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HomeMy WebLinkAbout05/19/2009, C7 - CITY HALL STRUCTURAL ROOF REPAIRS, SPEC. NO. 90778 council Wm gD. May 19,2009 j acEnaa Repot CI CITY OF SAN LUIS OBISPO FROM: Jay D. Walter,Public Works Director JD'W Prepared By: Michael J. McGuire, Engineer III SUBJECT: CITY HALL STRUCTURAL ROOF REPAIRS,SPEC.NO. 90778 RECOMMENDATIONS 1. Award a Contract Agreement in the amount of$61,700 to Architectural Roof Design Group for forensic and design services for"City Hall Structural Roof Repairs, Specification No. 90778." 2. Approve the transfer of$54,000 from the project construction management account to the project design account. DISCUSSION In 1996, the City Hall building, located at 990 Palm Street, underwent a seismic retrofit and HVAC upgrade. In the course of that work, it was discovered that the sub-roof material contained asbestos and required complete removal. Once removed, a new roof consisting of the existing clay tiles over a corrugated metal with lightweight concrete panel deck was installed. Over the years, there have been numerous water leaks that have caused damage to various wall and ceiling areas within City Hall. After the San Simeon earthquake in December 2004, the water leaks became more pronounced and frequent. A roofing consultant, Architectural Roof Design Group (ARDG), was retained to investigate, and discovered that incorrect installation of the roofing components from the 1996 roof resulted in the advanced deterioration of the roof and subsequent water intrusion into the City Hall building. The Roof Leak Analysis Report, prepared by ARDG in December, 2006, revealed that the architectural details from the original plans were inadequate for the design. This was further compounded by poor workmanship by the contractor during installation. Since the 1996 installation, the general contractor has gone out of business,construction warranties have expired and material warranties have been voided due to the improper installation. Typically, design services for this project would have been awarded to the City's pre-qualified architectural design consultant, created as part of a ramping up in Capital Improvement Projects triggered by increased funding from Measure Y in the 2007-09 Financial Plan. Staff is recommending awarding to ARDG due to their familiarity with the existing City Hall roof conditions as they were the consultant who prepared the Roof Leak Analysis Report, and their more extensive knowledge and experience with roofing repair. ARDG is highly qualified to provide design services as they have previously designed new roofs for the Police Station, the Old Library Building, and recently for the Administration, Fleet Maintenance and Wastewater Collection buildings at the Corporation Yard. ARDG is located in Pismo Beach and will be available to efficiently oversee the roofing design in a timely manner. FISCAL IMPACT C-7- -1 City Hall Structural Roof Repairs Page 2 This project was approved in the 2007-09 Financial Plan (see pages 3-528 to 3-532, Appendix B). Initially, the project budget provided $60,000 for design, $360,000 for construction and $20,000 for construction management. Recently, as part of departmental budget reduction measures, the Public Works Department reassigned some Capital Improvement Projects originally slated for consultant construction management services, to now be managed and inspected by City staff. The construction management services required for the City Hall Structural Roof Repairs project will now be performed solely by in- house staff, thereby eliminating the need for construction management funding. While there will be no consultant construction management for this project, ARDG will provide assistance to staff with periodic review of construction and submittals, as provided for in their proposal. Staff recommends the transfer of $7,000 from the project's construction management account to the project's design account. This transfer will provide sufficient funding to support the forensic investigation and design services performed by ARDG plus a contingency amount if more detailed investigation or design is required. A portion of the construction management budget will remain in case some consultant management services are required or for future transfer into the construction budget if the adopted construction budget is insufficient. Furthermore, this transfer of project funding will eliminate the need to request additional funding from the General Fund or the CIP Completed Projects Account. Current Proposed Project Budget Budget Budget Adopted Design Budget: $ 60,000 $ 67,000 $ 7,000 Adopted Construction Budget: $ 360,000 $ 360,000 $ - Adopted CM Budget: $ 20,000 $ 13,000 $ (7,000) Total Project Budget: $ 4409000 $ 4409000 $ - ARDG Design Proposal $ 619700 ALTERNATIVE Award design services to the pre-qualified architectural design consultant. The pre-qualified consultant does not have the familiarity with the condition of the City Hall roof nor the expertise that ARDG possesses. ARDG will provide detailed design for repair of the roof in a diligent manner. ATTACHMENTS 1. ARDG Proposal 2. Contract Agreement AVAILABLE FOR REVIEW IN THE COUNCIL OFFICE Roof Leak Analysis Report G:\Staff-Reports-Agendas-Minutes\_CAR\2009\CM90778 City Hal]Roof Repairs\CAR Award ARDG.doc Attachment 1 ARDG Architectural Roof Design Group Inc. Commercial Roofing-Waterproofing Consultants Sunnyvale,CA–Pismo Beach,CA (408)7475728—(805)473-5860 www.arda.com Servicing the Commercial Building Envelope" CLIENT INFORMATION Date: 12/15/08 Name: Michael McGuire Project.Manager Firm: City of San Luis Obispo Address: 990 Palm Street,San Luis Obispo CA 93401 Phone: (805)783-7716 PROJECT INFORMATION ARDG No: A2121508 CIP No: 90778 Project: City Hall– Address: 990 Palm Street,San Luis Obispo,CA 93401. RE: Proposal for pre-design review and preparation of reroofing specifications&drawings. In accordance with your request,Architectural Roof Design Group Inc. (ARDG)is pleased to submit a proposal for services. The accompanying proposal includes a listing of proposed roof consulting services,explanation of services and fees. Architectural Roof Design Group Inc.appreciates this opportunity to be of service to you. If you have any immediate questions regarding our proposal, or if we can be of other service, please call at your convenience. Sincerely, Architectural Roof Design Group Inc. Dennis M. Delby cc. File Fraser/Seiple Architects 5 -3 Attachment 1 ARDG Architectural Roof Design Group Inc. Commercial Roofing-Waterproofing Consultants Sunnyvale,CA–Pismo Beach,CA (408)747-5728—(805)473-5860 www.ardo,com Servicing the Commercial Building Envelope" CLIENT INFORMATION. Date: 12/15/08 Name: Michael McGuire Project Manager Firm: City of San Luis Obispo Address: 990 Palm Street,San Luis Obispo CA 93401 Phone: (805)783-7716 PROJECT INFORMATION ARDG No: A2121508 CIP No: 90778 Project City Hall– Address: 990 Palm Street,San Luis Obispo,CA 93401 GENERAL INFORMATION A. Architectural Roof Design Group Inc."Qualifications&Corporate Structure" 1. Architectural Roof Design Group Inc. is a California Corporation. B. Architectural Roof Design Group Inc."Insurance Coverage": 1. General Liability in the general aggregate amount of$1,000,000 2. Professional Liability in the aggregate amount of$1,000,000 STATEMENT OF POLICY The role of a consultant is to provide a client with services based on a building's construction, its'usage,special conditions and budget. The intent of this role is to provide these services in an unbiased manner. In today's market,a consultant may receive leads from numerous sources that include contractors,sales representatives and manufacturers. These same individuals may solicit a consultant to promote or include their products or services in specifications. We all realize that networking is fundamental to business. The perception of a problem is when the line between networking and vested interest is crossed. It is with this in mind that ARDG wishes to make an open 'Statement of Policy • When a manufacturers representative,independent representative,or any other individual,provides ARDG with a lead,ARDG may pay a finder's fee or commission based solely upon the fees we receive from our client. Any specific product line or service provided by the above referenced is not automatically included in the project unless the client expressly states a preference or we are contracted by one of the aforementioned. • ARDG reserves the right to refuse services to any entity whose products,warranty programs or business practices do not meet a level of ethics or standards acceptable to ARDG Inc. • If a specified manufacturer retains ARDG to provide overlapping services with those of our client,ARDG will instruct the manufacturer to reimburse the client that portion of our fees. ARDG Inc.does not accept commissions for roofing&waterproofing products. • ARDG Inc. prepares documentation and specifications relating to good roofing&waterproofing practices and conditions relative to the project. • ARDG selects materials based on overall project needs. Product selection is based on both individual performance and assembled systems. Acceptable manufacturers are based on past performance, litigation history,warranty programs and practices,as well as the quality of their materials. 2 Architect Roof Design Group Inc. Proposal-ARDG No:A2121508 cl_ Attachment 1 PARAMETERS OF PERFORMANCE A. It is understood that the scope of work presented in this proposal is strictly limited to the watertight integrity of the existing roof structure and its covering. It does not include any additional work related to other conditions, inherent or not,that may or may not surface after this scope of work has been completed. B. It is understood that this proposal is based upon the preliminary recommendations of ARDG"City Hall-Existing Roof Investigation"report dated 12/26/06 C. Access to all roof areas will be provided by the client. ARDG to coordinate access with city facilities staff. D. ARDG is not an asbestos abatement designer or that of other regulatory environmental/health issues. ARDG project documents do not include asbestos abatement or those related to other environmental or health issues. It is the responsibility of the owner to provide all required project documentation and direction regarding asbestos,enviromental or health abatement. METHOD PERFORMANCE A. Architectural Roof Design Group, Inc.proposes to provide consulting services for the performance of roof design/specifications,roof plans,detail drawings and limited construction administration. Due to the nature of the project, ARDG has teamed with Fraser/Seiple Architects. B. Dennis Delby,Greg Sams,of ARDG Inc.will be our company contact(s). Mr. Delby will be the project.primaryand ARDG contact. • Mr.Sams-1085 Tasman Drive#380,Sunnyvale, CA 94086(408)730-8858 FAX(408)490-2753 • Mr. Delby-PO Box 1540, Pismo Beach,CA 93448 (805)473-5860 FAX(805)456-2180 C. Bruce Fraser, Frank Seiple,of Fraser/Seiple Architects will be our company contact(s). Mr. Seiple will be the primary contact for Fraser/Seiple Architects. • 971 Osos Street, San Luis Obispo,CA 93401 (805)544-6161 D. The fees listed in this proposal are inclusive of all work listed by ARDG,its teaming partners and subcontractors. It should be understood that any changes in the specific scope of work shall_constitute a renegotiating of the proposed fees. REQUIRED CLIENT.INFORMATION A. The client will provide referenced project information in order that ARDG may exact necessary information to complete services in a timely manner: Omission of required information may increase/delay work. Any additional design time and document preparation due to the aforementioned will be subject to additional fees. 1. Scaled existing roof plans&elevations drawings. 2. Any historical records pertaining to original installation and repairs to date. 3. Any regulatory reports relating to structure and usage impacting roof system design. PRE-DESIGN&PLANNING ASSESSMENT/REPORT(Service 1) A. Methodology: In order to prepare accurate pre-design&project documents,forensic testing is required to determine existing as built conditions. Testing to include substrate moisture,adhesion and fastener pull tests to determine applicable material criteria. Complete reliance upon existing city drawings and visual inspection is ill advised. Omissions or conflicts in existing documents/reports,visual inspection to actual conditions may result in unwarranted change orders,project delay, cost overruns. B. It is understood from the city that a presentation to Architectural Review Board is not required. If required,additional fees will be submitted. C. The purpose of the pre-design/planning services is to gather information for the project regarding required work and possible material options for roofing/waterproofing system. 3 Architect Roof Design Group Inc. Proposal-ARDG No:A2121508 Attachment 1 Scope: A. Conduct site visit(s)and forensic testing to determine existing conditions for comparison to proposed scope of work. ARDG to provide under this contract,a licensed roofing contractor to perform limited forensic removal/demolition at select roof areas to complete design/specification/drawings. Testing to include substrate moisture,adhesion and fastener pull tests to determine applicable material criteria. All demolition and temporary repair will be under the direct supervision of ARDG and/or Fraser Seiple Architects. B. Site Visit/Client Interview 1. ARDG will conduct interviews with client to review available"As-Built"drawings,building access/restrictions,codes, desired schedule dates,etc. 2. Review temporary repairs with facilities maintenance to minimize leaks until installation of new reroofing/ waterproofing system. C. Take digital photos for assistance in developing detail drawings. D. Materials,Material Manufacturers and Contractors. 1. Material selection is based upon an overall project need and not an individual manufacturer. Material selection is based upon individual performance and as an assembled roofing system. Proposed materials will be evaluated for both performance and cost effectiveness. E. Design Recommendation: 1. Prepare a proposed summary design report for review and approval including photo log with notations and side by side comparison of existing and proposed roof systems. Design-summary report will include any but not limited to the following: a. Written report with side by side comparison of existing and proposed roofing configurations. b. Photo log of existing conditions and recommendations. c. Proposed coating/waterproofing for existing HVAC units,platforms and duct work. d. Proposed coating/waterproofing for existing stucco/metal access structure. DESIGN/SPECIFICATIONS/DRAWINGS(Service 21 A. The purpose is to utilize data from the pre-design phase to prepare comprehensive re-roofing/repair specifications and related drawings. Scope: A. Prepare Written Specifications: 1. Prepare CSI format specification sections based upon system performance for the purpose of equivalent competitive bids. a. Review client's general conditions and special condition requirements. b. Listing of material manufacturers meeting the system performance criteria. d. Detailed instructions for the proper application methods for components. e. Specified roof system(s)to meet Title 24 requirements. f. Specifications provided in PDF electronic format for integration into City bid documents. B. Prepare Project Drawings: 1. Client shall provide existing"As-Built"drawings in printed form, if available. 2. Prepare a required number of detail drawings utilizing city title blocks and borders formatted for the project. 3. Prepare roof plan(s)with location of HVAC equipment,curbs, penetrations,etc. 4. Locate detail numbers/symbols on roof plan(s). 5. Detail drawings and roof plans provided in electronic format. Detail Drawings provided in PDF format. Roof plan provided in DWG, PDF format. C. Plan Review: 1. ARDG shall provide a finished set of documents in electronic format for plan review. Plan review to be facilitated by the city contract officer. ARDG shall provide corrections and support information as required for approval. D. Bid Set: 1. ARDG shall provide a bid set of documents in electronic format and signed wet set for integration into City project documents. 4 Architect Roof Design Group lnc. Proposal-ARDG No:A2121508 Attachment 1 PRE-BID CONFERENCE/BID REVIEW(Service 3) A. Attend Pre-Bid Meeting: 1. City of San Luis Obispo shall notify bidders of dates and times. 2. City of San Luis Obispo shall coordinate job site meetings. 3. Pre-bid meeting to be held at the job site. 4. ARDG will attend pre-bid meeting and assist in obtaining bids and answer any questions by contractors as to intent of documents so that all competitive bids are uniform. 5. ARDG will submit required information frommeetingto the City, in order for the San Luis Obispo to prepare and distribute any necessary addenda. 6. Re-bidding due to request by the City or reasons excluding ARDG scope of responsibility are subject to additional fees. B. Bid Review: 1. Assist the City in bid review including review of any proposed substitutes or alternate bids. CONSTRUCTION ADMINISTRATION(Service 4) A. Proposed scope of work is supplemental to the city contracted construction management firm:ARDG fees are based up previous experience in which Penfield&Smith acted as the City's construction managers. 1. Project construction manager shall set dates,time and coordinate 2. Attend Pre-Construction Meeting. 3. Attend Job Start Up. 4. Attend a not to exceed 10 site progress inspections as requested by project construction manager. 5. Review and respond to RFI, change orders,etc.as requested by project construction manager. PROJECT PROFESSIONAL FEES: Service 1:Forensic Testin &Pre-Desi"n Rate:Lum SumI Subtotal:_ Total:$18,250 Periodic billing based upon percentage of work completed for this service. Service 2:Specifications,Roof Plan,.Detail_Draw' s Rate:Lump Sum - Subtotal: Total:$29,750 .. Monthly billing based upon percentage of work completed for this service. Service 3:Pre-Bid Conference/Bid.Review FR-ateLump Sum Subtotal: Total.$3150 Monthly billing based u on percentage of work completed for-this service. Service 4:Construction Administration Unit:Consultin Rate:Lum Sum I Subtotal: Total:$10,550 Monthly billing based upon percentage of work.eom feted for this service. TERMS OF PAYMENT (1) Services to be billed upon completion of each unit. (2) Terms of Payment:30 days of date of invoice. (3) All revisions or changes ordered by client or not covered within the scope of proposal shall be subject to additional fees. Client shall receive written proposal of such fees prior to work being done. (4) Client shall notify ARDG of billing procedures as to included names,address and PO numbers. Remittance should be made payable to: Architectural Roof Design Group Inc. PO Box 1540 Pismo Beach,CA 93448. 5 Architect Roof Design Group Inc. Proposal-ARDG No:A2121568 Attachment 1 TERMS OF CONTRACT No part of any documentation prepared for this project may be reproduced or distributed in any form or by any means for purposes other than those stated within this proposal without prior permission in writing from ARDG Inc. ARDG Inc.shall be deemed the author of them and will retain all common law,statutory and other reserved rights,as to include intellectual property in addition to the copyrights. The drawings,specifications-and other documents prepared by ARDG Inc.and copies thereof furnished to the aforementioned are for the use solely with respect to their project. They are not to be used by the aforementioned on other projects or for additions to this project outside the scope of the work without specific written consent of ARDG Inc. ARDG Inc.disclaims any responsibility for its unauthorized use. Client authorizes ARDG Inc.to remove any required roof samples to complete analysis and documentation. Repairs of areas where roof samples are taken are temporary in nature and ARDG Inc.shall assume no responsibility for either leakage or consequential damage relating to these areas or inspection of the roof system. Client agrees that all drawings,specifications,and other instruments of professional service furnished by ARDG as electronic data are to be used for the sole purpose of maintenance of the original project for which they were prepared and.in no case shall they be used for future construction, including but not limited to renovations or additions,and.such Client agrees ARDG shall not be responsible for any alterations,modifications or additions or subtractions made in the electronic data,hereafter"Changes,"requested by Client or any reuse of the electronic data by Client or any other party for this project or other project without the written consent of the ARDG and it is agreed that ARDG shall archive a copy of the electronic data transferred to the Client,the contents of which it is expressly agreed shall be the conclusive proof in all disputes over the content of the electronic data furnished to the Client. Furthermore,Client shall,to the fullest extent permitted by law,defend,indemnify and hold harmless ARDG; its officers, employees,agents and other consultants from and against any and all claims,suits demands,damages, liabilities, losses,and cost(including those cost associated with the transmission of any computer viruses)and,including but not limited to reasonable attomeys'fees and other costs of defense arising out of or resulting from any Changes or unauthorized use of the electronic data.Acceptance of this proposal is construed as acceptance of these conditions. ©Copyright Architectural Roof Design Group Inc. ARDG Inc.), 1996-2008. All rights reserved. 'WARRANTY: The total scope of ARDG Services, represent the results of information provided to ARDG Inc.,by the client. The scope of this information may include interviews,visual examination of the roof surface and related documentation. Services Will be prepared and performed based upon generally accepted roofing practices as well as available information and details furnished by the client. ARDG Inc.warrants that all Services will be prepared in accordance with the aforementioned information and generally accepted roofing&Waterproofing industry practices. No other warranties are implied or expressed. Additional services relating to this project by ARDG Inc. may be obtained under a separate or revised proposal. "Architectural Roof Design Group Inc."will proceed with the work on the basis of your written authorization. Please sign and return the enclosed copy of this proposal intact. Architectural Roof Design Group Inc. Client Signature: :� Signature: Name: Dennis M.Delby Name: Michael McGuire Title: Sec1CFO Title: Project Manager Date: 12/15/08Date: Proposal valid until:30 days 6 Architect Roof Design Group Inc. Proposal-ARDG No:A2121508 Attachment 2 AGREEMENT THIS AGREEMENT is made and entered into in the City of San Luis Obispo on ,2009 by and between the CITY OF SAN LUIS OBISPO, a municipal corporation, hereinafter referred to as City, and ARCHITECTURAL ROOF DESIGN GROUP INC. (ARDG)., hereinafter referred to as Consultant. WITNESSETH WHEREAS, on December 11, 2008, requested proposal for City Hall Structural Roof Repairs, Specification No. 90778. WHEREAS, pursuant to said request, Consultant submitted a proposal that was accepted by City for said services. NOW THEREFORE, in consideration of their mutual promises, obligations and covenants hereinafter contained, the parties hereto agree as follows: 1. Term. The term of this Agreement shall be from the date this Agreement is made and entered, as first written above, until acceptance or completion of said services. 2. Start and Completion of Work. Work on this project shall begin within five calendar days after contract execution and shall be completed in accordance with approved project schedules. 3. Termination. If, during the term of the contract,the City determines that the Consultant is not faithfully abiding by any term or condition contained herein, the City may notify the Consultant in writing of such defect or failure to perform. This notice must give the Consultant a 10 (ten) calendar day notice of time thereafter in which to perform said work or cure the deficiency. If the Consultant has not performed the work or cured the deficiency within the ten days specified in the notice, such shall constitute a breach of the contract and the City may terminate the contract immediately by written notice to the Consultant to said effect. Thereafter, neither party shall have any further duties, obligations, responsibilities, or rights under the contract except, however, any and all obligations of the Consultant's surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the termination thereof. In said event, the Consultant shall be entitled to the reasonable value of its services performed from the beginning date in which the breach occurs up to the day it received the City's Notice of Termination, minus any offset from such payment representing the City's damages from such breach. "Reasonable value" includes fees or charges for goods or services as of the last milestone or task satisfactorily delivered or completed by the Consultant as may be set forth in the Agreement payment schedule; compensation for any other work, services or goods performed or provided by the Consultant shall be based solely on the City's assessment of the value of the work-in-progress in completing the overall workscope. The City reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the City's sale discretion, so as to permit a full and complete accounting of costs. In no event, however, shall the Consultant be entitled to receive in excess of the compensation quoted in its proposal. If, at any time during the term of the contract, the City determines that the project is not feasible due to funding shortages or unforeseen circumstances, the City reserves the fight to terminate the contract. Consultant will be paid compensation due and payable to the date of termination. 4. Ability to Perform. The Consultant warrants that it possesses, or has arranged through subcontracts, all capital and other equipment, labor, materials, and licenses necessary to cant' out and complete the work Attachment 2 hereunder in compliance with any and all applicable federal, state, county, city, and special district laws, ordinances, and regulations. 5. Sub-contract Provisions. No portion of the work pertinent to this contract shall be subcontracted without written authorization by the City, except that which is expressly identified in the Consultant's proposal. Any substitution of sub-consultants must be approved in writing by the City. For any sub-contract for services in excess of$25,000, the subcontract shall contain all provisions of this agreement. 6. Contract Assignment. The Consultant shall not assign, transfer, convey or otherwise dispose of the contract, or its right, title or interest, or its power to execute such a contract to any individual or business entity of any kind without the previous written consent of the City. 7. Inspection. The Consultant shall furnish City with every reasonable opportunity for City to ascertain that the services of the Consultant are being performed in accordance with the requirements and intentions of this contract. All work done and all materials furnished, if any, shall be subject to the City's inspection and approval. The inspection of such work shall not relieve Consultant of any of its obligations to fulfill its contract requirements. 8. Record Retention and Audit. For the purpose of determining compliance with various laws and regulations as well as performance of the contract, the Consultant and sub-consultants shall maintain all books, documents, papers, accounting records and other evidence pertaining to the performance of the contract, including but not limited to the cost of administering the contract. Materials shall be made available at their respective offices at all reasonable times during the contract period and for three years from the date of final payment under the contract. Authorized representatives of the City shall have the option of inspecting and/or auditing all records. For Federally funded projects, access to records shall also include authorized representatives of the State and Federal government. Copies shall be furnished if requested. 9. Conflict of Interest. The Consultant shall disclose any financial, business, or other relationship with the City that may have an impact upon the outcome of this contract, or any ensuing City construction project. The Consultant shall also list current clients who may have a financial interest in the outcome of this contract, or any ensuing City construction project which will follow. The Consultant covenants that it presently has no interest, and shall not acquire any interest—direct, indirect or otherwise—that would conflict in any manner or degree with the performance of the work hereunder. The Consultant further covenants that, in the performance of this work, no sub-consultant or person having such an interest shall be employed. The Consultant certifies that no one who has or will have any financial interest in performing this work is an officer or employee of the City. It is hereby expressly agreed that, in the performance of the work hereunder, the Consultant shall at all times be deemed an independent Consultant and not an agent or employee of the City. 10. Rebates, Kickbacks or Other Unlawful Consideration. The Consultant warrants that this contract was not obtained or secured through rebates, kickbacks or other unlawful consideration, either promised or paid to any City employee. For breach or violation of the warranty, the City shall have the right in its discretion; to terminate the contract without liability; to pay only for the value of the work actually performed; to deduct from the contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. 11. Covenant Against Contingent Fees. The Consultant warrants by execution of this contract that no person or selling agency has been employed, or retained, to solicit or secure this contract upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Consultant for the purpose of securing business. For breach or violation of this warranty, the City has the right to annul this contract without liability; pay only for the value of the work actually performed, or in its discretion, to deduct from the contract price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. 12. Compliance with Laws and Wage Rates. The Consultant shall keep itself fully informed of and shall observe and comply with all applicable state and federal laws and county and City of San Luis Obispo ordinances, regulations and adopted codes during its performance of the work. This includes compliance with prevailing wage rates and their payment in accordance with California Labor Code. For purposed of this paragraph, e?_-/o f ' Attachment 2 "construction" includes work performed during the design and preconstruction phases of construction, including but not limited to, inspection and land surveying work. 13. Payment of Taxes. The contract prices shall include full compensation for all taxes that the Consultant is required to pay. 14. Permits, Licenses and Filing Fees. The Consultant shall procure all permits and licenses, pay all charges and fees, and file all notices as they pertain to the completion of the Consultant's wort. The City will pay all application fees for permits required for the completion of the project including building and regulatory permit application fees. Consultant will provide a 10 day notice for the City to issue a check. 15. Safety Provisions. The Consultant shall conform to the rules and regulations pertaining to safety established by OSHA and the California Division of Industrial Safety. 16. Public and Employee Safety. Whenever the Consultant's operations create a condition hazardous to the public or City employees, it shall, at its expense and without cost to the City, furnish, erect and maintain such fences, temporary railings, barricades, lights, signs and other devices and take such other protective measures as are necessary to prevent accidents or damage or injury to the public and employees. 17. Preservation of City Property. The Consultant shall provide and install suitable safeguards, approved by the City, to protect City property from injury or damage. If City property is injured or damaged resulting from the Consultant's operations, it shall be replaced or restored at the Consultant's expense. The facilities shall be replaced or restored to a condition as good as when the Consultant began work. 18. Immigration Act of 1986. The Consultant warrants on behalf of itself and all sub-consultants engaged for the performance of this work that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder. 19. Consultant Non-Discrimination. In the award of subcontracts or in performance of this work, the Consultant agrees that it will not engage in, nor permit such sub-consultants as it may employ, to engage in discrimination in employment of persons on any basis prohibited by State or Federal law. 20. Accuracy of Specifications. The specifications for this project are believed by the City to be accurate and to contain no affirmative misrepresentation or any concealment of fact. Consultants are cautioned to undertake an independent analysis of any test results in the specifications, as City does not guaranty the accuracy of its interpretation of test results contained in the specifications package. In preparing its proposal, the Consultant and all sub-consultants named in its proposal shall bear sole responsibility for proposal preparation errors resulting from any misstatements or omissions in the specifications that could easily have been ascertained by examining either the project site or accurate test data in the City's possession. Although the effect of ambiguities or defects in the specifications will be as determined by law, any patent ambiguity or defect shall give rise to a duty of Consultant to inquire prior to proposal submittal. Failure to so inquire shall cause any such ambiguity or defect to be construed against the Consultant. An ambiguity or defect shall be considered patent if it is of such a nature that the Consultant, assuming reasonable skill, ability and diligence on its part, knew or should have known of the existence of the ambiguity or defect. Furthermore, failure of the Consultant or sub-consultants to notify City in writing of specification defects or ambiguities prior to proposal submittal shall waive any right to assert said defects or ambiguities subsequent to submittal of the proposal. To the extent that these specifications constitute performance specifications, the City shall not be liable for costs incurred by the successful Consultant to achieve the project's objective or standard beyond the amounts provided therefor in the proposal. In the event that, after awarding the contract, any dispute arises as a result of any actual or alleged ambiguity or defect in the specifications, or any other matter whatsoever, Consultant shall immediately notify the City in writing, and the Consultant and all sub-consultants shall continue to perform, irrespective of whether or not the ambiguity or defect is major, material, minor or trivial, and irrespective of whether or not a change order, time extension, or additional compensation has been granted by City. Failure to provide the hereinbefore described written notice within one (1)working day of Consultant's becoming aware of the facts giving rise to the dispute shall constitute a waiver of the right to assert the causative role of the defect or ambiguity in the plans or specifications concerning the dispute. Attachment 2 21. Indemnification for Professional Liability. To the fullest extent permitted by law, the Consultant shall indemnify, protect, defend and hold harmless the City and any and all of its officials, employees and agents (`Indemnified Parties'g from and against any and all losses, liabilities, damages, costs and expenses, including attorney's fees and costs which arise out of,pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. 22. Standards. Documents shall conform to City Standards and City fumished templates shall be used. 23. Consultant Endorsement. Technical reports, plans and specifications shall be stamped and signed by the Consultant where required. 24. Required Deliverable Products and Revisions. The Consultant will be required to provide documents addressing all elements of the workscope. Plans shall be prepared using City's standardized title blocks and coversheets. Draft plans may be submitted for review using either the full D (24x36)format or a reduced 11x17 format.. Consultant shall ensure that drawings and notes are clearly legible if using the reduced format. Specifications and bid documents shall conform to standard City formats unless authorized. The City's current Standard Specifications and Engineering Standards must be incorporated where applicable. City staff will review any documents or materials provided by the Consultant and, where necessary, the Consultant will respond to staff comments and make such changes as deemed appropriate. Submittals shall include the previous marked up submittal (returned to the Consultant)to assist in the second review. Changes shall be made as requested or a notation made as to why the change is not appropriate. 2 copies of the draft preliminary reports, technical studies and 50% plans and estimate 1 copy of the final preliminary reports,technical studies plus markups 2 copies of the 90% plans, specifications and estimate plus 50% markups 1 copy of the 100% plans,specifications and estimate plus 90% markups 1 copy of the final plans, specifications and estimates plus 100% markups Draft reports and plan submittals shall be submitted as paper copies. Final documents shall be submitted as camera-ready original, unbound, each page printed on only one side, including any original graphics in place and scaled to size, ready for reproduction AND one electronic copy submitted in Adobe Acrobat format including all original stamps and signatures In the event the City will be compiling the final specifications, incorporating the Consultant's work, the final specifications will also be required to be submitted in Microsoft Word format. Electronic files shall be submitted on CD and all files must be compatible with the Microsoft operating system. Each CD must be clearly labeled and have a printed copy of the directory. Files may be emailed to the City in lieu of putting them on CD. 25. Ownership of Materials. Upon completion of all work under this contract, ownership and title to all reports, documents, plans, specifications, and estimates produced as part of this contract will automatically be vested in the city and no further agreement will be necessary to transfer ownership to the City. The Consultant shall fumish the City all necessary copies of data needed to complete the review and approval process. It is understood and agreed that all calculations, drawings and specifications, whether in hard copy or machine readable form, are intended for one-time use in the construction of the project for which this contract has been entered into. The Consultant is not liable for claims, liabilities, or losses arising out of, or connected with the modification, or misuse by the City of the machine-readable information and data provided by the Consultant under this agreement. Further, the Consultant is not liable for claims, liabilities, or losses arising out of, or connected with any use by City of the project documentation on other projects, except such use as may be authorized in writing by the Consultant. 26. Release of Reports and Information. Any reports, information, data, or other material given to, prepared by or assembled by the Consultant as part of the work or services under these specfcations shall be the property Attachment 2 of City and shall not be made available to any individual or organization by the Consultant without the prior written approval of the City. The Consultant shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this contract without prior review of the contents thereof by the City and receipt of the City's written permission. 27. Copies of Reports and Information. If the City requests additional copies of reports, drawings, specifications, or any other material in addition to what the Consultant is required to furnish in limited quantities as part of the work or services under these specifications, the Consultant shall provide such additional copies as are requested, and City shall compensate the Consultant for the costs of duplicating of such copies at the Consultant's direct expense. 28. Attendance at Meetings. Consultant shall attend meetings with staff as indicated in the consultant's proposal. 29. Consultant Invoices. The Consultant shall deliver a monthly invoice to the City, itemized by project work phase or, in the case of on-call contracts, by project title. Invoice must include a breakdown of hours billed and miscellaneous charges and any sub-consultant invoices, similarly broken down, as supporting detail. 30. Payment. For providing services as specified in this Agreement, City will pay and Consultant shall receive therefore compensation in a total sum not to exceed $136,492. Should the Consultant's designs, drawings or specifications contain errors or deficiencies, the Consultant shall be required to correct them at no increase in cost to the City. Progress payments shall be made on a monthly basis as invoiced by the Consultant for expenses incurred with cumulative monthly payments not to exceed: $ 52,445 (85%) Prior to completion of draft plans and specifications; and $58,615 (95%) Prior to submittal of preliminary plans and specifications; and $61,700 (100%) Prior to submittal of final plans and specifications or as noted below For on-call services, the City will pay and the Consultant shall receive compensation as agreed to on a project by project basis. The Consultant shall be reimbursed for hours worked at the hourly rates attached to this agreement. Hourly rates include direct salary costs, employee benefits, overhead and fee. In addition, the Consultant shall be reimbursed for direct costs other than salary and vehicle cost that have been identified and are attached to this agreement. The Consultant's personnel shall be reimbursed for per diem expenses at a rate not to exceed that currently authorized for State employees under State Department of Personnel Administration rules. 31. Payment Terms. The City's payment terms are 30 days from the receipt of an original invoice and acceptance by the City of the materials, supplies, equipment or services provided by the Consultant.(Net 30). 32. Resolution of Disputes. Any dispute, other than audit, concerning a question of fact arising under this contract that is not disposed of by agreement shall be decided by a committee consisting of the City's Project Manager and the City Director of Public Works, who may consider written or verbal information submitted by the Consultant. Not later than thirty days after completion of all deliverables necessary to complete the plans, specifications and estimate, the Consultant may request review by the City Council of unresolved claims or disputes, other than audit, in accordance with Chapter 1.20 Appeals Procedure of the Municipal Code. Any dispute concerning a question of fact arising under an audit of this contract that is not disposed of by agreement, shall be reviewed by the City's Chief Fiscal Officer. Not later than 30 days after issuance of the final audit report, the Consultant may request a review by the City's Chief Fiscal Officer of unresolved audit issues. The request for review must be submitted in writing. Neither the pendency of a dispute, nor its consideration by the City will excuse the consultant from full and timely performance in accordance with the terms of this contract. N ?I -/3 Attachment 2 33. Agreement Parties. City: Mike McGuire Consultant: Dennis Delby City of San Luis Obispo ARDG Inc. 919 Palm Street P.O. Box 1540 San Luis Obispo, CA 93401 Pismo Beach, CA 93448 All written notices to the parties hereto shall be sent by United States mail, postage prepaid by registered or certified mail addressed as shown above. 34. Incorporation by Reference. Consultant's Tasks 1 — 6 of proposal dated March 10, 2008, are hereby incorporated in and made a part of this Agreement. 35. Amendments. Any amendment, modification or variation from the terms of this Agreement shall be in writing and shall be effective only upon approval by the City Engineer. If, at any time during the project,the consultant is directed to do work by persons other than the City Project Manager and the Consultant believes that the work is outside of the scope of the original contract, the Consultant shall inform the Project Manager immediately. If the Project Manager and Consultant both agree that the work is outside of the project scope and is necessary to the successful completion of the project, then a fee will be established for such work based on Consultant's hourly billing rates or a lump sum price agreed upon between the City and the Consultant. Any extra work performed by Consultant without prior written approval from the City Project Manager shall be at Consultant's own expense. 36. Complete Agreement. This written agreement, including all writings specifically incorporated herein by reference, shall constitute the complete agreement between the parties hereto. No oral agreement, understanding or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such oral agreement, understanding or representation be binding upon the parties hereto. For and in consideration of the payments and agreements hereinbefore mentioned to be made and performed by City, Consultant agrees with City to do everything required by this Agreement, the said specification and incorporated documents. Authority to Execute Agreement. Both City and Consultant do covenant that each individual executing this agreement on behalf of each party is a person duly authorized and empowered to execute Agreements for such party. IN WITNESS WHEREOF, the parties hereto have caused this instrument to be executed the day and year first above written. ATTEST: CITY OF SAN LUIS OBISPO: Audrey Hooper, City Clerk David Romero, Mayor APPROVED AS TO FORM: CONSULTANT: Jonathan Lowell, City Attorney By: Dennis M. Delby, Principal City Hall Structural Roof Repairs Page 6 of 6