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HomeMy WebLinkAboutC32000 - Civic Center Sheriff Substn HVAC UpgradesCITY OF PALM DESERT STAFF REPORT REQUEST: AUTHORIZE AWARD OF CONTRACT NOC32000 FOR PROFESSIONAL ENGINEERING SERVICES FOR THE CIVIC CENTER SHERIFF SUBSTATION HVAC UPGRADES TO MRC ENGINEERING, INC., IN THE AMOUNT NOT TO EXCEED $41,500, PLUS AN ADDITIONAL AMOUNT NOT -TO -EXCEED $1,200 FOR REIMBURSABLE EXPENSES SUBMITTED BY: Mark Greenwood, P.E., .Director of Public Works CONTRACTOR: MRC Engineering, Inc. 72-880 Fred Waring Drive, Suite C-11 Palm Desert, CA 92260 DATE: July 12, 2012 CONTENTS: MRC Proposal - Contract No. c32000 Approved Consultants List (page 2) Standard Professional Engineering Services Agreement Recommendation By Minute Motion: 1. Authorize the award of Contract No. c32000 for professional engineering services for the Civic Center Sheriff Substation HVAC Upgrade project to MRC Engineering, Inc., in the amount of $41,500 plus an additional amount not -to -exceed $1,200 for reimbursable expenses; 2. Authorize the Finance Director to set aside the amount of $4,150 as 10 percent contingency (use of contingency requires additional action); 3. Waive competitive bidding requirements and select local engineer from approved consultants list; and 4. Declare the existing HVAC equipment as surplus and authorize staff to dispose of it. Funds are available in Account No. 450-4161-415-4001. Background The Riverside County EDA has leased the Civic Center Sheriff Substation from the City for the past year. The current ten year lease requires that the City be responsible for capital improvements to the facility such as the replacement of the aging HVAC system. Currently, the facility is occupied by dispatch only. In October, the Riverside County EDA will be leasing the entire building (25,000 s.f.). In order for this to occur, the City must upgrade the existing HVAC system which is original to the building. Currently, the backup HVAC system (chiller) is being used. The main system (ice harvester) has not been in use for many years. Due to the critical Staff Report Award Contract No. m000 to MRC Engineering — Civic Center Sheriff HVAC Page 2 of 2 July 12, 2012 nature of the 911 dispatch center and the impending occupation of the full facility in October, the HVAC upgrades must be completed by early fall. The design scope of work includes, but is not limited to the following services: • Provide mechanical, electrical and plumbing engineering services to upgrade the existing HVAC system that includes a chiller, boiler, cooling towers, and ice harvester • Provide new HVAC system options for energy efficient equipment • Provide energy load calculations and analysis that the potential future dispatch expansion will not conflict with other uses, ADA requirements and exiting requirements • Evaluate the condition of air handlers, fan coils and cabinet fan coil units • Structural drawings as required for equipment pads, • Preparation of bidding plans and specifications • Construction Administration services Staff requests that the City Council waive the requirement to solicit multiple proposals for engineering services due to the availability, locality of the engineer (Palm Desert) and the timeline of the project (required to be completed by October). Additionally, MRC is on the Approved Consultants List for contracts up to $25,000 (attached) and the City has successfully completed several projects with this firm. Staff recommends approval of a contract with MRC Engineering, Inc., of Palm Desert, California, to provide professional engineering design services, bidding assistance and construction administration. Attached is the standard Professional Engineering Services Agreement to be finalized and executed with the proposal from MRC. Staff also requests authorization to surplus and dispose of the existing HVAC equipment. Fiscal Analysis Funds are available in the current budget. The HVAC equipment is original to the building and replacement is necessary to support the critical nature of the 911 dispatch center as the useful life of the equipment is coming to an end. Also, additional energy efficiencies may be realized with the use of current technology. Prepared By: r Buck, Paul S. Gs'on, Dir r of Finance Approv joKnIM. Wohlmuth, City Manager Subm Mark G4e4riwood, Dir$ctor of Public Works CITY COUNCI4ACTION APPROVED DENIED RECEIVED OTHER. MEETING DATE AYES: ELLo F i NOES: M ne ABSENT: -K Dn ABSTAIN: VERIFIED BY: R OK If a Original on File with City Clerk's Office MIRIC ENGINFERINIG, INC. Project Proposal It Authorization Project Name: Palm Desert Sheriff Station Client: City of Palm Desert Contact: Heather Buck Pain, Doser' I Santa Anil I San Diego Address: 73-510 Fred Waring Drive, Palm Desert, CA. 92260 Phone: 760-346-0611 x479 A. Scope of Services: Engineering Construction Documents June 21, 2012 1. Provide mechanical, electrical and plumbing engineering services to upgrade the existing HVAC systems that includes a chiller, 2 cooling towers, Boiler, ice harvester and associated piping 2. Attend design coordination meetings with the user and city as required. 3. Provide detailed site investigation to confirm the existing equipment and systems. 4. Provide demolition drawings that include equipment, piping, pumps and electrical connection. 5. Provide new building calculations to determine the new HVAC system options including preliminary engineers cost estimates. 6. Evaluate the options that would be available based on the building calculations and present findings to the city for final determination and selection. 7. Design the HVAC system to accommodate system redundancy for the building and the dispatch center. 8. Provide load calculations for the future expanded dispatch space based on the schematic architectural drawings. 9. Provide structural drawing as required for equipment pads, 10. Provide complete Title 24 compliance forms for the electrical and mechanical systems as required for submittal with the construction documents to the Building Department. 11. Provide a complete set of mechanical, electrical and plumbing construction documents that includes all plans, details, diagrams, notes, specifications and calculations needed for building department submittal, bidding and construction. Professional Engineers & ignt:ng Consul?ants 12-880 Frec Waring Drive, Suite C-1 1. Pairn Desert. CA 92260 cr t6C7 3A0 90i.5 !: 760 34G 91.;0 1 wwvd Mrc e cam MIRIC ENGINEFRING,lNC. Project Proposal & Authorization P a (1) e 1 2 Palm Deser' I Saito Ana I Son Diego B. Air Handler, CFC and FC Units: 1. Evaluate the condition of the existing floor mounted and ceiling mounted air handlers, fan coils and cabinet fan coil units and provide a report and recommendation for replacement is needed. 2. Provide specifications for a new air handler, fan coil and cabinet fan coil units for all locations. 3. Provide specifications and notes to remove existing indoor units and replace with liked new units. C. Structural Engineering: 1. Provide a specification, details and notes to fill-in the existing ice harvester pit and provide a finished floor to match the existing. D. Scope of Work: CAD Drawings: 1. Prepare a set of AutoCAD base drawings from as -built drawings provided in order to produce engineering documents using AutoCAD. 2. Base drawings will based on the as -built drawings and confirmation of dimensions would only be confirmed in the spaces we would be working in. E. Scope of Work: Prest Vuksic Architects Schematic Drawings: 1. The schematic architectural work will be performed by David Prest with Prest Vuksic Architects. 2. Provide site investigation identify the existing conditions. 3. Meet with the users to determine the current and future space requirements. 4. Provide analysis that the space expansion will not conflict with other uses outside of the space, ADA requirements and exiting requirements. 5. Provide architectural schematic drawings that include floor plans, notes, preliminary specifications for use by the engineer to confirm future HVAC load requirements and the user to start the future construction document phase. F. Construction Support Services: 1. Respond to Request for Information (RFI) during the bidding period and construction. 2. Provide construction site visits as required. 3. Review all construction shop drawings and product submittals for compliance with the construction documents and specifications. 4. Provide change order drawings and directives when required due to changes in the design. Professional Engineers & . ignting Consul ants 72-880 I-rec Waring Drive, Sjite C-11, Palm Desert, CA 92260 1 1 :60-340 9005 r_ 760 340-91 0 ( WveW rruce com MIRK ENGINEFRING, INC:. Project Proposal Et Authorization Pace 1 3 G. Work not Included: 1. Architectural construction documents. 2. Civil engineering. H. Compensation: Pairn Desey, I Sarto Ana I San Diego 1. Compensation for the Scope of Services shall be on a fixed fee bases for each of the following Scope of Services: A. Engineering Construction Documents: $18,500.00 B. Air Handler, CFC and FC Units: $13,500.00 C. Structural Engineering: $ 1,800.00 D. AutoCAD Base Drawings: $ 1,200.00 E. Prest Vuksic Architects Schematic Drawings: $ 2,500.00 F. Construction Support: $ 4,000.00 2. Compensation for reimbursable expenses (printing, delivery services) shall be invoiced at our direct cost plus 10% handling not to exceed $1,200.00 3. Compensation rates for work performed on an hourly basis or hourly with a maximum shall be based on the following rates; Principal $195.00 Senior Engineer $125.00 Project Manager $125.00 Designer $ 95.00 Cad Operator $ 65.00 Administration $ 65.00 I. Terms: 1. Project invoice statements will be presented on a monthly based upon the percentage of work completed for each phase of work completed. 2. Delinquent invoices shall be subject to reasonable interest charges on an accumulating basis. Invoices shall be deemed delinquent after 60 days of the invoice date. 3. In the event the project is abandon, the client will be present an invoice for work performed and reimbursable expenses up to the date the consultant was notified to stop work. Professional Engineers & tignl�ng Consultants 72-880 rrec Waring Drive, Suite C-11, i'aPm Do sert, CA 92260 ( o !60-340-9005 `, 760-340.91, 30 1 WWw MrC ea Cl')m MIRIC rNGiNE FPING INC: Project Proposal Et Authorization Pa 4 PaIrr Desert I Soma Arta I San Diego 4. It is agreed that the professional services of the Engineer do not extend to the Contractor's work or performance. It is further agreed that the Client will defend, indemnify and hold harmless the Engineer from any claim or suit whatsoever, including but not limited to all payments, expenses or costs involved, arising from or alleged to have arisen from the Contractor's performance or the failure of the Contractor's work to conform to the drawings. The Engineer agrees to be responsible for his own or his employee's negligent acts, errors, omissions in the performance of their professional services. Respectfully Submitted, 44--- Ralph A. Raya Client Authorization: Client Signature Date Professional Engineers & 1 ighf�ng Consulrants 72880 Frec Waring Drive. Suite C-11• Pa'm Dosett• CA 92260 1 o 760-340-9005 f. 760-340 91 DO I www rmrc e corr 2012 CONSULTAAT LISP imol ri r E Pal- re.—t! `44 ;Tqw,,.s 1--flu:Lso lasell'i i -,I rri Iver it i.rana F (W PIN- 114 '.:CW'?A9'W 4.0 1:.411 Pal:nErmagoll:1 :r l3 4 13 naxi-rli - Laol AVA y I I eo :xmiqchnf;a. klahi.!h Tr %inj mr-m •pI L ti i" t,all 7:1*lfl* ICA -kivx.,:Iqs n, Pain L'rje7--jmln I Fcr r)r WO Rj"r.v*' 'Itfix opsixt in -A Pansorl -filct-ml kis'x .01 , oltirs!; :n'Orc4lmF';-'d 4d; crc-I fee-, rdn (AIC., lff.^ , Rha I -.qs UIE(.45, if- q f'r')'V :'We i'Af"IF Il Miji., Fay' Wd. L9-rull-ner1a; l.akj I_ S9 .7r.pre, IN -,O�Cfs La--. I*rni p4r i jlk! i'l; Nil, Pit"'IT P-#m :pnel P'-,t-m Pn:.vV',);ni 4 Mmoo' AIW741wlr, lq,; IIAIII -lat-io AA'I);Cj - vr-; 1Isa F Fall- r.aspr mopn""(�' FiMram falml. 0,7mr., oavp��--*pj pay qw� kur'ralr: cf..�Jm A-4., Lm.l:.:�api PF= P.vni rN% :*(41' a!'- I UsPiOf fta P'd-li ;aaz-. Atilt yfl. 46A L2ss%Lpv in: —el, Lw-t�-r ArOW1 - UnISe4ft jIY4fpY%.cmJ fit L-'. 1'-lh Delti. in jkv SI a Is 4j!Wcjfj., Valle*v J!, a ar Cull-r Icirca 3n I ti 'W-,I! a!,.. y 1 1!:4!, Ira Jim Paw .-"YllRaLcwl kri li-I AAM, Uem.4m; rin-m- 4 IFJ Vdm Devoi "I., pfrKI. CI.-r 2114.-rc I CNICI "44. 1,4 T -.01c Transiperziii.k- oo NIV411. 1 mv.lk.-hrjtj kilk, r. Tou'tn4 .' , AGREEMENT FOR PROFESSIONAL SERVICES This AGREEMENT is made and entered into this day of , 20_, ("Effective Date") by and between the CITY OF PALM DESERT ("City") and , a ("Consultant") (sometimes referred to individually or collectively as "Party" or "Parties"). WITNESSETH WHEREAS, City desires to retain Consultant as an independent contractor to perform certain technical and professional consulting services in connection with the project, subject to the terms and conditions specified below, in the documents attached and incorporated herein, and applicable federal, state and local law. NOW, THEREFORE, in consideration of performance by the Parties of the mutual promises, covenants, and conditions herein contained, the Parties hereto agree as follows: 1. Consultant's Services. 1.1 Nature of Services. Consultant shall provide professional and technical services on a non-exclusive basis, as more ,particularly described in Section 3, below, and in Exhibit A, Scope of Services. 1.2 Personnel: Consultant represents that it has, or will secure at its own expense, all personnel required to perform the services under this Agreement. All of the services required under this Agreement will be performed by Consultant or under its direct supervision, and all,personnel engaged in the work shall be qualified, and shall be authorized <or.permitted under state and local law to perform such services. 1.3 Standard of Performance. Consultant shall perform all services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1..4 Consultant Representative. For the purposes of this Agreement, the registered architect, engineer, or landscape architect who will serve as the Consultant Representative shall be ("Consultant Representative"). 1.5 Time of Commencement. The execution of this Agreement by the Parties does not constitute an authorization to proceed. A separate written Notice to Proceed shall be issued by the City Representative, and Consultant shall not commence work until receipt of such written Notice(s) to Proceed, as further set forth in Sections 2 and 3, below. 1.6 Time of Performance/Time is of the Essence. Consultant shall commence the services contemplated under this Agreement immediately upon receipt of a written Notice to Proceed from the City, and shall prosecute to completion each task listed in Section 3 in a timely and diligent manner calendar days of receipt of a Notice to Proceed, or in accordance with the schedule appended to this agreement as Exhibit B. 2. Services by City: 2.1 City Representative. For the purposes of this Agreement, the City Representative shall be , or such other person designated by the City's Executive Director ("City Representative"). 2.2 Provision of Data. All information, data, reports and records and maps as are existing and available from the City and necessary for the carryings out of the work outlined in Exhibit "A" hereof shall be furnished to Consultant without charge by City, and City shall cooperate in every way reasonable in the carrying out of the work without delay. 2.3 Project Budget. The City shall provide a budget for the project that shall include contingencies for bidding, changes during construction, and 'other costs which are the responsibility of the City. 2.4 Tests and Inspection. The City shall furnish structural, mechanical, chemical, and other laboratory tests, inspections, and reports as required by law or the contract documents, provided however that the Consultant shall advise the City in advance of the necessity of such tests and inspections; and shall coordinate and cooperate with the testing and inspection agencies, if any, at no additional cost to the City. 3. Consultant's Scope of Work. Upon delivery by City to Consultant of a written Notice to Proceed, Consultant shall immediately commence work pursuant to this Agreement. Consultant's scope of work shall consist of the services in Exhibit A appended to this Agreement. 3.1 Reporting & Record Keeping. To assist City in the performance of its planning, reporting, and financial administration obligations, Consultant shall, throughout the term of this Agreement, keep City reasonably informed of progress on work required under this Agreement, and of any problems or delays, anticipated or otherwise, associated with each aspect of the work. Consultant shall promptly respond to any request by City for information, progress reports, or documentation. Consultant shall maintain accurate .records of all work performed for each Assignment under this Agreement, including but not limited to originals or copies, as applicable, of all deliverable documents described in Exhibit A. Upon the completion of work, and if requested by the City, Consultant shall deliver to City the originals of all renderings, models, or documentation produced, and may retain copies of such documentation, at Consultant's election. 3.2 Compliance with Laws. Consultant shall at all times possess any and all licenses and permits necessary to provide the services herein, and shall comply with applicable federal, state and local laws, ordinances, codes and regulations in the a performance of this Agreement, and with all applicable with any applicable City of Palm Desert policies and guidelines. 3.3 Confidentiality. Except as otherwise permitted or required by law, Consultant shall maintain as confidential and shall not disclose any and/or all information received in the course of performing pursuant to this Agreement. Consultant shall promptly inform the City in the event Consultant receives a subpoena or court order requiring disclosure of confidential information. 4. Compensation. City shall pay Consultant for the Services provided under this Agreement on the following basis. 4.1 Not -to -Exceed Fee: City shall pay to Consultant a total amount not to exceed $ for the basic services described in Exhibit A. Payment shall be made on a monthly basis, based upon the hourly rates defined in Exhibit C, multiplied by the number of hours workedby each classification of personnel assigned to the project during the previous calendar month. The not -to -exceed fee shall not be exceeded without written agreement between the parties. 4.2 Additional Services: Additional services beyond those described in Exhibit A shall be reimbursed on a time -spent basis at the hourly rates described in Exhibit C. City shall not be obligated to compensate Consultant for additional services performed without advance authorization from the City Representative. 4.3 Reimbursable Expenses: City shall pay to Consultant actual costs plus ten percent (10%), subject to the limitation given below, for expenses incurred on behalf of the project for long distance telephone calls, reproduction, express delivery and courier services, postage, out-of-town travel if pre -approved in writing by the City Representative, and other expenses directly attributable to the project and expressly approved by the City. Representative. Reimbursable expenses, including Consultant's mark-up, shall not exceed $ for this project. 4.4 Extraordinary Expenses/Costs. No claims for additional services, expenses or costs incurred by Consultant will be allowed unless such additional services, expenses or costs are authorized by City in writing prior to the performance or incurrence of such services, expenses or costs. Any additional services, expenses or costs authorized by City shall be compensated at rates mutually agreed upon by the Parties in writing. 5. Method ofPayment. 5.1 Invoices. Consultant shall submit to City invoices each month for all services, if any, completed, and all expenses or costs incurred pursuant to this Agreement during the preceding month. The invoices shall describe the services rendered during the period and shall show the number of hours worked, the hourly rates charged, and any milestone achievements. Copies of receipts for expenses or costs shall be submitted with each invoice. City shall review such invoices and notify Consultant in writing within fifteen (15) calendar days of any disputed amounts. 5.2 Payment. City shall pay all undisputed portions of the invoice within thirty (30) calendar days after receipt of the invoice up to the maximum amounts set forth in Section 5. 5.3 Audit of Records. At any time during regular working hours, all records, invoices, time cards, cost control sheets and other records maintained by Consultant shall be available for review and audit by the City. 6. Ownership of Work Product. 6.1 Property of City. All documents including but not limited to plans, bids, proposals, correspondence, permits, certificates, contracts, change orders, invoices, receipts, reports, analyses or other written materjal +developed or obtained by Consultant in the performance of this Agreement, including ',any and all intellectual property rights arising therefrom ("Work Product"), shall be and remain the property of City without restriction or limitation upon its use or dissemination by City. Promptly upon the completion of each Assignment, or at any other time upon reasonable notice to Consultant by City, Consultant shall deliver all Work Product to City. 6.2 Re -Use of Work Product. City and Consultant agree that all documents, other than invoices, prepared by Consultant pursuant to this Agreement shall be used exclusively for the subject project, and .shall not be used for any other work without the mutual agreement of the Parties. Such material shall not be the subject of a copyright application by Consultant. In the event Consultant permits the re -use or other use of such Work Product, City shall require the party using them to indemnify and hold harmless City and Consultant regarding such re -use or other use, and City shall require the party using them to eliminate any -and all references to Consultant from such Work Product. In the event City re -uses such Work Product on any project other than the project for which they were prepared, such re -use shall be at the sole risk of City unless City compensates Consultant for such reuse. 7. Conflict of Interest/Prohibited Conduct and Interests 7.1 Conflict of Interest. Consultant and its officers, employees, associates and sub consultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this Agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090. During the term of this Agreement, Consultant shall retain the right to perform similar services for other clients, but Consultant and its officers, employees, associates and sub consultants shall not, without the prior written approval of the City Executive Director, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or sub consultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute. 7.2 No Solicitation. Consultant, on behalf of itself and its officers, employees, agents and representatives, warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement, and that it has not paid or agreed to pay any 4 company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gifts, or any 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 terminate this Agreement without notice or liability, or in its discretion to deduct from the contract price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. 7.3 No Financial Interest - City. No officer, member or employee of City during his or her tenure or one (1) year thereafter shall have any interest, direct or indirect, in this Agreement or the proceeds thereof. The Parties hereto covenant and agree that to their knowledge no member of the City Board, or officer or employee of City, has any interest, whether contractual, non -contractual, financial or otherwise, in this Agreement, or the subject matter thereof, nor any business or financial relationship with Consultant, and that if any such interest comes to the knowledge of either Party at any time a full and complete disclosure of all such information will be"made in writing to the other Party or Parties, even if such interest would not be considered a conflict of interest under applicable laws. 7.4 No Financial Interest — Consultant. 'Consultant hereby covenants, on behalf of itself, and its officers, employees, agentsand representatives, that at the time of executing this Agreement it has no interest, and that it shall not acquire any interest in the future, direct or indirect, which would conflict in any manner or degree with the performance of services required to be performed pursuant to this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by Consultant. ' At no time during the term of this Agreement, and for one (1) year thereafter, shall Consultant or anyone acting on Consultant's behalf, accept anything of value from any contractor or subcontractor performing services in connection with the project. 8. Indemnificaifion. Other than in the performance of professional services and to the fullest extent permitted by law, Consultant shall indemnify, defend and hold the City, City, and CRy's and City's elected officials, officers, employees, agents and volunteers free and harmless from and against all tort liability, including liability for claims, suits, actions, expenses or costs of any kind, whether actual, alleged or threatened, actual attorney's fees, court costs, and expert witness fees incurred by City or City, arising out of or in any way connected with, in whole or in part, the acts or omissions of Consultant, ` or any of Consultant's officers, agents, employees or contractors, in the performance of this Agreement, including but not limited to, claims, suits and liabilities for bodily injury, death or property damage to any individual or entity, including employees or officials of Consultant. The provisions of this paragraph shall not apply to claims arising out of the sole negligence or willful misconduct of City or City, any of City's or City's elected officials, officers, employees or agents. In addition to the foregoing, Consultant shall indemnify, protect, defend and hold harmless the City and the City of Palm Desert, their officials, employees, agents and representatives from and against any and all losses, liabilities, damages, costs, and expenses, including attorney's fees and costs to the extent same are caused in whole or 5 in part by any negligent or wrongful act, error, or omission of the Consultant, its officers, agents, employees or subConsultants (or any entity or individual that the Consultant shall bear the legal liability thereof) in the performance of professional services under this agreement. 9. Insurance. Consultant will maintain insurance in conformance with the requirements set forth below. If Consultant's existing coverage does not meet the requirements set forth here, it will be amended to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minirr;um amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given joss, will be available to City. 9.1 Workers' Corr Consultant shall provide Workers Compen: an approved policy form providing benefits limits no less that $1,000,000 per accident c 9.2 nd Emolover's L on ana tmpioyerrs L00111ty Insurance on ; required by law with employer's liability isease. tv or Errors and Omissions. Professional Liability or Errors and Omissions insurance as appropriate shall be written on a policy form coverage specifically designed to,protect against acts, errors or omissions of the Consultant and "Covered Professional Services" as' designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must contain a, provision establishing the insurer's duty to defend. The policy retroactive date must be on or before the effective date of this agreement. 9.3 Automobile Liability. Consultant shall provide auto liability coverage with a limit of no less than $1,00%000 per accident. If Consultant owns no vehicles, this requirement may be met through" a non -owned auto endorsement to the CGL policy. 9.4 Waiver. If the Consultant does not carry Worker's compensation coverage,, or if the Consultant will not operate any vehicles at any time within the scope of the services in the agreement, provisions for these coverages may be waived upon review and approval of the City's Risk Manager. 10. Status as Independent Contractor. Consultant is, and shall at all times remain as to City, a wholly independent contractor. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City. Neither City nor any of its officials, employees or agents shall have control over the conduct of Consultant or any of Consultant's employees, except as set forth in this Agreement. 11. Non -Assignability; Subcontracting. Consultant shall not assign or subcontract all or any portion of this Agreement without the City's prior, written consent. Any attempted or purported assignment or sub -contracting by Consultant shall be null, void and of no effect. 12. Non -Discrimination and Equal Employment Opportunity. In the performance of this Agreement, Consultant shall not discriminate against any employee, subcontractor, or applicant for employment because of race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental disability, medical condition, or sexual orientation. Consultant will take affirmative action to ensure that subcontractors and applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, religion, sex, marital status, national origin, ancestry, age, physical or mental disability, medical condition, or sexual orientation. This clause shall be included in any contract prepared or approved by Consultant in connection with performance of its services under this Agreement. 13. Cooperation. In the event any claim or action is brought against City or City relating to Consultant's performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation,, which City or City might require. 14. Termination. The right is reserved by the City to, terminate the Agreement at any time upon seven (7) days written notice, in the event the project is to be abandoned or indefinitely postponed, or in the event the Consultant's services, in the sole judgment of City, are unsatisfactory or because of the Consultant's failure to prosecute the work with diligence or within the time limits specified or because of his disability or death. In any such case, the Consultant shall be paid the reasonable value of the services rendered, based uponConsultant's standard hourly rates, up to the time of the termination. The Consultant shall keep adequate records to substantiate costs and provide copies of original timecards in the event of termination or suspension. 15. Notices. Any notices, bills, invoices, or reports required by this Agreement shall be given by first class U.S. trail or by personal service. Notices shall be deemed received on (a) the, day of delivery, if delivered by hand or overnight courier service during Consultant's and City's regular business hours or by facsimile before or during Consultant's regular business hours or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses heretofore set forth in the Agreement, or to such other addresses as the Parties may, from time to time, designate, in writing pursuant to the provisions of this section. All notices shall be delivered to the Parties at the following addresses: City: Carlos L. Ortega, Executive Director City of Palm Desert 73-510 Fred Waring Drive Palm Desert, California 92260-2578 Tel: (760) 346-0611 Fax: (760) 341-6372 With a copy to: City of Palm Desert 73-510 Fred Waring Drive 7 Palm Desert, California 92260-2578 Tel: (760) 346-0611 Fax: (760) 341-6372 Consultant: Tel: Fax: 16. Non -Waiver of Terms, Rights and Remedies. Waiver by either Party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement, In no event shall the making by City of any payment to Consultantconstitute or be construed as a waiver by City of any breach of covenant, or any default which may then exist on the part of Consultant, and the making of any such payment by City shall in no way impair or prejudice any right or remedy available to City with regard to such breach or default. 17. Attorney's Fees. In the event that either Party to this Agreement shall commence any legal action or proceeding for damages for breach, or to enforce or interpret the provisions of this Agreement, the prevailing party in such action or proceeding shall be entitled to recover its costs of suit, including reasonable attorney's fees and experts' costs. 18. Exhibits; Precedence. All documents referenced as exhibits in this Agreement are hereby incorporated in this Agreement. In the event of any material discrepancy between the express pro-v6sions of this Agreement and the provisions of any document incorporated herein by reference, the provisions of this Agreement shall prevail 19. Entire Agreement. This Agreement, and any other documents incorporated herein by 'specific 'reference, represents the entire and integrated agreement between Consultant and City. This Agreement supersedes all prior oral or written negotiations, representations or agreements. No promise or representation, whether oral or written, express or implied, that is not set forth herein, shall be binding or have any force or, effect. This Agreement may not be amended, nor any provision waived, except in a writing signed by the Parties which expressly refers to this Agreement. 20. Partial Invalidity. In case any provision of this Agreement should be deemed by a court of competent jurisdiction to be invalid, illegal or unenforceable in any respect, the validity, legality or enforceability of the remaining provisions shall not be affected or impaired thereby. s 21. Successors. This Agreement shall bind and insure to the benefit of the respective heirs, personal representatives, successors and assigns of the parties to this Agreement. 22. Waivers. No waiver of any breach or default of any term or provision of this Agreement shall be deemed a waiver of any other term or provision of this Agreement, and no waiver shall be valid unless in writing and executed by the waiving party. 23. Construction. Section headings in this Agreement are solely for the convenience of the parties and are not a part of and shall not be used to interpret this Agreement. This Agreement shall not be construed as if it had been prepared by one of the parties, but rather as if both parties have prepared f. Unless otherwise indicated, all references to Sections ace to this Agreement. All exhibits to this Agreement are hereby incorporated by reference. 24. In case of conflicts within the contract documents, the document precedence shall be as follows: (a) This Agreement (b) Exhibit A -- Scope of Construction Management Services (c) Exhibit B — Schedule (d) Exhibit C —'Hourly Rates (REMAINDER 011` PAGE INTENTIONALLY LEFT BLANK) 9 IN WITNESS WHEREOF, said parties have executed this Agreement effective as of the Effective Date above. CONSULTANT By: Its: CONSULTANT By: Its: CITY OF PALM DESERT Mayor ATTEST: Rachelle, D. Klassen, City Clerk APPROVED AS TO FORM Dave Erwin, City Attorney 10 EXHIBIT A PROPOSAL • it EXHIBIT B SCHEDULE NOTICE TO PROCEED DAY 0 CONCEPTUAL DESIGN SUBMITTAL DAYS FROM NTP CITY REVIEW OF CONCEPTUAL DESIGN DAYS DESIGN DEVELOPMENT SUBMITTAL DAYS FROM RECEIPT OF CITY COMMENTS CITY REVIEW OF DESIGN DEVELOPMENT DAYS CONSTRUCTION DOCUMENTS SUBMITTAL DAYS FROM RECEIPT OF CITY CCNIMENTS CITY REVIEW OF CONSTRUCTION DOCUMENTS BAYS SUBMISION FOR PLAN CHECK DAYS FROM RECEIPT OF CITY COMMENTS CONSULTANT INCORPORATION OF PLAN CHECK COMMENTS DAYS FROM RECEIPT OF PLAN CHECK COMMENTS SUBMISSION FOR BACKCHECK `DAYS, CONSULTANT SUBMITTAL OF ALL DOCUMENTS FORBIDDING AND PERMITTING DAYS BID PERIOD DAYS CONSTRUCTION PERIOD SAYS 12 EXHIBIT C HOURLY RATES 13 State of California ) ) SS. County of ) On , , before me, Notary Public, personally appeared personally known to me (or proved to me on the basis of sal the person(s) whose name(s) is/are subscribed to the within acknowledged to me that he/she/they executed the same in capacity(ies), and that by his/her/their signature(s) on the in, the entity upon behalf of which the person(s) acted, execute WITNESS my hand and official seal. ,a ry evidence) to be 'nent and r/their authorized nt the person(s), or strument. Signature (seal) DESCRIPTION OF ATTACHED DOCUMENT: (TITLE OR TYPE OF DOCUMENT) (NUMBER OF PAGES) (DATE OF DOCUMENT) Right Thumbprint of Signer (Optional) (SIGNER(S) OTHER THAN NAMED ABOVE) 14