with iimits of
not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the alternative,
Consultant may rely on a self"insurance program to meet those requirements, but only if
the program of self-insurance complies fully with the provisions of the California Labor
Code. Determination of whether a self-insurance program meets the standards of the
Labor Code shall be solely in the discretion of the Contract Administrator. The insurer, if
insurance is provided, or the Consultant, if a program of self-insurance is provided, shall
waive all rights of subrogation against the City and its officers, officials, employees, and
volunteers for loss arising from work performed under this Agreement.
An endorsement shall state that coverage shall not be canceled except after thirty (30)
days' prior written notice by certified mail, return receipt requested, has been given to the
City. Consultant shall notify City within 14 days of notification from Consultant's Insurer if
such coverage is suspended, voided or reduced in coverage or in limits.
4.2 Commercial General and Automobile Llabilitv Insurance.
4.2.1 General reauirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,00000)
per occurrence, combined singie 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 generai 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 inciude but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting therefrom, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.2 Minimum scope of coveraQe. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 (ed. 11/88) or Insurance Services Office form number GL 0002 (ed. 1173)
covering comprehensive General Liability and Insurance Services Office form
number GL 0404 covering Broad Form Comprehensive General Liability.
Automobile coverage shall be at least as broad as Insurance Services Office
Automobiie 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:
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 4 of 13
I , "/1.
U2 t'C) G, \P
a. City and its officers, employees, agents, and volunteers shall be covered
as additional insureds with respect to each of the following: liability arising
out of activities performed by or on behalf of Consultant, including the
insured's general supervision of Consultant; products and completed
operations of Consultant; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant.
The coverage shall contain no special limitations on the scope of
protection afforded to City or its officers, employees, agents, or
volunteers.
b. The insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
c. An endorsement must state that coverage is primary insurance with
respect to the City and its officers, officials, employees and volunteers,
and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
d. Any failure of CONSULTANT to comply with reporting provisions of the
policy shall not affect coverage provided to CITY and its officers,
employees, agents, and volunteers.
e. An endorsement shall state that coverage shall not be canceled except
after thirty (30) days' prior written notice by certified mail, return receipt
requested, has been given to the City. Consultant shall notify City within
14 days of notification from Consultant's insurer if such coverage is
suspended, voided or reduced in coverage or in limits.
4.3 Professional Liabilitv 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 tihe licensed professionals' errors
and omissions.
4.3.1 Any deductible or self-insured retention shall not exceed $150,000 per claim.
4.3.2 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.
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 5 of 13
.-
i'ir:t 7..~
o
b. Insurance must be maintained and evidence of insurance must be
provided for at least five years after completion of the Agreement or the
work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five years after completion of the Agreement or the work.
The City shall have the right to exercise, at the Consultant's sole cost and
expense, any extended reporting provisions of the policy, if the Consuitant
canceis or does not renew the coverage.
d. A copy of the ciaim reporting requirements must be submitted to the City
prior to the commencement of any work under this Agreement.
4.4 All Policies Reauirements.
4.4.1 Acceptabilitv 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 coveraQe. Prior to beginning any work under this Agreement,
Consultant shall fumish City with certificates of insurance and with original
endorsements effecting coverage required herein. The certificates and
endorsements for each insurance policy are to be signed by a person authorized
by that insurer to bind coverage on its behalf. The City reserves the right to
require complete, certified copies of all required insurance policies, at any time.
4.4.3 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and endorsements for each
subcontractor.
4.4.4 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverages, scope, limits, and forms of
such insurance are either not commercially available, or that the City's interests
are otherwise fully protected.
4.4.5 Deductibles and Self·lnsured Retentions. Consultant shall disclose to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 6 of 13
1;trbw
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. Approval is notrequired for deductible below $150,000.
4.4.6 Notice of Reduction in CoveraQe. In the event that any coverage required by
this section is reduced, limited, or materially affected in any other manner,
Consultant shall provide written notice to City at Consultant's earliest possible
opportunity and in no case later than five days after Consultant is notified of the
change in coverage.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are altematives to other remedies City may have and are not the exclusive remedy for
Consultant's breach:
. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
· Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT'S RESPONSIBILITIES. Consultant shall
indemnify, defend with counsel selected by the City, and hold harmless the City and its officials, officers,
employees, agents, and volunteers from and against any and all losses, liability, claims, suits, actions,
damages, and causes of action arising out of any personal injury, bodily injury, loss of life, or damage to
property, or any violation of any federal, state, or municipal law or ordinance, to the extent caused, 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. The foregoing obligation of Consultant shall not appiy
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, 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 certificates and endorsements required under this Agreement does not relieve
Consultant from liability under this indemnification and hold harmless clause. This indemnification and hold
harmless clause shall apply to any damages or claims for damages whether or not such insurance policies
shall have been determined to apply. By execution of this Agreement, Consultant acknowledges and
agrees to the provisions of this Section and that it is a material element of consideration.
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 7 of 13
C¡'V1; -¿Gr
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services
under this Agreement is determined by a court of competent jurisdiction or the California Public Employees
Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions
for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the
payment of any penalties and interest on such contributions, which would otherwise be the responsibility of
City. .
Section 6.
6.1
6.2
Section 7.
7.1
7.2
7.3
7.4
STATUS OF CONSULTANT.
Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its empioyees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
Consultant No AClent. 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.
LEGAL REQUIREMENTS.
GoverninQ Law. The laws of the State of California shall govern this Agreement.
Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
Other Governmental ReQulations. 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. Any requirements will be disclosed to Consultant prior to
execution of this Agreement.
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
Corisulting Services Agreement between
City of Dublin and Dahlin Group
Page 8 of 13
i Chfb··¡' v
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 Eaual Opportunity. Consultant shall not discriminate, on the
basis of a person's race, religion, color, national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8.
TERMINATION AND MODIFICATION.
8.1
Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement upon fifteen (15) days' written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of termination; City, however, may condition payment of
such compensation upon Consultant delivering to City any or all documents, photographs,
computer software, video and audio tapes, and other materials provided to Consultant or
prepared by or for Consultant or the City in connection with this Agreement.
8.2 Extension. City may, in its soie 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 amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this
Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no
obligation to reimburse Consultant for any otherwise reimbursable expenses incurred
during the extension period.
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 9 of 13
¡ \ ß1..) '2i;
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assianment and SubcontractinQ. 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 without the prior written
approval of the Contract Administrator. Consultant shail 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. Ail obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liabiiity between City and Consultant shall survive
the termination of this Agreement.
8.6 Options uPon Breach bv Consultant. If Consultant materially breaches any of the terms
of this Agreement, City's remedies shail 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 Consuitant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9.
KEEPING AND STATUS OF RECORDS.
9.1
Records Created as Part of Consultant's Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. IUs understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 100f13
ì25¡) ·2Jp
confidential and will not be released to third parties without prior written consent of both
parties.
9.2 Consultant's Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the
Agreement shall be subject to the examination and audit of the State Auditor, at the
request of City or as part of any audit of the City, for a period of three (3) years after final
payment under the Agreement.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attornevs' Fees. If a party to this Agreement brings any action, including an action for
declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing
party shall be entitled to reasonable attorneys' fees in addition to any other relief to which
that party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County 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
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assians. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 11 of 13
I? at;¡1-'''>
10.6 Use of Recvcled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, wouid place
Consultant in a "conflict of interest," as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090 et.seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Herma Lichtenstein,
Parks & Facilities Development Manger ("Contract Administrator"). All correspondence
shall be directed to or through the Contract Administrator or his or her designee.
10.10 Notices. Any written notice to Consultant shall be sent to:
Karl Danielson, Vice-President
Dahlin Group, Inc.
2671 Crow Canyon Rd
San Ramon, CA 94583
Any written notice to City shall be sent to:
Herma Lichtenstein, Parks & Facilities Development Manger
City of Dublin
100 Civic Plaza
Dublin, CA 94568
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 12 of 13
1¡.f~t;'2(~
10.11 InteQration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibits A and 8, represents the entire and integrated agreement
between City and Consultant and supersedes all prior negotiations, representations, or
agreements, either written or oral.
CITY OF DUBLIN
CONSULTANT
Janet Lockhart, Mayor
Karl Danielson, V.P.
Dahlin Group, Inc.
Attest:
Fawn Holman, City Clerk
Approved as to Form:
Elizabeth H. Silver, City Attorney
Consulting Services Agreement between
City of Dublin and Dahlin Group
Page 13 of 13
/0fJO 7-v
EXHIBIT "A"
SHANNON COMMUNITY CENTER
1. Proiect Descriotion: The existing Shannon Community Center will be demolished and replaced by
a new +/-19,700sf building based on the program provided in the City of Dublin, Shannon
Community Center, Professional Design Services Request for Proposal. The existing bridge will be
demolished except for the structural supports and a new bridge provided on the existing supports.
2. Site Work: A site survey will be provided for the area north of the creek and the parking lot area
south of the creek. Site work will include all new work associated with the new building, hardscape,
landscape, parking area, and access road on the north side of the creek. Site work on the south
side of the creek will be limited to:
a. New parking along the north side of the existing fire lane.
b. New landscape in existing parking lot planters.
c. Patch and repair existing parking as needed. Provide slurry seal coat and new striping for
entire parking lot.
d. Remodel of existing monument sign, including an electronic reader board.
3. BuildinQ Description: The proposed building will be single-story, slab on grade, Type V, nOMated
construction, fully sprinklered. The building will be designed and certified as L.E.ED. Silver Rating.
4. DesiQn Review: The project will be reviewed and approved by the Parks and Community Services
Commission and the City Council. Design Review Board or Planning Commission approval is not
required.
5. Consultant Services: Architect will provide the following consultant services for the building and
site work:
Structural
Mechanical
Electrical
Plumbing
Civil
Landscape
Interior Design
Kitchen
Title 24 Energy Compliance
Cost Estimator
Audio Visual
Signage
Environmental
L.EED
I· i ,) i,
i i?r,i!. ~."';'."
. "J
Performance Specs only will be provided for Fire Protection. Construction Documents for fire
protection will be provided on a design/build basis through the General Contractor.
6. Environmental ImDact Review: The project will not require an Environmental Impact Review,
however, the City may decide to prepare documentation for a Negative Deciaration. The Architect
has provided an allowance for an Environmental Consultant and documentation if the City elects to
do so.
7. Geotechnical Enqineer: The services of a Geotechnical engineer are required and will be provided
by the City.
8. Phase I: Site Assessment:
Project Initiation. The Architect will initiate the Project, .and set up a system for documenting the
Project and organizing communication.
(i) Project Kickoff Meeting. The Architect will convene a kick·off meeting, attended by key
participants representatives from the City of Dublin. The group will review and confirm the
Project schedule. Initial assignments will be identified and communication lines will be
established among Project participants. Minutes will be kept and distributed.
(ii) Initial Site Tour. The Architect and representatives of the Owner, will tour the site to
introduce the Architect to key issues and problems.
(iii) Meeting Schedule. The Architect will confer with the key project participants and prepare
an initial list of interviews and meetings to be scheduled.
Based on the information gathered in this Project initiation stage the Architect shall prepare an
updated Project schedule, list of interviews and meetings, directory of Project participants and
minutes of the Project kickoff and distribute these materials to Project participants.
(I) Review Existing Studies. The Architect will gather and review any existing studies, reports
or planning documents regarding the services and operations of the new Shannon Center
to become familiar with any previous planning efforts and goals and objectives.
(ii) Review City's Guideiines. The Architect will meet with the City's Planning, Building and
Public Works Staff, so that the Architect can learn of any other building code, engineering,
zoning or environmental constraints on the site. The Architect will look at maximum
footprint, setback, FAR and height restrictions.
(iii) Review City's Green Building Ordinance and Guidelines. The Architect will review all
pertinent green building information and determine base line strategies for meeting the
City's Goals for a LEED Silver rated building. Prepare an initial LEED checklist and
provide feedback on feasibility.
9. Proiect BudQet and Schedule:
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 1 of 10
!ï t'b 'l (p
(i) Establish a Firm Schedule and Budget. The Architect will meet with representatives of the
City to establish a firm schedule and budget for the Project. The information the Architect
gathers in that meeting will guide later portions of work. The Architect will draw upon the
Shannon Center Facility Feasibility Study by the Sports Management Group, augmented
by additional information from the Architect's cost estimator to set up a working budget
document that takes into account anticipated costs for construction, fees and permits,
construction management, tests and inspections, furnishings and equipment, and change
order contingencies.
(ii) Based on the information, the Architect will provide the City a preliminary budget memo
and a schedule document.
10. Phase II: Conceptual Altematives:
(i) Conceptual Plan Configuration. The Architect will prepare a maximum of three (3)
conceptual site and floor plans for review by the City representatives. These plans shouid
address concerns regarding site constraints and building program requirements.
(ii) Develop Exterior Alternatives. The Architect will create a maximum of three (3) exterior
alternatives based on one (1) floor plan to receive City comments on style and character.
(iii) Review with Owner. The Architect will meet with the Owner to review these design options
and receive input.
(iv) Based upon the City's input the Architect will prepare presentation drawings for Parks and
Community Services Commission and City Council review.
(v) Project Cost Estimate. The Architect will do a conceptual construction and overall Project
cost estimate at this phase, and will review it with construction and cost consuitants.
Overall Project costs include construction, fees and permits, furnishings and equipment,
LEED requirements and contingencies.
(vi) Present to Parks and Community Services Commission and City Council. The Architect
will present these materials to the Parks and Community Services Commission and City
Council for its review and input. The goal is that both bodies will make recommendations
as to the preferred option.
11. Phase III: Schematic Desiqn:
(i) Based on the mutually agreed-upon program, schedule and construction budget
requirements, the Architect shall prepare, for approval by the Owner, Schematic Design
Documents consisting of the following:
a. Code search on the building, including meeting with representatives of the Community
Development Department, Public Works Department, Fire Department, DSRSD, and
Alameda County Waste Management Authority to determine relevant requirements.
b. Site Plans
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 2 of 10
I't;t,;) ?..lb
c. Landscape Plans
d. Schematic Grading, Drainage and Utility Plans
e. Floor Plans
f. Exterior Elevations
g. Building Sections
h. Preliminary Engineering diagrams and System Descriptions.
i. Exterior Materials Board
j. Outline Specifications
(ii) Based upon the City's input the Architect will prepare presentation drawings for Parks and
Community Services Commission and City Council review. This should include; site plans,
landscape plans, building floor plans, exterior elevations, primary interior elevation, color
and material selections and preliminary furnishings suggestions.
(iii) Project Cost Estimate. The Architect will do an updated construction and overall Project
cost estimate at this phase, and will review it with construction and cost consultants. If the
more detailed plans show an increase in costs Architect should be prepared to review
design elements that can be adjusted to bring costs in line with the City's budget.
(iv) Present to Parks and Community Services Commission and City Council. The Architect
will present these materials to the Parks and Community Services Commission and City
Council for its review and input.
12. Phase IV: Desion Development Phase:
(i) Based on the approved Schematic Design Documents and any adjustments authorized by
the Owner in the schedule or construction budget, the Architect shall prepare, for approval
by the Owner, Design Development Documents consisting of the following drawings and
other documents to fix and describe the size and character of the Project as to
architectural, structural, mechanical and electrical systems, materiais and such other
elements as may be appropriate or necessary to enter the construction document phase.
In preparing the Design Development Documents the Architect shall coordinate any value
engineering recommendations from the Owner's Construction Manager. The Architect
shall coordinate and review design concepts with City maintenance personnel.
a. Building Code Analysis
b, Site Layout Plans
c. Landscape and Preliminary Irrigation and Planting Plans
d. Grading, Drainage and Utility Plans
e. Representative Site Details
f. Floor Plans
g. Roof Plan
h. Exterior Elevations
i. Building Sections
J. Representative Wall Sections and Related Details
k. Selected Interior Elevations and Enlarged Plans
I. Reflected Ceiling Plans
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 3 of 10
!,;~ f'il--?--r.,
m. Preliminary Door, Window and Finish Schedules
n. Structural Plans and Sections and Typical Details
o. Mechanical and Electrical Layouts
p. Outline Specifications
q. Lighting cut-sheets
r. Access and Egress Plans
(ii) The Architect shall submit to the Owner a more comprehensive Design Development cost
estimate based on current area, materials volume or other unit costs. The preliminary cost
estimate referred to in this paragraph and any adjustments thereto shall indicate, in a level
of detail satisfactory to the Owner, the cost of each category or work involved in
constructing the project.
(iii) The work of this phase shall include the following meetings. Meet with appropriate
representatives of the City of Dublin, County Agencies, DSRSD, Fish and Game, and/or
Fish and Wildlife to whom the documents will be submitted for plan check and permits.
(iv) The Architect shall advise the Owner of any need or advisability of the Owner's securing
any additional tests, analyses, studies, reports, or consultant's services in connection with
the development of the design and construction documents for the project.
(v) Present to Parks and Community Services Commission and City Council. The Architect
will present the Design Development to the Parks and Community Services Commission
and City Council for its review and input. The goal is that both bodies will authorize the
preparation of Construction Documents.
13. Phase V: Construction Document Phase:
Based on the approved Design Development Documents and any further adjustments in the scope,
quality of the project or in the construction budget authorized by the Owner, the Architect shall
prepare, for approval by the Owner, Construction Documents consisting of Drawings and Technical
Specifications setting forth in detail the requirements for the construction of the Project, including
final furnishing and equipment selections and structural and energy calculations required by the
local building authority. Said Construction Documents, Drawings and Specifications shall
incorporate a cost estimate at 50% completion based on a polling of current market conditions in
the specific project area. Should cost be in excess of 15% of the design development estimate,
Architect shall incorporate value engineering recommendations as approved by the Owner.
(i) The Architect shall coordinate the technical specifications with the bidding requirements,
contract requirements and general conditions provided by the City. The Architect's scope
of services shali be limited to technical coordination and shall not include legal advice or
insurance matters.
(ii) Construction drawings and specifications, or other construction documents or contract
documents submitted for approval or to any contractors for bidding or negotiation shall be
prepared to the standard of professional care and in compliance with all appiicable codes,
ordinances, statutes, regulations and laws, except to the extent expressly and specifically
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 4 of 10
,';,., "'7 ¡ ~
I ()r,;·L ¿.rLP
.1""·" -:..)
otherwise stated in detail in writing by Architect at the time of such submission. By
submitting the same for construction contract purposes, Architect confirms that Architect
has identified any reasonable test, studies, analyses or reports which are' necessary or
advisable to be performed at that point in time. Architect shall additionally confirm these
facts in writing at such time.
(iii) The Architect shali advise the Owner of any adjustments to estimates of Construction Cost
for the project indicated by changes in requirements or general market conditions. The
Architect shall submit to the Owner updated estimates of Construction costs upon
completion of the 90% construction set to be the basis for the engineers estimate.
(iv) The Architect shall assist the Owner in connection with the Owner's responsibility for filing
documents for the project required for the approval of govemmental authorities having
jurtsdiction over the Project. This would at a minimum include a SWPP plan, LEED
certification requirements, BAAQMD permits, Fish and Game, Fish and Wildlife and the
Alameda County Health Department. However, the Owner is responsible for the payment
of any costs related to the filing and processing of said documents.
14. Phase VI: Biddinq & Neootiation Phase:
(i) The Architect, following the approval of the Construction Documents and of the latest
preliminary estimate of Construction Cost, shall assist in the bid process. The scope of
services includes the preparation of addenda which will be issued by the Construction
Manager.
(ii) Architect shall provide the Owner a complete plot set of electronic drawing files and black
and white ax inch by 11-inch Project specifications for. Architect shall also provide the
City with an electronic ACAO current version of the plan set drawings and an MS Word
version of Project specifications. The City will use the electronic plan set drawings and
Project specifications only for record documentation.
15. Phase VII: Construction Administration Phase:
(i) The Architect's responsibility to provide basic services for the Construction Phase under
this Agreement commences with the Notice to Proceed for Construction and terminates
sixty-days (60) after substantial completion of construction. "Substantial completion" as
used in this paragraph shall mean the stage in the process of the Work when the Work or
designated portion thereof is sufficiently complete in accordance with the Construction
Documents so the Owner can occupy, accept or utilize the Work for its intended use.
(ii) The Architect shall provide administration of the Construction Contract as set forth in AlA
Document A201, General Conditions of the Contract for Construction (1987 Edition),
together with, and as amended by the Owner's supplementary general conditions and
other documents included or incorporated into the Construction contract.
(iii) The duties, responsibilities and limitations of authority of the Architect may be reasonabiy
restricted, modified or extended by the Owner after the date of this Agreement, and if they
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 5 of 10
¿. i I1'b ¿b
are substantially restricted, modified or extended without written agreement of the Owner
and Architect, then Architect's compensation shall not be equitably adjusted.
(iv) The Architect, with the concurrence of the Construction Manager, shall generally oversee
and review the work for the project. The Architect, with the approval of the Construction
Manager, in each case, shall review the Contractor with regard to matters set forth in the
Drawings and Specifications. In addition to any specific responsibilities assigned
elsewhere in the Contract Documents, the Construction Manager shall decide any and all
questions which may arise as to the rate of progress of the work. The Architect shall have
authority to act on behalf of the Owner only to the extent provided in this Agreement.
(v) The Architect shall visit the site at appropriate intervals to become generally familiar with
the progress and quality of the work completed and to determine in general if the work is
being performed in a manner indicating that when completed will be in accordance with the
Contract Documents. However, the Architect shall not be required to make exhaustive or
continuous on-site observations. Architect has allowed for a total of 50 site visits. The
Architect shall keep the Owner informed of the progress and quality of the work and shall
endeavor to guard the Owner against defects and deficiencies in the work. The Architect
shall issue written field reports of such
(vi) The Architect shall not have control over or charge of and shall not be responsible for
construction means, methods, techniques, sequences or procedures, or for safety
precautions and programs in connection with the work. The Architect shall not be
responsible for the Contractor's schedules or failure to carry out the work in accordance
with the Contract Documents. The Architect shall not have control over or charge of acts
or omissions of the Contractor, Subcontractors, or their agents or employees, or of any
other persons performing portions of the work.
(vii) Except as may otherwise be provided in the Contract Documents or when direct
communications have been specially authorized, the Owner, the Architect and Contractor
shall communicate through the Construction Manager. The Owner may consult with the
Architect regarding the selection and performance of the Construction Manager.
Communications by and with the Architect's consultants shall be through the Architect.
(viii) The Architect and Construction Manager shall jointly review Contractor's Applications for
Payment. The Construction Manager shall have the sole authority to certify and authorize
payment of the amounts due the Contractor.
(ix) The Architect shall notify the City regarding any work which does not conform to the
Contract Documents. Whenever the Architect considers it necessary or advisable for
implementation of the intent of the Contract Documents, the Architect shall have authority,
with approval of the City, to require additional inspection or testing of the work in
accordance with the provisions of the Contract Documents, whether or not such work is
fabricated, installed or completed. However, neither this authority of the Architect nor a
decision made in good faith either to exercise or not to exercise such authority shall give
rise to a duty or responsibility of the Architect to the Contractor, Subconiractors, material
Consulting Services Agreement between
City of Dublin and Dahlin Group--Exhibit A
Page 6 of 10