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HomeMy WebLinkAbout14C C33330, A & B - Engineering - Architectural Designs - Alessandro WestCITY OF PALM DESERT ECONOMIC DEVELOPMENT DEPARTMENT STAFF REPORT REQUEST: AUTHORIZE THE EXECUTION OF PROFESSIONAL SERVICE CONTRACTS RELATING TO THE ENGINEERING AND ARCHTIECTURAL DESIGNS FOR THE ALESSANDRO WEST IMPROVEMENT PROJECT SUBMITTED BY: Martin Alvarez, Director of Economic Development DATE: March 26, 2015 CONTENTS: The Altum Group Professional Services Contract Prest-Vuksic Professional Services Contract Exhibit A Site Map Recommendation By Minute Motion that the City Council: Authorize the renaming of the Alessandro Alley Improvement Project to the Alessandro West Improvement Project; 2. Waive further reading and authorize the execution of a professional engineering service Contract No. c33330A with The Altum Group in the amount of $105,560.00, plus a 10% contingency ($10,556.00) for the Alessandro West Improvement Project; 3. Waive further reading and authorize the execution of a professional architectural design Contract No. C33330B with Prest-Vuksic Architects in the amount of $38,695.00, plus a 10% contingency ($3,869.50) for the Alessandro West Improvement Project; 4. Funds are currently available in Capital Project Fund Account No. 400- 4341-433-4001. Costs will be reimbursed to the City from bond proceeds pursuant to the approved Alessandro Bond Proceeds Funding Agreement; 5. Approve and authorize the services contracts as they Improvement Project. Background Executive Director to execute the professional relate to the design of the Alessandro West Over the last decade the former Redevelopment Agency acquired several properties located adjacent to the Alessandro Alley. The intent of the acquisition was to implement an improvement project that would assist in renovating the blighted area and provide Staff Report Contract No.(s) C33330A-B Alessandro West Improvement Project Design March 26, 2015 Page 2 of 4 improvements that would stimulate new economic development and expansion of the commercial properties located to the south. Future expansions or reconstruction of the older commercial buildings will require additional parking inventory. The Alessandro Alley Improvement project design was completed, but the project implantation was stalled due to passage of legislation that dissolved all California Redevelopment Agencies in 2011. Project Design: The project specifically proposes to widen and improve the Alessandro West corridor by adding new public parking spaces with landscaping and lighting improvements from Las Palmas Avenue on the east to approximately 300 feet east of Monterey Avenue on the west. The project would widen the majority of Alessandro West by 27.0 feet to a total width of 47.0 feet, and would provide public parking at a 90-degree angle on the north side of Alessandro West, perpendicular to a new six foot block wall barrier adjoining residential parcels to the north. The project will also involve the closure of San Marcos Way to vehicular access, but will maintain pedestrian access. The San Marcos road will be vacated and the adjacent parcels to the east and west may be consolidated to create a central parking facility that would further assist with the goals of expanding businesses and the concepts that are being developed as part of the General Plan update. The second component of the Alessandro West Improvements includes the demolition of existing carports located in front of the Las Palmas Apartments and the construction of new public parking spaces to be owned by the City. New carports for use by the apartment tenants will be constructed on the adjacent property, west of the existing apartments. The property that will house the new apartment tenant carports has been transferred to the owner of the apartment complex. The sections required to expand the Alessandro West corridor are currently owned by the City of Palm Desert and the remaining portions of the residential properties are held by the Successor Agency to the Palm Desert Redevelopment (Successor Agency). The remaining residential parcels were identified to be sold on the approved Long Range Property Management Plan (see "Exhibit A" Site Map). Discussion With the approval of the Successor Agency's Finding of Completion in 2013, by the State Department of Finance, the Successor Agency can now utilize Project Area 1 Bond Proceeds to complete the design and implement the Alessandro West Improvement Project. In order to expend bond funds associated with the project design, property acquisitions and construction the City and Successor Agency approved a Bond Proceeds Funding Agreement. The Oversight Board of the Successor Agency to the Palm Desert Redevelopment Agency and the State Department of Finance approved a reimbursement agreement which allows the City to expend funds to implement the project and be reimbursed by Successor Agency Project Area 1 Bond Proceeds. GAEcon Development\Martin Alvarez\Alessandro Alley\SA-SR AAWest Design Improvements 3-26-15.docx Staff Report Alessandro West Improvement Project Design March 26, 2015 Page 3 of 4 Contract No.(s) C33330A-B On August 22, 2013, the Successor Agency/City held a Study Session to discuss the prioritization and funding availability of former Redevelopment Agency bond funded projects. The Alessandro West Improvement Project was identified as one of the projects eligible under Project Area 1 bond funds and $2,100,000 was programmed for this project. The $2,100,000 budgeted is sufficient to implement project design. Professional Design Services The original engineering design plans were developed by Stantec Consulting Inc. Stantec Consulting was sold and merged with The Altum Group. The Altum Group has provided a proposal to reinitiate the construction engineering documents necessary to implement the Alessandro West Improvement Project. The proposal includes updating the plans based on all the new acquisitions, new building codes and redesigns to areas where the City now has full control of right of way. The proposal will provide all necessary studies and reports to comply with City/State requirements including preparation of a Water Quality Management Plan, PM-10 Plan and Storm Water Prevention Plan. The Altum Group's proposal also includes construction staking and construction administration assistance during the construction phase. The Altum Group's professional engineering design services is in the amount not to exceed $105,560.00, plus a 10 percent contingency that would require City Council approval prior to use. The second design component of the Alessandro West Improvement Project consists of removing a row of existing carports in front of the Las Palmas Apartments and the reconstruction of a decorative wall in front of the apartment units. In addition, the design will include construction of new carports on the adjacent parcel to the west for the apartment tenants. Prest-Vuksic Architect (PVA) provided the preliminary designs and has provided a design proposal to complete the construction drawings to ensure compliance with current building codes, lighting design for the entire Alessandro West corridor, landscape designs, as well as bidding and construction administration services. PVA proposal is in the amount not to exceed $38,695.00, plus a 10% contingency that would require City Council approval prior to use. Alessandro West Business Improvement District Formation City staff has contracted with Wildan Financial to assist with the formation and balloting to create a Property and Business Improvement District (PBID) consisting of the commercial property owners to the south of the Alessandro West corridor. The proposed district would access the commercial property owners for the annual landscaping maintenance, lighting, and utility costs required after the improvements to the Alessandro West project is complete. The commercial property owners will be the primary beneficiaries of the renovation and the development of additional parking facilities. The property owners would have the ability to vote in an assessment and each would pay a prorated cost based on the size of their property or linear frontage. If approved, the PBID would be in place for five years and renew of the PBID would require re -balloting. G:\Econ Development\Martin Alvarez\Alessandro Alley\SA-SR AAWest Design Improvements 3-26-15.docx Staff Report Alessandro West Improvement Project Design March 26, 2015 Page 4 of 4 Fiscal Analysis Contract No.(s) c33330A-s Funds are currently budgeted in Fiscal Year 2014/2015 Account No. 400-4341-433-4001. Although the Capital Projects Fund would initially advance the funds for the design and construction of the Alessandro West Improvement Project, the City will be reimbursed by the Successor Agency pursuant to the approved Alessandro Bond Proceeds Funding Agreement and funds available from the Project Area 1 Bond Funds. Prepared By: Martin Alvarez Director of Economic Development Re ' ed and Concur: ,,t� Paul S. Gibson, Director of Finance roval: d"ohp M. Wohlmuth Cit Manager Department Head: s Rudy osta Assis ant City Manager GAEcon Development\Martin AlvarezWessandro Alley\SA-SR AAWest Design Improvements 3-26-15.docx Contract No. C33330A CITY OF PALM DESERT PROFESSIONAL ENGINEERING SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this day of March, 2015, by and between the City of Palm Desert, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California, 92260 ("City") and The Altum Group, a professional engineering firm, with its principal place of business in Palm Desert, California ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional engineering consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional engineering consulting services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such professional engineering consulting services for the Alessandro West Improvement Project, Contract No. ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional engineering consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. Contract No. C33330A 3.1.2 Term. The term of this Agreement shall be from March 2015-June 2016, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than 1 additional one-year term. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of GAEcon Development\Martin AlvarezWlessandro AIIeyWltum Group Agreement.doc 2 BBK: Nov 2013 Contract No. C33330A persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement is: Doug Franklin, P.E., Vice President. 3.2.5 City's Representative. The City hereby designates Martin Alvarez, Director of Economic Development, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Doug Franklin, P.E., Vice President, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly G:\Econ Development\Martin Alvarez\Alessandro AIIey\Altum Group Agreement.doc 3 BBK: Nov 2013 Contract No. C33330A removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10Insurance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant(s) to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, 2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than 1,000,000 combined single limit for each accident. Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before GAEcon Development\Martin AlvarezWlessandro AIIeyWltum Group Agreemenl.doc 4 BBK: Nov 2013 Contract No. C33330A the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims -made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City of Palm Desert, its officers, agents, employees and volunteers. Umbrella or Excess Liability Insurance: Consultant may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such circumstances, Consultant shall obtain and maintain an umbrella or excess liability insurance policy with limits of not less than 4,000,000 that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer's liability. Such policy or policies shall include the following terms and conditions: • A drop down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; • Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; and • Policies shall "follow form" to the underlying primary policies. • Insureds under primary policies shall also be insureds under the umbrella or excess policies Other Provisions or Requirements Insurance for Subconsultants. All Subconsultants shall be included as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing Subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City as an Additional Insured to the Subconsultant's policies. Consultant shall provide to City satisfactory evidence as required under Insurance Section of this Agreement. Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. The GAEcon Development\Martin AlvarezWlessandro AIIeyWltum Group Agreement.doc 5 BBK: Nov 2013 Contract No. C33330A certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Duration of Coverage. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subconsultants. City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City of Palm Desert, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City of Palm Desert, and shall require similar written express waivers and insurance clauses from each of its subconsultants. Enforcement of Contract Provisions (non estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. Primary and Non -Contributing Insurance. All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions. Specifications Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the GAEcon Development\Martin AlvarezWlessandro AIIey\Altum Group Agreement. doc 6 BBK: Nov 2013 Contract No. C33330A exclusion of other coverage, or a waiver of any type. Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. Additional Insured Status. General liability, Automobile Liability, and if applicable, Pollution Liability, policies shall provide or be endorsed to provide that the City of Palm Desert and its officers, officials, employees, and agents shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement, under such policies. This provision shall also apply to any excess liability policies. City's Right to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. Self -Insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. G:\Econ Development\Martin AlvarezWlessandro AIIey\Altum Group Agreement. doc 7 BBK: Nov 2013 Contract No. C33330A 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "A" attached hereto and incorporated herein by reference. The total compensation shall not exceed One Hundred Five Thousand Five Hundred Sixty dollars even ($105,560.00) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. 3.3.3 Reimbursement for Expenses. Consultant shall be reimbursed for expenses related to plans and specifications reproduced in the amount not to exceed $1,500.00, as authorized by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City. 3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit "A" may be adjusted each year at the time of renewal as set forth in Exhibit "A." 3.3.6 Prevailing Wages. N/A 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of one (1) year from the date of final payment under this Agreement. GAEcon Development\Martin AlvarezWlessandro Alley\Altum Group Agreement. doc 8 BBK: Nov 2013 Contract No. C33330A 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: The Altum Group 73710 Fred Waring Drive, Suite 219 Palm Desert, California 92260 ATTN: Doug Franklin, P.E., Vice President City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 ATTN: Martin Alvarez, Dir. of Economic Development Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. GAEcon DevelopmenWartin AlvarezWlessandro AIIeyWltum Group Agreement.doc 9 BBK: Nov 2013 Contract No. C33330A 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data: Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant's proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: G:\Econ Development\Martin AlvarezWlessandro AIIeyWltum Group Agreement. doc 10 BBK: Nov 2013 Contract No. C33330A (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non -appealable order by a court of competent jurisdiction requires that City release such information. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. 3.5.8.1 Scope of Indemnity. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 3.5.6.2 Additional Indemnity Obligations. To the fullest extent permitted by law, Consultant shall defend, with counsel of City's choosing and at Consultant's own cost, expense and risk, any and all claims, suits, actions or other proceedings of every kind covered by Section 3.5.6.1 that may be brought or instituted against City or its directors, officials, officers, employees, volunteers and agents. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, volunteers and agents as part of any such claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any settlement paid by City or its directors, officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance GAEcon DevelopmenWartin AlvarezWlessandro AIIeyWltum Group Agreement.doc 11 BBK: Nov 2013 Contract No. C33330A proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assiqns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. G:\Econ Development\Martin Alvarez\Alessandro Alley\Altum Group Agreement. doc 12 BBK: Nov 2013 Contract No. C33330A 3.5.16 No Third -Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. GAEcon Development\Martin AlvarezWlessandro AIIeyWltum Group Agreement.doc 13 BBK: Nov 2013 Contract No. C33330A 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. CITY OF PALM DESERT By: City Manager ATTEST: By: Rachelle D. Klassen City Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP City Attorney THE ALTUM GROUP Doug Franklin, Vice President GAEcon Development\Martin AlvarezWessandro AIIey\Altum Group Agreement.doc 14 BBK: Nov 2013 Contract No. C33330A EXHIBIT "A" SCOPE OF SERVICES BBK: April2013 Contract No. C33330A EXHIBIT'A' Alessandro Alley — Plan Revisions City of Palm Desert Palm Desert, California February 24, 2015 ♦ INTRODUCTION E315 'The Altura Group (Altura) has been requested by the City of Palm Desert (Client) to provide a scope and fee for revisions associated with the approved plans, unapproved specifications and estimates (PSE) for the Alessandro Alley Improvement project. Our proposal is based on experience with this project (many of our staff were employees of "The Keith Companies/Stantec Consulting) during the initial design, continued project support as members of The Altura Group, the existing AutoCAD tiles for the project, and experience with the City of Palm Desert. Based on a review of the current plan set and the proposed project revisions, the entire approved plan set (13-sheets) should be updated and/or modified to reflect: the proposed carport improvements for the project to be designed by Prest/Vuksic Architects (PVA); the work associated with the apartments hardscape near Las Palmas Avenue as proposed by PVA; and the proposed San Marcos Avenue improvements from Alessandro to San Clemente. The result will be two (2) sets of civil plans that include: the proposed improvements for the San Marcos Avenue changes (Alessandro to San Clemente); the proposed work associated with the apartments including the proposed carport (location only), courtyard improvements, and ADA access improvements north of the apartment buildings; and an updated review/revision of the entire set of currently approved plans including a visual inspection of the project area to record visible changes in the topographic conditions (building removals, etc.). Since the current plans are more than 12-months old, this will allow for an update of the construction notes and details that may have been revised since the original plan approval. The result will be two (2) fully updated plan sets prepared by the Altum Group. As part of this scope, Altum will perform a design review and QA/QC review of each sheet of the existing plans (prepared by Stantec) and make the changes necessary to update/revise the plans, including new signature blocks, City of Palm Desert standard notes, and Altum plan sheet format. The plan sets will be prepared as follows: Plan Set 1: Alessandro Improvements — Station 10+00 (Begin) to Station 26+25 (+/-); Plan Set 2: Alessandro Improvements — Station 26+25 to Station 28+67 (End), including the work associated with the apartments and carport. ♦ SCOPE OF SERVICES Update Entire Civil Plan Set Task 1— Quality Review of Approved Plans, Specifications & Estimates Altura will perform a quality review of the approved plans, specifications and estimates and provide a summary to Client which includes a listing of the items which will need to be addressed during the plan modification task. The summary will be provided in letter format and will be the basis for the work tasks detailed subsequent to Task 1. Prior to beginning any work beyond Task 1, Altum will attend one (1) meeting with the Client to review the summary, confirm a strategy for moving forward, and identify any additions/deletions of the proposed scope/fee based on the review summary. For purposes of this proposal, Altura has assumed that all thirteen (13) sheets will require updating, including quantities and notes, modifications at San P: proposals proposals-201.1 PI502 Alessandro Alley Revisions correspondence docmnents proposals.15-02-19 Updated Scope and Fee. doe Page 1 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley —Plan Revisions City of Palm Desert E115 Palm Desert, California RX .Altum Gn, u,, February 24, 2015 Marcos Avenue, modifications for the apartments near Las Palmas Avenue (designed by PVA), the proposed carport addition (designed by PVA), signature, and title blocks, etc. and will be prepared in two (2) separate plan sets as described in the introduction. Prepare Civil Plan Sets Specifications, and Estimates A: Plan Set 1 -Alessandro Improvements; Station 10+00 (Begin) to Station 26+25 (+/-) Task 2A - Street Improvement Plans -- San Marcos Avenue & Other Revisions Altum will coordinate with the Client to identify and define revisions to the approved Alessandro Street Improvement Plans. Coordination and meetings will be performed and billed on a time and materials (T&M) basis per a separate task. Based on conversations with the Client, revisions anticipated are a result of: 1) Site modifications to San Marcos Avenue (Alessandro to San Clemente) to reflect the recent acquisition of adjacent parcels and vacation of a portion of San Marcos. This task also includes preparation of a demolition plan for the portions of San Marcos Avenue to be removed and a resurface plan for the removal area; 2) Preparation of a preliminary site plan for improvements to APN 627-074-006 and 013 in an effort to determine the extent of improvements necessary to the Alessandro Alley plans at this location; 3) Site modifications to reflect the wall (structural design by PVA) along the northerly improvements of the Alessandro Alley Improvements. Altum will incorporate these design revisions into the overall plan revisions for the project. The proposed wall will be shown in plan -view only with top of wall, top of footing, and finish surface elevations at key locations along the wall. Altum will address minor plan check comments and up to three review cycles are included. Note that the revisions for Plan Set 1 may be performed and submitted to the City separately from Plan Set 2. Task 3A -- Specification and Estimate Revisions Altuin will modify the civil portion of the project specifications (Special Provisions) and estimates based on the latest "redlined" specifications and the proposed changes to the plans. The specifications will be prepared in accordance with the Standard Specifications for Public Works Construction ("Greenbook"), 2015 edition. Specifications for Plan Set 1 will be utilized as a base set for Plan Set 2. Task 4A — Project Management, Meetings and Coordination (T&M) Altum will provide project management, attend meetings and coordinate with the Client and project team during revision of the project documents. This work will be performed and billed on a time and materials (T&M) basis and an initial budget has been established. Should the budget be depleted, Altum will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altum and processed by the Client prior to incurring budgetary overruns. P: proposals propvsals-2014 P1502 Alessandro Alley Ret,isions con-espnndence domments proposals 15-02-19 updated Scope and ! ee.doc Page 2 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley — Plan Revisions City of Palm Desert Palm Desert, California February 24, 2015 'Task 5A - Reimbursable Estimate (T&M) Reimbursables associated with the project include items such as plotting, photocopying, mileage and other direct costs. An estimated budget is included in this proposal. Project reimbursables will be billed at cost plus fifteen (15) percent and summarized on each monthly invoice. Should the estimated budget be depleted, Altura will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altura and processed by the Client prior to incurring budgetary overruns. Task 6A -- Budget ,Estimate for Bid and Construction Support (T&M) Altura will provide bidding and construction support during the bidding and construction phases of the project on an as -needed basis (at the request of the City of Palm Desert) for the civil portion of the work. This work will be performed and billed on a time and materials (T&M) basis and an initial budget has been established. The initial budget included in this task is based on an estimate of four (4) hours per week for seventeen (17) weeks of construction at an hourly rate of $140.00 per hour. Should the budget be depleted, Altura will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altura and processed by the Client prior to incurring budgetary overruns. Task 7A - PM-10 Dust Mitigation Plan Altura will prepare two (2) PM-10 Dust Mitigation Plans (one plan for the City of Palm Desert and a separate plan for SCAQMD) based on the proposed improvements. The plans will be prepared in accordance with the City of Palm Desert and South Coast Air Quality Management District requirements. Task 8A — Storm Water Pollution Prevention Plan (SWPPP-QSD) Altura will prepare one (1) Storm Water Pollution Prevention Plan (SWPPP) based on the proposed improvements and in accordance with State requirements The SWPPP will be prepared as a single plan and report showing Plan Set 1 as Phase 1 and Plan Set 2 as Phase 2. A single Notice of Intent (NO1) will be prepared electronically on the Storm Water Multiple Application and Report Tracking System (SMARTS) for the State Water Resources Control Board. Altura will provide the Client with a copy of the NOI filed on SMARTS and Fee Statement. The Fee Statement will include the permit fee amount and will need to be wet signed and submitted to the water board for final processing by the Client. The SWPPP covers construction activities on the site and must be present at the site during construction. The Notice of Termination cannot be completed until both Phase 1 and Phase 2 construction is complete. Task 9A — Storm Water Pollution Prevention Plan (SWPPP-QSP) Altura will assist the Client with Construction Annual Reports, Notice of Tennination (upon project completion), and providing a Qualified SWPPP Practitioner (QSP) through the P: proposals proposals-2014 P1502 Alessandro Alley Revisions correspondence documents proposals 15-02-19 Updated Scope and Fee. doc Page 3 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley -Plan Revisions E115 City of Palm Desert Palm Desert, California TheAltum(ra,v,, February 24, 2015 construction process. This work will be billed monthly on a time and materials (T&M) basis assuming 2-hours per week tier seventeen (17) weeks at $140 per hour. Task 10A .- Final Dater Quality Manq�geinent Plan (WQMP) Altura will prepare one (1) Final Water Quality Management Plan (WQMP) based on the Approved plans. The WQMP will be prepared as a single plan and report showing Plan Set I as Phase I and Plan Set 2 as Phase 2. The report will identify post -construction BMPs for the Project in accordance with the NPDIS and MS-4 permit requirements. Altum will coordinate with the Client regarding BMP's applicable to the proposed facility. Prior to approval by the agency, the Client must sign the WQMP. The Client will be responsible for implementation and post -construction maintenance of the site BMP's for the life of the project. B: Plan Set 2 - Alessandro Improvements - Station 26+25 to Station 28+67 (End), including the work associated with the apartments and carport Task 2B - Street Improvement Plans - Apartment Revisions Altum will coordinate with PVA, the Client, and others in an effort to identify and define revisions to the approved Alessandro Street Improvement Plans, such as minor concrete stoops and laundry room improvements for the apartment courtyard, and ADA access improvements north of the apartments. Coordination and meetings will be performed and billed on a time and materials (T&M) basis per a separate task. Once the revisions to the plans are defined, Altum will include the changes as part of the revised civil drawings. Altura will address minor plan check comments and up to three review cycles are included. Task 3B -- Street Improvement Plans - Alessandro Altuin will coordinate with the Client to identify and define revisions the approved Alessandro Street Improvement Flans. Coordination and meetings will be performed and billed on a time and materials (T&M) basis per a separate task. Based on conversations with the Client, revisions anticipated are a result of: 1) Site modifications to Alessandro from the end of Plan Set 1 (Station 26+25) to the end of the project limits (Station 28+67); 2) Site modifications to reflect the addition of the proposed wall (structural design by PVA) along the northerly improvements of the Alessandro Alley Improvements. Altum will incorporate these design revisions into the overall plan revisions for the project. The proposed wall will be shown in plan -view only with top of wall, top of footing, and finish surface elevations at key locations along the wall. Altum will address minor plan check comments and up to three review cycles are included. Note that the revisions for Plan Set 2 may be performed and submitted to the City separately from Plan Set 1. Task 4B - Specification and Estimate Revisions Altura will modify the civil portion of the project specifications (Special Provisions) and estimates based on the latest "redlined" specifications and the proposed changes to the plans. The P: proposals proposals-201.1 P1502.4lessandro ,411ey Revisions correspondence documents proposals 15-02-19 llpdaled Scope and F'ee.doc Page 4 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley —Plan Revisions City of Palm Desert Palm Desert, California M,Altum ..40V11 February 24, 2015 specifications will be prepared in accordance with the Standard Specifications for Public Works Construction ("Green book"), 2015 edition. The specifications prepared as part of Plan Set I will be utilized as a base for this work task. Task SB Project Management, Meetings and Coordination (T&M) Altum will provide project management, attend meetings and coordinate with the Client and project team during revision of the project documents. This work will be performed and billed on a time and materials (T&M) basis and an initial budget has been established. Should the budget be depleted, Altum will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altum and processed by the Client prior to incurring budgetary overruns. Task 6B --- Reimbursable Estimate ('T&M) Reimbursables associated with the project include items such as plotting, photocopying, mileage and other direct costs. An estimated budget is included in this proposal. Project reimbursables will be billed at cost plus fifteen (15) percent and summarized on each monthly invoice. Should the estimated budget be depleted, Altum will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altum and processed by the Client prior to incurring budgetary overruns. Task 7B -- Budget Estimate for Bid and Construction Support (T&M) Altum has assumed that construction for Plan Sets 1 and 2 will occur simultaneously (total of 17- weeks) and the cost for this task is included in Task bA. Should the construction of Plan Sets 1 and 2 not occur simultaneously, fee for this task will be adjusted accordingly. Task 8B -- PM-10 Dust Mitigation Plan Altum will prepare two (2) PM-10 Dust Mitigation Plans (one plan for the City of Palm Desert and a separate plan for SCAQMD) based on the proposed improvements. The plans will be prepared in accordance with the City of Palm Desert and South Coast Air Quality Management District requirements. Task 9B —Storm Water Pollution Prevention Plan (SWPPP-QSD) For purposes of this proposal, Altum has assumed that a single SWPPP-QSD will be prepared for Plan Set 1 and Plan Set 2 as described in Task 9A. Task IOB -- Storm Water Pollution Prevention Plan (SWPPP-QSP) Altum will assist the Client with Construction Annual Reports, Notice of Termination (upon project completion), and providing a Qualified SWPPP Practitioner (QSP) through the construction process. This work will be billed monthly on a time and materials (T&M) basis assuming 2-hours per week for seventeen (17) weeks at $140 per hour. For purposes of this proposal, Altum has assumed that a SWPPP-QSP services for Plan Set 2 will be performed P: proposals proposals-2014 PI502 Alessandro Alley Revisionscorrespondence doczanents proposals 15-02-19 Updated Scope and F'ee. doc Page 5 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley — Plan Revisions City of Palm Desert E315 Palm Desert, California T_N• -» tug, Group February 24,2015 concurrently and as part of the SWPPP-QSP services for Plan Set 1 and no additional costs for this task are anticipated. Task I I B Final Water Quality Management flan (WQMP) For purposes of this proposal, Altum has assumed that a single WQMP will be prepared for Plan Set 1 and Plan Set 2 as described in Task 1 1 A. Construction Staking Services Task I - Survey Control/Benchmark (one site visit) Altum will locate the project benchmark, provide one (1) set of stakes to establish the horizontal and vertical control for the project and maintain efficient construction staking. It is assumed that the contractor will protect all control points from being disturbed throughout the construction/survey period and resetting of said control(s) will be handled as an hourly task. Task 2 - Demolition (one site visit) Altura will provide one (1) set of stakes or other markings to establish the horizontal locations of demolition limits. Task 3 --Curb (6 site visits) Altum will provide one (1) set of stakes (offsets) for the curb at 25 foot intervals, grade and direction changes, with grade to top of curb elevation; and stake the valley gutters one (1) time with grade to flowline. Task 4 - On -site Sidewalks (one site visit) Altum will provide one (1) set of stakes (offset) for on -site sidewalks within the project. Task S —Wall (2 site visits) Altum will provide one (1) set of stakes (offsets) for the wall at beginning/end locations, grade and direction changes, and retaining locations with grade to top wall, top of retaining, and finish surface. Task 6 — Management and Construction Support (Tc&M) Altura's chief surveyor will provide construction support during the construction process. This work will be performed on a time and materials (T&M) basis and may include attending construction meetings, coordination with the City and contractor, response to requests for information (RFIs) and other miscellaneous tasks as may be required or directed by the City during construction. An initial budget has been established for this task. Should the budget be depleted, Altura will request a contract amendment for the necessary budget to complete the project. Said contract amendment will be prepared by Altum and processed by the Client prior to incurring budgetary overruns. P: proposals proposals-201.1 P] 502 Ales catxdro Aliev Revi ,;ions correspondence docranents proposals 15-02-19 Updaled Scope and Fee.doc Page 6 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley — Plan Revisions City of Palm Desert E315 Palm Desert, California 11WAJIUMCIVU11 February 24,2015 ♦ ASSUMPTIONS AND EXCLUSIONS The following list is not intended to he all-inclusive. If there are items that are deemed incorrect or are necessary Ibr the completion of the project, we may need to amend this proposal. 1. Submittal fees and application/permit fees are not included; 2. The City of Palm Desert is the primary jurisdictional (or reviewing) agency, 3. Construction staking, administration and similar services are excluded, but can be provided upon request; 4. Construction for Plan Set 1 and Plan Set 2 will occur either simultaneously or concurrently with no delays between start and/or finish; 5. All other revisions, plans, reports, exhibits and services not specifically identified herein are excluded; 6. Structural calculations, reports, and/or drawings are not part of this proposal and will be provided by others as required; 7. Utility relocation plans are not part of this scope; 8. Landscape design and plans will be completed by others and are not part of this proposal; 9. Geotechnical investigations and/or reports are not part of this proposal and will be provided by others as required. P: proposals proposals-201 d P1502 Alessartdry Allej, Revisions correspondence documents proposals 1 J-02-19 Updated Scope and Fee. doc Page 7 of 8 Contract No. C33330A EXHIBIT `A' Alessandro Alley —Plan Revisions City of Palm Desert E115 Palm Desert, California lbe Allis ,CAOUP February 24,2015 ♦ FEE SCHEDULE Overall TASK I Quality Review of Approved PS&E...................................... $ 3,000 SUBTOTAL $ 3,000 Plan Set 1 TASK 2A Street Improvement Plans — San Marcos/Other Revisions... $ 21,500 TASK 3A Specification and Estimate Revisions ................................... $ 5,500 TASK 4A Project Management, Meetings and Coordination (T&M)... $ 4,500 TASK 5A Reimbursable Estimate(T&M)............................................. $ 1,000 TASK 6A Budget Estimate for Bid & Construction Support (T&M) ... $ 9,520 TASK7A PM-10 Plan........................................................................... $ 2,500 TASK 8A SWPPP Plan and Report (QSD)........................................... $ 5,000 TASK 9A SWPPP Plan and Report (QSP)"I'&M.................................. $ 4,760 TASK1 OA Final WQMP........................................................................ $ 5,500 SUBTOTAL $ 59,780 Plan Set 2 TASK 2B Street Improvement Plans — Apartment Revisions ............... $ 9,000 TASK 3B Street Improvement Plans — Alessandro ............................... $ 3,500 TASK 4B Specification and Estimate Revisions ................................... $ 2,000 TASK 5B Project Management, Meetings and Coordination (T&M)... $ 2,000 TASK 6B Rembursable Estimate(T&M)............................................. $ 500 TASK 7B Budget Estimate for Bid & Construction Support (T&M) ... $ TASK813 PM-10 Plan ........................................................................... $ 1,500 TASK 9B SWPPP Plan and Report (QSD)........................................... $ TASK 1013 SWPPP Plan and Report (QSP) T&M.................................. $ TASK I I Final WQMP......................................................................... $ SUBTOTAL $ 18,500 Construction Stakin TASK 1 Survey Control/Benchmark .................................................. $ 2,480 TASK2 Demolition............................................................................ $ 2,480 TASK3 Curb....................................................................................... $ 12,380 TASK4 Sidewalks.............................................................................. $ 1,980 TASK5 Walls..................................................................................... $ 3,960 "CASK 6 Budget Estimate for Bid & Construction Support (T&M) ... 1,000 SUBTOTAL $ 24,280 TOTAL $105,560 P: proposals proposals-20141`1 502 Alessandro alley Revisions correspondence documents proposals 15-02-19 (J)7dated Scope and Fee.doc Page 8 of 8 Contract No. C33330A 73710 Fred Waring Drive, Suite 219 Palm Desert, CA 92260 T El 760.346.4750 Tel 760.340.0089 Fax I lit, Allum Cru11, 2015 SCHEDULE OF HOURLY RATES Staff Member Hourly Rate Principal $160.00 Director/Senior Project Manager $140.00 Project Manager $130.00 Assistant Project Manager $120.00 Senior Associate $110.00 Associate $90.00 Assistant $75.00 Project Coordinator $65.00 Administrative Assistant/Clerical $50.00 Intern $30.00 Survey Crew (2-man, non -prevailing) $185.00 Survey Crew (1-man, non -prevailing) $135.00 Reimbursables Expenses: Mileage is billed at IRS business rate plus 15% Printing, reproduction, etc. are billed at direct cost plus 15% Altum's Schedule of Hourly Rates is subject to change based on an annual review of the cost of living and employee wage increases. In the event Altum's Schedule of Hourly Rates changes, a corresponding percentage increase shall be applied to all remaining Agreement budgets and such Schedule of Hourly Rates shall apply to subsequent Extra Work. MAfinance\rate schedule12015 Schedule of Hourly Rates - Draft b Y', ab Contract No. C33330B CITY OF PALM DESERT PROFESSIONAL ARCHITECTUAL SERVICES AGREEMENT 1. PARTIES AND DATE. This Agreement is made and entered into this day of March, 2015, by and between the City of Palm Desert, a municipal corporation, organized under the laws of the State of California, with its principal place of business at 73-510 Fred Waring Drive, Palm Desert, California, 92260 ("City") and Prest Vuksic Architects, a professional architectural firm, with its principal place of business in Palm Desert, California ("Consultant"). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional architectural consulting services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing professional architectural consulting services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such professional architectural consulting services for the Alessandro West Improvement Project, Contract No. ("Project") as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional architectural consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. Contract No. C33330B 3.1.2 Term. The term of this Agreement shall be from March 2015-June 2016, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than 1 additional one-year term. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Independent Contractor: Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, nor any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents, except as set forth in this Agreement. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit "A" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a GAEcon DevelopmentWadin AlvarezWessandro AIIey�Prest Vuksic Arch Agreement.doc 2 BBK: Nov 2013 Contract No. C33330B threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement is: John Vuksic. 3.2.5 City's Representative. The City hereby designates Martin Alvarez, Director of Economic Development, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Work or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Work or change the Consultant's total compensation subject to the provisions contained in Section 3.3 of this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee. 3.2.6 Consultant's Representative. Consultant hereby designates John Vuksic, or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care: Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the GAEcon DevelopmentWartin AlvarezWlessandm AlleytPresl Vuksic Arch Agreement.doc 3 BBK: Nov 2013 Contract No. C33330B Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If Consultant performs any work knowing it to be contrary to such laws, rules and regulations, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, agents, and volunteers free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10Insurance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this section. In addition, Consultant shall not allow any subconsultant(s) to commence work on any subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Without limiting Consultant's indemnification of City, and prior to commencement'of Work, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. General Liability Insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, 2,000,000 general aggregate, for bodily injury, personal injury, and property damage, including without limitation, blanket contractual liability. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; or (3) contain any other exclusion contrary to the Agreement. Automobile Liability Insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Work to be performed under this Agreement, including coverage for any owned, hired, non -owned or rented vehicles, in an amount not less than 1,000,000 combined single limit for each accident. GAEcon DevelopmenMadin AlvarezWessandro Alley%Prest Vuksic Arch Agreement.doc 4 BBK: Nov 2013 Contract No. C33330B Professional Liability (Errors & Omissions) Insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this agreement and Consultant agrees to maintain continuous coverage through a period no less than three years after completion of the services required by this agreement. Covered professional services shall specifically include all work to be performed under the Agreement and delete any exclusions that may potentially affect the work to be performed (for example, any exclusions relating to lead, asbestos, pollution, testing, underground storage tanks, laboratory analysis, soil work, etc.). If coverage is written on a claims -made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least three (3) years from termination or expiration of this Agreement. Workers' Compensation Insurance. Consultant shall maintain Workers' Compensation Insurance (Statutory Limits) and Employer's Liability Insurance (with limits of at least $1,000,000). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of the City of Palm Desert, its officers, agents, employees and volunteers. Umbrella or Excess Liability Insurance: Consultant may opt to utilize umbrella or excess liability insurance in meeting insurance requirements. In such circumstances, Consultant shall obtain and maintain an umbrella or excess liability insurance policy with limits of not less than 4,000,000 that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary coverages set forth above, including commercial general liability and employer's liability. Such policy or policies shall include the following terms and conditions: • A drop down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason; • Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; and • Policies shall "follow form" to the underlying primary policies. • Insureds under primary policies shall also be insureds under the umbrella or excess policies Other Provisions or Requirements Insurance for Subconsultants. All Subconsultants shall be included as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing Subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City as an Additional Insured to the Subconsultant's policies. Consultant shall provide to City satisfactory evidence as required under Insurance Section of this Agreement. GAEcon DevelopmentWartin AlvarezWlessandro AlleytPrest Vuksic Arch Agmement.doc 5 BBK: Nov 2013 Contract No. C33330B Proof of Insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers' compensation. Insurance certificates and endorsement must be approved by City's Risk Manager prior to commencement of performance. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. Current certification of insurance shall be kept on file with City at all times during the term of this contract. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Duration of Coverage. Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Work hereunder by Consultant, his agents, representatives, employees or subconsultants. City's Rights of Enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. Acceptable Insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with an assigned policyholders' Rating of A- (or higher) and Financial Size Category Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide, unless otherwise approved by the City's Risk Manager. Waiver of Subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against the City of Palm Desert, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against the City of Palm Desert, and shall require similar written express waivers and insurance clauses from each of its subconsultants. Enforcement of Contract Provisions (non estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. Primary and Non -Contributing Insurance. All insurance coverages shall be primary and any other insurance, deductible, or self-insurance maintained by the indemnified parties shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions. G:\Econ DevelopmentWar in Alvarez\Alessandm Alley\Prest Vuksic Arch Agreement.doc 6 BBK: Nov 2013 Contract No. C33330B Specifications Not Limiting. Requirements of specific coverage features or limits contained in this Section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. Notice of Cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. Additional Insured Status. General liability, Automobile Liability, and if applicable, Pollution Liability, policies shall provide or be endorsed to provide that the City of Palm Desert and its officers, officials, employees, and agents shall be additional insureds with regard to liability and defense of suits or claims arising out of the performance of the Agreement, under such policies. This provision shall also apply to any excess liability policies. City's Right to Revise Specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant's compensation. Self -Insured Retentions. Any self -insured retentions must be declared to and approved by City. City reserves the right to require that self -insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant's performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. Safety. Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions, where applicable, shall include, but shall not be limited to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions in accident prevention for all employees and subconsultants, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) GAEcon DevelopmentWartin Alvarez\Alessandro Alley\Prest Vuksic Arch Agreement.doc 7 BBK: Nov 2013 Contract No. C33330B adequate facilities for the proper inspection and maintenance of all safety measures. Additional Insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the Work. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "C" attached hereto and incorporated herein by reference. The total compensation shall not exceed Thirty Eight Thousand Six Hundred Ninety Five dollars even ($38,695.00) without written approval of the City Council or City Manager as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant. The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non -disputed and approved charges thereon. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. 3.3.3 Reimbursement for Expenses. Consultant shall be reimbursed for expenses related to plans and specifications reproduced in the amount not to exceed $1,500.00, as authorized by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City. 3.3.5 Rate Increases. In the event that this Agreement is renewed pursuant to Section 3.1.2, the rate set forth in Exhibit "A" may be adjusted each year at the time of renewal as set forth in Exhibit "A." 3.3.6 Prevailing Wages. N/A 3.4 Accounting Records. 3.4.1 Maintenance and Inspection Consultant shall maintain complete GAEcon DevelopmentWartin AlvarezWlessandro Alley\Prest Vuksic Arch Agmement.doc 8 BBK: Nov 2013 Contract No. C33330B and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of one (1) year from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: Consultant: Prest Vuksic Architects 44530 San Pablo Avenue, Suite 200 Palm Desert, California 92260 ATTN: John Vuksic City: City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 ATTN: Martin Alvarez, Dir. of Economic Development G1Econ Development\Martin Alvarez\Alessandro Alley\Prest Vuksic Arch Agreement.doc V BBK: Nov 2013 Contract No. C33330B Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentialitv. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents & Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.3.3 Confidential Information. The City shall refrain from releasing Consultant's proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information. Consultant shall have five (5) working G1Econ DevelopmentWadin AlvarezWessandm Alley\Prest Vuksic Arch Agreement.doc 10 BBK: Nov 2013 Contract No. C33330B days after receipt of the Release Notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney's fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of the Objection Notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non -appealable order by a court of competent jurisdiction requires that City release such information. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. 3.5.8.1 Scope of Indemnity. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any alleged acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant's Services, the Project or this Agreement, including without limitation the payment of all consequential damages, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 3.5.6.2 Additional Indemnity Obligations. To the fullest extent permitted by law, Consultant shall defend, with counsel of City's choosing and at Consultant's own cost, expense and risk, any and all claims, suits, actions or other proceedings of every kind covered by Section 3.5.6.1 that may be brought or instituted against City or its directors, officials, officers, employees, volunteers and agents. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, volunteers and agents as part of any such claim, suit, action or other proceeding. Consultant shall also reimburse City G:\Fmn DevelopmentMartin AlvarezWessandro Alley\Prest Vuksic Arch Agreement.doc 11 BBK: Nov 2013 Contract NO. C33330B for the cost of any settlement paid by City or its directors, officials, officers, employees, agents or volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City's attorney's fees and costs, including expert witness fees. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification No supplement, modification, or GAEcon DevelopmentWaAin AlvarezV.lessandro AlleyTmst Vuksic Arch Agreement.doc 12 BBK: Nov 2013 Contract No. C33330B amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third -Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement GAEcon DevelopmentWartin AlvarezWlessandro Alley\prest Vuksic Arch Agreement.doc 13 BBK: Nov 2013 Contract No. C33330B have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. CITY OF PALM DESERT PREST VUKSIC ARCHITECTS By: By: City Manager ATTEST: By: Rachelle D. Klassen City Clerk APPROVED AS TO FORM: By: Best Best & Krieger LLP City Attorney G:\Econ DevelopmentWartin AlvarezWessandro Alley\Prest Vuksic Arch Agreement.doc 14 John Vuksic, A.I.A. BBK: Nov 2013 Contract No. C33330B EXHIBIT "A" BBK: April2013 Contract No. C33330B PREST •VUKSIC A R C H IT E C T S PROPOSAL FOR ARCHITECTURAL SERVICES February 24, 2015 The Owner shall be: City of Palm Desert Redevelopment Agency Attn: Martin Alvarez 73-150 Fred Waring Drive Palm Desert, CA 92260 and the Architect shall be: Prest Vuksic Architects 44-530 San Pablo Avenue, Ste 200 Palm Desert, CA 92260 for the following project: Alessandro Alley Improvements Palm Desert, CA I. SCOPE OF PROJECT Architectural and structural improvements and a carport in the alley adjacent to the apartment complex on the NW corner of Alessandro Alley and Las Palmas Avenue. The project is also to include wall design and site lighting along the entire length of Alessandro Alley. The improvements generally consist of: Items a-g below have already been designed but will be updated as needed to new building codes: a. Removal of existing covered parking. b. Removal of wood framed site wall along south side of apartment property. c. Renovation of existing south side entrance to apartment property including: i. A new 8'-0" high privacy wall with architectural interest ii. A new gate iii. A new top landing and ADA accessible ramp to existing walkway below d. Renovation of laundry building to make it ADA accessible as deemed acceptable by the City. This proposal assumes that the existing laundry room may need to be expanded to make it ADA accessible. e. A new trash enclosure to be ADA accessible to the extent required by Waste Management and the City. f. Renovation of the newly exposed wing of the apartment building at the southwest corner of the apartment property, to make it aesthetically acceptable. g. Addition of appropriate covering for utilities located at the SW corner of the apartment property. 2. New covered parking on the west side of the apartment complex. 3. Landscape design along the entire length of Alessandro Alley and apartments and covered parking area. 4. Site lighting along the entire length of Alessandro Alley and apartments and covered parking area. 44530 SAN PABLO AVE SUITE 200 PALM DESERT CA 92260 T . 760 779 5393 F . 760 779 5395 Alessandro Alley Improvements Proposal H. SCOPE OF SERVICES 1. DESIGN PHASE Contract No. C33330B Prest • Vuksic Architects 1.1 Establish all program requirements. 1.2 Design a schematic floor plan/ site plan that meets with the Owners' approval. 1.3 Design a privacy wall, laundry building exterior new covered parking, new back gate, new wall and site lighting along entire length of Alessandro Alley. 1.4 Meet with the Owner and the Landscape Architect to discuss plant material and conceptual design. Conduct subsequent meetings to review preliminary landscape design. 1.5 Meet with the Civil Engineer to discuss grading design. 1.6 Finalize the Schematic Design of new components, along with previously designed components, including floor plan, site plan, exterior elevations, colors and materials. 1.7 Construction Document Schedule: a. April I — Start-up date b. April 30 -- First Submittal C. May 15 — Comments from City (This date may change based on City time frame) d. May 22 — Resubmittal e. May 29 — Approval and ready for permit (This date may change based on City time frame) 2. CONSTRUCTION DOCUMENT PHASE 2.1 Upon completion of the Design Phase, the following documents will be provided for the purposes of obtaining a building permit: a. Topographic Survey (Surveyor) b. Site Grading and Drainage Plan (Civil Engineer) C. Site Plan/Floor Plan d. Exterior Elevations of privacy wall, laundry building, site wall, carport and trash enclosure e. Building Sections for laundry room expansion and carport, if required f. Reflected Ceiling Plan and Details for laundry room expansion and carport, if required g. Roof Plan and Details for laundry room expansion and carport, if required h. Interior Elevations of laundry room, if required i. Foundation Plan and Details (Structural Engineer) j. Wall Details (Structural Engineer) k. Roof Framing Plan and Details (Structural Engineer) 1. Structural Calculations (Structural Engineer) In. Electrical Plan (Electrical Engineer) n. Landscape Plan and Details (Landscape Architect) o. Landscape Irrigation Plan (Landscape Architect) p. Landscape Lighting Plan (Landscape Architect) q. Carport Footings (Structural Engineer) 2.2 Consultants provided by Architect: Structural Engineer, Electrical Engineer, Landscape Architect 2.3 Consultants not provided by Architect: Surveyor, Civil Engineer 2 Contract No. C33330B Alessandro Alley Improvements Proposal 3. BIDDING ASSISTANCE PHASE Press • Vuksic Architects 3.1 Upon completion of the Construction Document Phase, the Architect would provide assistance to the Owner regarding bidding of the project by providing the following services: a. Distribute plans and specifications. b. Answer questions from the Owner/ Contractor and consider proposed alternates. 4. CONSTRUCTION ADMINISTRATION PHASE 4.1 During the construction of the project, the Architect would provide the following services: a. Interpret plans and specifications as required. b. Observe construction for compliance with the design. c. Prepare clarification drawings as needed. d. Review shop drawings. e. Prepare punch list of project deficiencies at the point of substantial completion. III. FEE PROPOSAL 1. FEE Architect Update of apartment drawings to current code Apartment wall & back gate design & drawings Coordination of carport, landscape and electrical for alley wall & apartments Structural Engineer Alley wall plans, calculations, details & update apartment drawings to current code Footing for Carport (pre -fabricated or built) Electrical Engineer Apartments & carport Alessandro Alley 3 $2,500 plus reimbursable expenses $6,500 plus reimbursable expenses $3,000 plus reimbursable expenses $5,635 plus reimbursable expenses $1,150 plus reimbursable expenses $2,760 plus reimbursable expenses $4,600 plus reimbursable expenses Alessandro Alley Improvements Proposal Landscape Architect Apartment & carport area Alessandro Alley Bidding Assistance Construction Administration 2. REIMBURSABLES Contract No. C33330B Prest • Vuksic Architects $4,050 plus reimbursable expenses $4,500 plus reimbursable expenses $1,500 plus reimbursable expenses $2,500 plus reimbursable expenses Reimbursable Expenses are in addition to the Architect's compensation and include actual expenditures made by the Architect and Architect's employees in the interest of the Project for the expenses listed in the following subparagraphs: a. Computer plotting and reproductions of drawings, specifications and other documents. b. Postage and special handling of documents. c. Title 24 energy compliance calculations. d. Expense of overtime work requiring higher than regular rates, if authorized by the Owner. e. Expense of additional insurance coverage or limits, including professional liability insurance, requested by the Owner in excess of that normally carried by the Architect. f. City -required site inspections by Structural Engineer. 3. HOURLY RATE SCHEDULE Principal Architect $ 195/hr Project Manager $ 145/hr Job Captain $ 125/hr Senior CADD Operator $ 95/hr Intermediate CADD Operator $ 85/hr Junior CADD Operator $ 75/hr Secretary $ 65/hr Please do not hesitate to call if you have any questions about any item in this proposal. If this proposal is to your satisfaction, we will prepare a contract for your review. Thank you, John Vuksic, AIA 4