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HomeMy WebLinkAbout07 - BA-015 - Assessment District 87 - Big Balboa IslandCITY OF NEWPORT BEACH CITY COUNCIL STAFF REPORT Agenda Item No. 7 November 25, 2003 TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL FROM: Public Works Department Patrick Arciniega, Associate Engineer 949 - 644 -3311 parciniega@city.newport-beach.ca.us SUBJECT: REQUEST FOR FUNDING FOR PROPOSED UNDERGROUND ASSESSMENT DISTRICT NO. 87 (BIG BALBOA ISLAND) RECOMMENDATIONS: Establish Assessment District No. 87, Account No. 7401- C5200742. 2. Approve a Budget Amendment in the amount of $287,212.00 from Assessment District Fund Balance, Account No. 400 -3605 to Account No. 7401- C5200742. Authorize the Mayor to execute a Professional Services Agreement with Harris & Associates in an amount not to exceed $98,000.00 for assessment engineering and district coordination services. 4. Authorize the Mayor to execute a Professional Services Agreement with Bush & Associates Inc. in an amount not to exceed $48,100.00 for aerial survey. Authorize staff to proceed with design of underground utilities plans by remitting $51,112.00 to Southern California Edison and $90,000.00 to SBC. DISCUSSION: The property owners of Big Balboa Island have submitted petitions to the City requesting a special assessment district be formed to finance and underground overhead utilities of the island. Property owners have requested the formation of an Assessment District for the purpose of financing the conversion of existing overhead utilities. The boundaries of the proposed District are shown on Exhibit "A ". One of the initial steps in the district formation process is the circulation of the Petition for Special Assessment Proceedings. Proponents of the District circulated the petitions to the property owners and have submitted the signed petitions to the City. The submitted signatures represent approximately 61 percent (61 %) of the assessable area within the proposed district. The City's guidelines require 60 percent in favor of the District as a minimum in order to proceed with the formation of a district. In anticipation that the District SUBJECT: Request For Funding For Proposed Underground Assessment District No. 87 (Big Balboa Island) November 25, 2003 Page 2 would move forward, staff called for proposals from qualified firms to provide Assessment Engineering services. The firm of Hams & Associates and staff negotiated a fee of $50,500 for services, with an optional fee of $47,500 for coordination of the district once it has been formed. Their total fee is not to exceed $98,000 for the entire scope of work. The assessment engineering services to be provided by Hams & Associates are detailed in the Professional Services Agreement and include identifying, analyzing, and determining the correct apportionment of costs in addition to preparing the Assessment Engineer's Report. Hams & Associates will also prepare the voting ballots in accordance with the requirements of Proposition 218. The ballots are weighted by "financial obligation" (the amount of the property's assessment). The District formation proceedings are pursuant to the "Municipal Improvement Act of 1913" (Division 12 of the Streets and Highways Code of the State of California). Bonds will be sold pursuant to the "Improvement Bond Act of 1915," Division 10 of said Code. In the interest of expediting the design of the underground utility plans, the City requested a proposal from Bush & Associates Inc. to provide aerial surveying services to assist the utility companies in designing the basemap for their plans. An aerial survey is being conducted for this project in order to plot the existing underground utilities (gas, water, sewer, street lighting, etc.) accurately on the basemap. Basemap accuracy is especially important when reviewing the location of the joint trench, in the Island's narrow alleys, for clearance with respect to City owned utility lines. Bush & Associates Inc. and staff have negotiated a fee of $22,800.00 for services including: survey control research, manhole, utility and valve vault field marking and location prior to aerial photography, ground control establishment, and aerial mapping at 20 scale, with an optional fee of $25,300.00 for additional information to the aerial mapping file. Their total fee is not to exceed $48,100.00 for the entire scope of their work. Southern California Edison (SCE) and SBC are responsible for the design of undergrounding their utilities. In order to initiate the design of these facilities, the City must remit $51,112.00 to SCE and $90,000.00 to SBC for their work. (See attached letters). The utility and engineering costs will be reimbursed to the City by the District if it is formed at the final Public Hearing. However, the design funds will be lost if the District is not formed. Staff estimates that the design schedule for this District will be as follows: Approval of PSA for Hams & Associates Certification of Suffciency of Signatures Payment for SCE & SBC designs SCE Design Redline Basemaps City Plan Review Finalize SCE plans SCE Submits Final Plans to City SBC Design Nov. 25, 2003 Jan. 1, 2004 Jan. 15, 2004 Feb. 15 -July 2004 July — Sept. 2004 Dec. 2004 Jan. 1, 2005 SUBJECT: Request For Funding For Proposed Underground Assessment District No. 87 (Big Balboa Island) November 25, 2003 Page 3 SBC Design (City transmits plans to SBC) Jan SBC Designs Plan Jan Final Costs Received From Utilities Oct. Engineer's Report Completion Jan (Staff schedules Resolution of Intention with City Ca for Public Hearing) 1, 2005 1, 2005 — Sept. 1, 2005 15, 2005 1, 2006 incil and sets date Public Hearing Held March 21, 2006 Construction Begins September 2006 Environmental Review: This project qualifies for a Class 2 California Environmental Quality Act (CEQA) exemption under Section 15302, item "d" of the Implementing Guidelines as follows: "Conversion of overhead electric utility distribution system facilities to underground including connection to existing overhead electric utility distribution lines where the surface is restored to the condition existing prior to the undergrounding." Public Notice: Not Applicable at this time. Funding Availability: Upon approval of the recommended Budget Amendment, sufficient funds are available in the following account: Description 7401- C5200742 Prepared by: Patrick L. Arciniega Associate Engineer Account No. Amount Assessment District No. 87 $287,212.00 Submitted by: Richard E m6dston Acting Public Works Director Attachments: Exhibit "A ", Boundary Map of Proposed District PSA — Hams & Associates PSA — Bush & Associates, Inc. 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City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City is planning to implement special assessment district procedures to underground utilities for the Proposed Utility Undergrounding Assessment District No. 87 (Balboa Island area bounded by the Grand Canal, Bay Front North, and Bay Front South). C. City desires to engage Consultant to serve as consultant assessment engineer, to prepare Engineer's Report, to prepare maps and documents, and to manage special assessment district proceedings until the completion of utility undergrounding for proposed Assessment District 87 ( "Project'). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal members] of Consultant for purposes of Project shall be Joan Cox. F. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned Parties as follows: TERM The term of this Agreement shall commence on the 15th day of November, 2003, and shall terminate on the 30th day of November, 2007, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached as Exhibit "A" and incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and the services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the services to be provided for the Project, each party hereby agrees to provide notice to the other party so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery, or mail. 4. COMPENSATION TO CONSULTANT City shall pay Consultant for the services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit "A" and incorporated herein by reference except as noted in Exhibit A. In no event shall Consultant's compensation exceed ninety-eight thousand and 00/100 Dollars ($98,000.00) without additional authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.1 Consultant shall submit monthly invoices to City describing the work performed the preceding month. Consultant's bills shall include the name of the person and /or classification of employment who performed the work, a brief description of the services performed and /or the specific task in the Scope of Services to which it relates, the date the services were performed, the number of hours spent on all work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 2 4.2 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: A. The actual costs of subconsultants for performance of any of the services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 Consultant shall not receive any compensation for Extra Work without the prior written authorization of City. As used herein, "Extra Work" means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing Rates set forth in Exhibit A. S. PROJECT MANAGER Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated Joan Cox to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. Patrick Arciniega shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his /her authorized [c] representative shall represent City in all matters pertaining to the services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: A. Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultant's work schedule. B. Provide blueprinting and other services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Consultant or under Consultants supervision. Consultant represents that it possesses the professional and technical personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. 8.2 Consultant represents and warrants to City that it has or shall obtain all licenses, permits, qualifications, insurance and approvals of whatsoever nature that are legally required of Consultant to practice its profession. Consultant further represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any and all licenses, permits, insurance and other approvals that are legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 0 9. HOLD HARMLESS To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate to any work negligently performed or services provided under this Agreement (including, without limitation, defects in workmanship or materials and /or design defects [if the design originated with Consultant]) or Consultant's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the active negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the services. r� 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed.. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. 13. PROGRESS Consultant is responsible for keeping the Project Administrator and /or his /her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE 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, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. 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. [si D. Coverage Requirements. 1. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his or her employees in accordance with the laws of the State of Califomia. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of Califomia for all of the subcontractor's employees. Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) days prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. 2. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. 3. Automobile Liability Coverage. Consultant shall maintain automobile insurance 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 One Million Dollars ($1,000,000) combined single limit for each occurrence. 4. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of One Million Dollars ($1,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: i. The City, its elected or appointed officers, officials, employees, agents and are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. IN ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, and agents as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self- insured retention City may have, shall be considered excess insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, and agents. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, or agents. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) days written notice has been received by City. F. Timms Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. 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. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint- venture. 16. SUBCONTRACTING The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience and competence of Consultant. Assignments of any or all rights, duties or obligations of the Consultant under this Agreement will be permitted only with the express written consent of City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the written authorization of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon written request. Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed documents for other projects and any use of incomplete documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent for such changes. All improvement and/ or construction plans shall be prepared with indelible waterproof ink or electrostaticly plotted on standard 24 -inch by 36 -inch Mylar with a minimum thickness of 3 mils. Consultant shall provide to City 'As- Built' drawings, and a copy of digital ACAD and tiff image files of all final sheets within 90 days after finalization of the Project. For more detailed requirements, a copy of the City of Newport Beach Standard Design Requirements is available from the City's Public Works Department. 18. COMPUTER DELIVERABLES CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in 0 writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by City in ".dwg" file format on a CD, and should comply with the City's digital submission requirements for Improvement Plans. The City will provide AutoCAD file of City Title Sheets. All written documents shall be transmitted to City in the City's latest adopted version of Microsoft Word and Excel. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes the release of information, except that Consultant may release information when necessary during the course of and scope of its work when required to do so by law, ie.e, subpoena. 20. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents his judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to City. 21. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. 22. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant to this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 10 23. WITHHOLDINGS City may withhold payment of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 24. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or restoration expense shall be bome by Consultant. Nothing in this paragraph is intended to limit City's rights under any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 26. CONFLICTS OF INTEREST The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. 27. NOTICES All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as 11 hereinafter provided. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Patrick Arciniega Public Works City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 -8915 Phone: 949 -644 -3347 Fax: 949 - 644 -3318 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attention: Joan Cox Harris & Associates 34 Executive Park, Suite 150 Irvine, CA 92614 -4705 Phone: 949 - 655 -3900 Fax: 949 - 655 -3995 28. TERMINATION In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. Notwithstanding the above provision, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. COMPLIANCE WITH ALL LAWS Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all governmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Consultant shall conform to applicable City, 12 county, state and federal laws, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30. WAIVER A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 31. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 32. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govern. 33. AMENDMENTS This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 34. SEVERABILITY If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 35. CONTROLLING LAW AND VENUE The laws of the State of California shall govem this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 36. EQUAL OPPORTUNITY EMPLOYMENT Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. 13 IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: Robin Clauson, Assistant City Attorney for the City of Newport Beach ATTEST: LaVonne Harkless CITY Clerk CITY OF NEWPORT BEACH A. Municipal Corporation By: Mayor for the City of Newport Beach HARRIS & ASSOCIATES c� Attachments: Exhibit A — Scope of Services f : \users\pbw\shared\agreements \fy 03-04 \hams &assoo-ad87.doc 14 �zf \: � � \ \ � � 2 - � :��.3 .. _ � � \ \ � � 2 - � :��.3 I 7 Scope of Services The following is our scope of services for the formation of Assessment District No. 87, which encompasses approximately 1,200 parcels of land with mixed uses (residential and commercial) on Balboa Island. This scope assumes the assessment district will be formed under the authority of the Municipal Improve- ment Act of 1913. Therefore, all elements required by the 1913 Act and Article YCUID of the California _] Constitution (Proposition 218), as well as the provisions of the Debt Limitation Act of 1931, will be pro- vided to the City, including an Engineer's Report that utilizes an appropriate assessment methodology for _.� apportioning the costs to all properties receiving "special benefits" from the undergrounding of overhead utilities. The Engineer's Reports will be prepared and signed by a registered Professional Civil Engineer. The Scope of Services is broken into 3 distinct phases. Phase 2 will not commence until the City has re- ceived sufficient petitions (60 percent) from the property owners, and Phase 3 will not commence unless the City Council acts to establish the Assessment District We have also provided an optional Phase 4, which provides property owner coordination during construction. 3 Phase 1 — Petition Confirmation 1. In conjunction with the City staff, determine proposed assessment district boundary. 2. Obtain and utilize the Orange County Assessor's property owner information to create a property owner database that will be used for petition confirmation, required mailings and assessment spread. Additional services, such as MetroScan, will be used as deemed appropriate to ascertain the most current owner names and addresses axe utilized. 3. Prepare a spread sheet showing Assessment Number, Assessor's Parcel Number, area of each lot in acres, area signing petition, front footage, owner, address of property, mailing address, tract and lot number, and any other pertinent and /or required information. An electronic copy of this data will be Provided to the City. 4. Based on petitions received, determine whether sufficient valid petitions exist to proceed with the assessment district formation, or whether additional petition gathering efforts are needed. 5. Upon determination that sufficient valid petitions exist to proceed with the formation of the assessment district, execute Certificate of Sufficiency of Petition. Phase 2 - Engineer's Report and Formation Proceedings 6. Assist Bond Counsel and City Staff in establishing a project schedule. 7. Attend utility coordination meetings on an as- needed basis. Coordinate between City and property owners as required. (Assumes 3 meetings.) 8. Prepare the Boundary Map and the Assessment Diagram for the Assessment District from an electronic base map supplied by the City. J 9. Prepare the Preliminary Engineer's Report in accordance with the 1913 Act, the 1931 Act and Proposi- tion 218, to include the following: +A^a UtilityUndergrounding aAssessment DistridNO .87 (BaLboalsland) I 0 ' 1931 Act information and tables 7 Plans and specifications (by reference) _) - Description of works of improvements - Preliminary estimate of costs with and without ITCC (Income Tax Component of Contribution) - Assessment Diagram 7 - Method of assessment apportionment - Assessment roll with preliminary assessments - Right -of -Way Certificate (executed by Superintendent of Streets) - Certificate of Completion (executed by Director of Public Works) 10. File Preliminary Engineer's Reportwith Superintendent of Streets. 1 11. Attend the City Council meeting at which Resolution of Intention and Preliminary Engineer's Report are considered and Public Hearing is set and answer questions as necessary (includes 1 meeting). 12. Prepare Boundary Map for recordation at the Orange County Recorder's Office and record. 13. Prepare the Notices of Public Hearing and Assessment Ballots, including the property owner's name and mailing address, Assessor's parcel number and preliminary assessment amount, for mailing to all assessed property owners of record within the proposed district Work will be performed in accordance with the 1913 Act and Proposition 218. Due to the size of this district, bar -codes will be included on each of the assessment ballots for tabulation purposes. This scope assumes Special Council and the City will review _I and approve the contents of the Notice and that the City will provide the envelopes and postage for mailing. Prepare a written declaration that this task has been completed. 7 14. Prepare Confirmed Engineer's Report in which the confirmed assessment spread is based on final approved estimate of fees to be financed, including incidental and financing costs. 15. File Confirmed Engineer's Report with the Superintendent of Streets. 16. Attend property owner information meetings to discuss preliminary assessments (up to 4 meetings). 17. Attend the City Council meeting at which the Public Hearing is conducted to provide technical support and answer questions (includes 1 meeting). 18. Using bar -code scanning equipment and a laptop computer, tabulate the assessment ballots, weighted by the proposed assessment amount, after the close of the public hearing and present the results to the City CouncL The results of the tabulation may be continued to the next City Council meeting. 19. Make revisions to the Engineer's Report as ordered by the City CouncL Phase 3 - Assessment Confirmation and Bond Sale 3 20. Prepare the Notice of Assessment, including the confirmed assessment amount as well as cash payoff amount, for mailing to all assessed property owners of record within the confirmed district The Notice -1 of Assessment will clearly indicate payment options available, 1'° bond issue amount, 2" a bond issue J amount, and ITCC portion. This scope assumes Special Council reviews the contents of the Notice and that the City will provide the envelopes and postage for them ;lam. Prepare a written declaration that J this task has been completed. Utility Undergrounding !' ��111\ Assessment District No. 87 (Balboa Island) ii 21. Prepare the Notice of Assessment, List of Assessed Property Owner Names and Assessment Diagram for recordation and record. 1 22 Assist the City and project team with review of the Preliminary Official Statement and the Official Statement, and provide basic assessment engineering, as necessary, to bring the project to the point of initial bond sale. - -, 23. Participate in meetings with City staff, project administration and coordination with City staff; property owners, bond counsel, financial advisor, bond underwriter, appraiser, and other project consultants. (Assume 3 meetings) This task also includes answering questions and providing information to property owners, project proponents, community associates representatives, etc. J Phase 4 - Property Owner Coordination after Formation (Optionat) 24. Answer property owner questions relating to the underground district, service connections, building permits and all other miscellaneous questions related to the undergrounding. 25. Mailing Nc, 1: Mail letters to property owners telling them that the Edison contractor is starting work 26. Mailing No, 2: Mail letters to property owners telling them that it is time to connect to the new under- ground system once Edison has completed installation of the underground conduits and vaults. The mailing of this letter will be dependent on the construction schedule for SCE's contractor. Once SCE's contractor has completed the installation of the underground facilities this second letter can be mailed. 27. Research all returned letters to determine correct address and remail. MetroScan assessor's information, City's Master ID System, returned envelopes to crosscheck owner's addresses or other equivalent data- base to verify owner's address. 28. Keep accurate records to avoid multiple letters to homeowners. Check the Gigs software Permits Plus to verify homes that have pulled electrical underground permits. If residence has not pulled permit, coordinate with the Building Department Inspector to verify status of resident service (ext under- ground, not responsive, etc.). Field check residences as necessary to determine if the property is existing underground when no City information is available. 29. Mailing No. 3: Mail follow -up letter about 4 months after Letter #2 was mailed to owners that have not pulled Electrical Permits. 30. Research all returned letters to determine correct address and remail. J 31. Mailing No. 4: Mail follow -up letter about 6 months after Letter #3 was mailed to owners that have not pulled Electrical Permits. This letter will have a final conversion date with a statement of legal ramifica- -j lions. Residents should be given 4 weeks to have their utility service in compliance, Failure to comply will result in the matter being turned over to the City Attorney's office. 32. Work with City to get any stragglers to underground their services. This may require additional letters, most likely reviewed and approved by the City Attorney's office. 33. During the homeowner utility conversion phase, conduct monthly meetings to update City and commu- nity on progress of district conversions. J J Utility Undergrounding Assessment District No. 87 (Balboalsland) no Cena 76 Exclusions The following items of work are excluded from the Scope of Services: a. Right -of -way services. b. Post -Public Hearing Services (except as noted), including debt service (amortization) schedules and placement of assessments on tax roll c Property valuation and tax delinquency information. d. Advertising of notices in newspaper. e. Preparation of improvement plans, specifications, and bid documents. Services and Information to be Provided by Others The following information will be provided by the City or others: a. Utility construction cost estimates b. Up-to -date maps, records, plans, etc. that pertain to this project, including an electronic base map of the proposed Assessment District c Postage, letterhead and envelopes for property owner mailings. d. Posting notices on property. e. Rights -of -entry onto private property, as required. f. Other consultants (including property appraiser) whose services may be required to complete the assessment district formation. g. Preparation and execution of Notice of Exemption (environment documents, etc.) b. Preparation of Certificate of Sufficiency provided by Bond Counsel + Utility Undergrounding Assessment District No. 87 (Balboa Island November 7, 2003 Mr. Patrick Arciniega Associate Engineer City of Newport Beach 3300 Newport Avenue Newport Beach, CA 92658 Re: Fee Proposal for Assessment Engineering Services for Proposed Assessment District No. 87 (Balboa Island) Dear Patrick, Harris & Associates Program Managers Construction Managers Civil Engineers Nov 7 is _U The following are our proposed fees to provide Assessment Engineering Services for Formation of Utility Undergrounding Assessment District No. 87 (Balboa Island), which are based upon our understanding of the requirements for formation of the proposed Assessment District, the City's Request for Proposal dated August 15, 2003, our experience on similar projects and the scope of work identified in our technical proposal. Phase 1 — Petition Confirmation ..................... ............................... .........................$8,000 Phase 2 — Engineer's Report and Formation Proceedings .. ............................... $35,000 plus envelopes and postage* Phase 3 — Assessment Confirmation and Bond Sale .............. ............................... $7,500 plus envelopes and postage* Phase 4 — Property Owner Coordination after Formation (Optional) .............. $47,500 Indirect expenses (such as mileage, duplicating and postage) are included in the fees shown above except as noted. * Official city #10 window envelopes and the cost for postage for the ballot package are to be provided to Harris one -week prior to the mailing date. Harris & Associates will provide a cost/value analysis for out - sourcing the noticing to a mail -house for production, folding, stuffing and mailing. Invoices will be submitted monthly for services provided in the previous month and shall be paid within 30 days of receipt in accordance with a mutually agreeable contract. Extended services will be provided for a mutually agreeable fee and in accordance with Harris' current schedule of hourly rates. Any mail -house services for notice/ballot production (for bar - coding, folding, and stuffing the notices and ballots into envelopes for mailing) will be invoiced at cost plus 15 %. A table showing the estimated hours of work allocated for all project tasks is included on the following page. Also provided is our current Schedule of Hourly Rates. Mr. Patrick Arciniega City of Newport Beach November 7, 2003 Page 2 TASK Project Dep. Proj. Sr. Proj. Sr. Drafting Clerical TOTALS Manager Manager Analyst Technician HOURS Hours Hours Hours Hours Hours Determine District Bounda 2 4 q --' - -' -- 77' -- 8 Research County Information 3 6 16 16 Prepare Spreadsheet 2 4 8 72 60 12 Petition Anal sis 40 4 36 72 Prepare Preliminary Engineer's Report 40 Certificate of Sufficlency 1 2 4 14 2 5 Phase 2 - Engineer's Report and Formation Proceedings Establish Schedule 2 6 5 --' - -' -- 77' -- 2 Utility Coordination Meetings (3 mt s) 3 6 9 Prepare Boundary Map and Assessment Diagram 2 2 8 48 72 60 Prepare draft Preliminary Engineer's Report 12 16 40 4 72 Prepare Preliminary Engineer's Report 2 2 g 4 14 Property Owner Meetings (4 mtgs) 12 3 40 7 12 Council Mtgs - ROI and Public Hearing (2 mtgs) 6 6 File Prel. Engineer's Rpt with Super. of Streets 3 2 __4_6__ 72 2 Prepare Boundary Map for Recordation and Record g 0 4 2 6 Prepare Notices of Formation and Ballots 4 4 20 60 88 Prepare Amended /Confirmed Engineer's Report 2 8 4 14 File Coif. Engineer's Rpt with Super. of Streets 2 2 Project Team Meetings and Coordination (3 mtgs) 6 3 9 Tabulate Assessment Ballots —Management 4 6 10 Pro ict 16 16 74 53 186 48 138 499 Phase 4 - Pro Dertv owner Coordination nkar Pnrmatinn /rintinrnn _ Answer Property Owner Questions regarding un ergroun d ing 6 6 5 --' - -' -- 77' -- Mailing No. Mailing o.2 0 40 72 Research returned-letters 2 16 18 Maintain records of mailings 2 q0 42 Mailing No. 3 2 3 40 7 Research resume le ters 2 Mailing o. 3 __4_6__ 72 oordination ma ze un ergroun ing g 0 8 Mo— nthly Status Meetings during conversion (est. 8 mon 32 3 Proect Mana ement 16 16 cc Du L// IOU DIV The hours shown above for Phase 2 — "Prepare Notices of Formation and Ballots" and Phase 3 — "Prepare Notices of Confirmed Assessment" will be reduced significantly if a mail -house is used to for notice production. Q:Troposals\Newport Beachtad87Vee leuer1doc � Harris &Associates Mr. Patrick Arciniega City of Newport Beach November 7, 2003 Page 3 SCHEDULE OF HOURLY RATES * Project Director ........ ..........................$230 / hour Project Manager ...... ...........................$180 / hour Deputy Project Manager ....................$150 ( hour Senior Project Analyst .........................$90 ( hour Project Analyst ......... ............................$70 ( hour Sr. Drafting Technician ........................$95 / hour Clerical Staff ............ ............................$60 / hour * These hourly rates may be updated on an annual (calendar year) basis not to exceed five percent (5 %) per year. Hourly rates include most direct costs such as vehicle usage and mileage, equipment usage (including computers), and printing and copying except as noted above. Mail -house services will be billed at cost plus 15 %. Our team is excited about the opportunity to continue working with the City of Newport Beach on this challenging project. We would welcome the opportunity to meet with you to discuss any aspect of our technical or fee proposal. If you have any questions regarding this proposal, please call me at 949.655.3900 ext. 337. Sincerely, Harris & Associates Joan E. Cox, PE Associate / Project Manager QdProposals\Newport Beach\adgWee lettaldoc J � I Harris &Associates PROFESSIONAL SERVICES AGREEMENT FOR BALBOA ISLAND UTILITY MAPPING WITH BUSH & ASSOCIATES INC. THIS AGREEMENT is made and entered into as of this day of November, 2003, by and between the CITY OF NEWPORT BEACH, a municipal corporation ( "City"), and, a Bush & Associates, Inc. whose address is 18017 Sky Park Circle, Suite Q, Irvine, CA 92614 -6520 ( "Consultant'), and is made with reference to the following: RECITALS A. City is a municipal corporation duly organized and validly existing under the laws of the State of California with the power to carry on its business as it is now being conducted under the statutes of the State of California and the Charter of City. B. City, in cooperation with Southern California Edison, SBC and Adelphia, is planning to underground utilities on Balboa Island. C. City desires to engage Consultant to provide surveying services to base mapping services of Balboa Island ('Project "). D. Consultant possesses the skill, experience, ability, background, certification and knowledge to provide the services described in this Agreement. E. The principal member of Consultant for purposes of Project, shall be David Bush. F. City has solicited and received a proposal from Consultant, has reviewed the previous experience and evaluated the expertise of Consultant, and desires to retain Consultant to render professional services under the terms and conditions set forth in this Agreement. NOW, THEREFORE, it is mutually agreed by and between the undersigned Parties as follows: 1. TERM The term of this Agreement shall commence on the 25th day of November, 2003, and shall terminate on the 31 st day of December, 2004, unless terminated earlier as set forth herein. 2. SERVICES TO BE PERFORMED Consultant shall diligently perform all the services described in the Scope of Services attached as Exhibit "A" and incorporated herein by reference. The City may elect to delete certain tasks of the Scope of Services at its sole discretion. 3. TIME OF PERFORMANCE Time is of the essence in the performance of services under this Agreement and the services shall be performed to completion in a diligent and timely manner. The failure by Consultant to perform the services in a diligent and timely manner may result in termination of this Agreement by City. Notwithstanding the foregoing, Consultant shall not be responsible for delays due to causes beyond Consultant's reasonable control. However, in the case of any such delay in the services to be provided for the Project, each party hereby agrees to provide notice to the other party so that all delays can be addressed. 3.1 Consultant shall submit all requests for extensions of time for performance in writing to the Project Administrator not later than ten (10) calendar days after the start of the condition that purportedly causes a delay. The Project Administrator shall review all such requests and may grant reasonable time extensions for unforeseeable delays that are beyond Consultant's control. 3.2 For all time periods not specifically set forth herein, Consultant shall respond in the most expedient and appropriate manner under the circumstances, by either telephone, fax, hand - delivery or mail. 4. COMPENSATION TO CONSULTANT City shall pay Consultant for the services on a time and expense not -to- exceed basis in accordance with the provisions of this Section and the Schedule of Billing Rates attached hereto as Exhibit "B° and incorporated herein by reference. In no event shall Consultants compensation exceed Forty -Eight Thousand One Hundred Dollars ($48,100) without additional authorization from City. No billing rate changes shall be made during the term of this Agreement without the prior written approval of City. 4.1 Consultant shall submit monthly invoices to City describing the work performed the preceding month. Consultant's bills shall include the name of the person and /or classification of employment who performed the work, a brief description of the services performed and /or the specific task in the Scope of Services to which it relates, the date the services were performed, the number of hours spent on all work billed on an hourly basis, and a description of any reimbursable expenditures. City shall pay Consultant no later than thirty (30) days after approval of the monthly invoice by City staff. 4.2 City shall reimburse Consultant only for those costs or expenses specifically approved in this Agreement, or specifically approved in advance by City. Unless otherwise approved, such costs shall be limited and include nothing more than the following costs incurred by Consultant: 2 A. The actual costs of subconsultants for performance of any of the services that Consultant agrees to render pursuant to this Agreement, which have been approved in advance by City and awarded in accordance with this Agreement. B. Approved reproduction charges. C. Actual costs and /or other costs and /or payments specifically authorized in advance in writing and incurred by Consultant in the performance of this Agreement. 4.3 Consultant shall not receive any compensation for Extra Work without the prior written authorization of City. As used herein, "Extra Work" means any work that is determined by City to be necessary for the proper completion of the Project, but which is not included within the Scope of Services and which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Compensation for any authorized Extra Work shall be paid in accordance with the Schedule of Billing mates set forth in Exhibit B. 5. PROJECT MANAGER Consultant shall designate a Project Manager, who shall coordinate all phases of the Project. This Project Manager shall be available to City at all reasonable times during the Agreement term. Consultant has designated David Bush to be its Project Manager. Consultant shall not remove or reassign the Project Manager or any personnel listed in Exhibit A or assign any new or replacement personnel to the Project without the prior written consent of City. City's approval shall not be unreasonably withheld with respect to the removal or assignment of non -key personnel. Consultant, at the sole discretion of City, shall remove from the Project any of its personnel assigned to the performance of services upon written request of City. Consultant warrants that it will continuously furnish the necessary personnel to complete the Project on a timely basis as contemplated by this Agreement. 6. ADMINISTRATION This Agreement will be administered by the Public Works Department. Michael Sinacori shall be the Project Administrator and shall have the authority to act for City under this Agreement. The Project Administrator or his /her authorized representative shall represent City in all matters pertaining to the "services to be rendered pursuant to this Agreement. 7. CITY'S RESPONSIBILITIES In order to assist Consultant in the execution of its responsibilities under this Agreement, City agrees to, where applicable: 3 A. Provide access to, and upon request of Consultant, one copy of all existing relevant information on file at City. City will provide all such materials in a timely manner so as not to cause delays in Consultants work schedule. B. Provide blueprinting and other services through City's reproduction company for bid documents. Consultant will be required to coordinate the required bid documents with City's reproduction company. All other reproduction will be the responsibility of Consultant and as defined above. C. Provide usable life of facilities criteria and information with regards to new facilities or facilities to be rehabilitated. 8. STANDARD OF CARE 8.1 All of the services shall be performed by Consultant or under Consultant's supervision. Consultant represents that it possesses the professional and technical personnel required to perform the services required by this Agreement, and that it will perform all services in a manner commensurate with community professional standards. All services shall be performed by qualified and experienced personnel who are not employed by City, nor have any contractual relationship with City. 8.2 Consultant represents and warrants to City that it has or shall obtain all licenses, permits, qualifications, insurance and approvals of whatsoever nature that are legally required of Consultant to practice its profession. Consultant further represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any and all licenses, permits, insurance and other approvals that are legally required of Consultant to practice its profession. Consultant shall maintain a City of Newport Beach business license during the term of this Agreement. 8.3 Consultant shall not be responsible for delay, nor shall Consultant be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of City to furnish timely information or to approve or disapprove Consultant's work promptly, or delay or faulty performance by City, contractors, or governmental agencies. 9. HOLD HARMLESS To the fullest extent permitted by law, Consultant shall indemnify, defend and hold harmless City, its City Council, boards and commissions, officers, agents and employees (collectively, the "Indemnified Parties ") from and against any and all claims (including, without limitation, claims for bodily injury, death or damage to property), demands, obligations, damages, actions, causes of action, suits, losses, judgments, fines, penalties, liabilities, costs and expenses (including, without limitation, attorney's fees, disbursements and court costs) of every kind !I and nature whatsoever (individually, a Claim; collectively, "Claims "), which may arise from or in any manner relate (directly or indirectly) to any work negligently performed or services provided under this Agreement (including, without limitation, defects in workmanship or materials and /or design defects [if the design originated with Consultant]) or. Consultant's presence or activities conducted on the Project (including the negligent and /or willful acts, errors and /or omissions of Consultant, its principals, officers, agents, employees, vendors, suppliers, consultants, subcontractors, anyone employed directly or indirectly by any of them or for whose acts they may be liable or any or all of them). Notwithstanding the foregoing, nothing herein shall be construed to require Consultant to indemnify the Indemnified Parties from any Claim arising from the active negligence or willful misconduct of the Indemnified Parties. Nothing in this indemnity shall be construed as authorizing any award of attorney's fees in any action on or to enforce the terms of this Agreement. This indemnity shall apply to all claims and liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by the Consultant. 10. INDEPENDENT CONTRACTOR It is understood that City retains Consultant on an independent contractor basis and Consultant is not an agent or employee of City. The manner and means of conducting the work are under the control of Consultant, except to the extent they are limited by statute, rule or regulation and the expressed terms of this Agreement. Nothing in this Agreement shall be deemed to constitute approval for Consultant or any of Consultant's employees or agents, to be the agents or employees of City. Consultant shall have the responsibility for and control over the means of performing the work, provided that Consultant is in compliance with the terms of this Agreement. Anything in this Agreement that may appear to give City the right to direct Consultant as to the details of the performance or to exercise a measure of control over Consultant shall mean only that Consultant shall follow the desires of City with respect to the results of the services. 11. COOPERATION Consultant agrees to work closely and cooperate fully with City's designated Project Administrator and any other agencies that may have jurisdiction or interest in the work to be performed. City agrees to cooperate with the Consultant on the Project. 12. CITY POLICY Consultant shall discuss and review all matters relating to policy and project direction with City's Project Administrator in advance of all critical decision points in order to ensure the Project proceeds in a manner consistent with City goals and policies. s 13. PROGRESS Consultant is responsible for keeping the Project Administrator and /or his/her duly authorized designee informed on a regular basis regarding the status and progress of the work, activities performed and planned, and any meetings that have been scheduled or are desired. 14. INSURANCE 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, a policy or policies of liability insurance of the type and amounts described below and in a form satisfactory to City. A. Certificates of Insurance. Consultant shall provide certificates of insurance with original endorsements to City as evidence of the insurance coverage required herein. Insurance certificates must be approved by City's Risk Manager prior to commencement of performance or issuance of any permit. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. B. Signature. A person authorized by the insurer to bind coverage on its behalf shall sign certification of all required policies. C. 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. D. Coverage Regulrements. Workers' Compensation Coverage. Consultant shall maintain Workers' Compensation Insurance and Employer's Liability Insurance for his or her employees in accordance with the laws of the State of California. In addition, Consultant shall require each subcontractor to similarly maintain Workers' Compensation Insurance and Employer's Liability Insurance in accordance with the laws of the State of California for all of the subcontractor's employees. Any notice of cancellation or non - renewal of all Workers' Compensation policies must be received by City at least thirty (30) days prior to such change. The insurer shall agree to waive all rights of subrogation against City, its officers, agents, employees and volunteers for losses arising from work performed by Consultant for City. Ll 2. General Liability Coverage. Consultant shall maintain commercial general liability insurance in an amount not less than Two Million Dollars ($2,000,000) per occurrence for bodily injury, personal injury, and property damage, including without limitation, contractual liability. If commercial general liability insurance or otherform with a general aggregate limit is used, eitherthe general aggregate limit shall apply separately to the work to be performed under this Agreement, or the general aggregate limit shall be at least twice the required occurrence limit. 3. Automobile Liability Coverage. Consultant shall maintain automobile insurance 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 One Million Dollars ($1,000,000) combined single limit for each occurrence. 4. Professional Errors and Omissions Insurance. Consultant shall maintain professional errors and omissions insurance, which covers the services to be performed in connection with this Agreement in the minimum amount of One Million Dollars ($1,000,000). E. Endorsements. Each general liability and automobile liability insurance policy shall be endorsed with the following specific language: The City, its elected or appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant. ii. This policy shall be considered primary insurance as respects to City, its elected or appointed officers, officials, employees, agents and volunteers as respects to all claims, losses, or liability arising directly or indirectly from the Consultant's operations or services provided to City. Any insurance maintained by City, including any self- insured retention City may have, shall be considered excess insurance only and not contributory with the insurance provided hereunder. iii. This insurance shall act for each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. iv. The insurer waives all rights of subrogation against City, its elected or appointed officers, officials, employees, agents and volunteers. V. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to City, its elected or appointed officers, officials, employees, agents or volunteers. vi. The insurance provided by this policy shall not be suspended, voided, canceled, or reduced in coverage or in limits, by either party except after thirty (30) days written notice has been received by City. F. Timely Notice of Claims. Consultant shall give City prompt and timely notice of claim made or suit instituted arising out of or resulting from Consultant's performance under this Agreement. G. 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. 15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS Except as specifically authorized under this Agreement, the services to be provided under this Agreement shall not be assigned, transferred contracted or subcontracted out without the prior written approval of City. Any of the following shall be construed as an assignment: The sale, assignment, transfer or other disposition of any of the issued and outstanding capital stock of Consultant, or of the interest of any general partner or joint venturer or syndicate member or cotenant if Consultant is a partnership or joint- venture or syndicate or cotenancy, which shall result in changing the control of Consultant. Control means fifty percent (50 %) or more of the voting power, or twenty -five percent (25 %) or more of the assets of the corporation, partnership or joint- venture. 16. SUBCONTRACTING City and Consultant agree that subconsultants may be used to complete the work outlined in the Scope of Services. The subconsultants authorized by City to perform work on this Project are identified in Exhibit "A." Consultant shall be fully responsible to City for all acts and omissions of the subcontractor. Nothing in this Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of City to pay or to see to the payment of any monies due to any such subcontractor other than as othenwise required by law. Except as specifically authorized herein, the services to be provided under this Agreement shall not be otherwise assigned, transferred, contracted or subcontracted out without the prior written approval of City. 17. OWNERSHIP OF DOCUMENTS Each and every report, draft, map, record, plan, document and other writing produced (hereinafter "Documents "), prepared or caused to be prepared by Consultant, its officers, employees, agents and subcontractors, in the course of M implementing this Agreement, shall become the exclusive property of City, and City shall have the sole right to use such materials in its discretion without further compensation to Consultant or any other party. Consultant shall, at Consultant's expense, provide such Documents to City upon written request. Documents, including drawings and specifications, prepared by Consultant pursuant to this Agreement are not intended or represented to be suitable for reuse by City or others on any other project. Any use of completed documents for other projects and any use of incomplete documents without specific written authorization from Consultant will be at City's sole risk and without liability to Consultant. Further, any and all liability arising out of changes made to Consultant's deliverables under this Agreement by City or persons other than Consultant is waived against Consultant and City assumes full responsibility for such changes unless City has given Consultant prior notice and has received from Consultant written consent forsuch changes. 18. COMPUTER DELIVERABLES CADD data delivered to City shall include the professional stamp of the engineer or architect in charge of or responsible for the work. City agrees that Consultant shall not be liable for claims, liabilities or losses arising out of, or connected with (a) the modification or misuse by City, or anyone authorized by City, of CADD data; (b) the decline of accuracy or readability of CADD data due to inappropriate storage conditions or duration; or (c) any use by City, or anyone authorized by City, of CADD data for additions to this Project, for the completion of this Project by others, or for any other Project, excepting only such use as is authorized, in writing, by Consultant. By acceptance of CADD data, City agrees to indemnify Consultant for damages and liability resulting from the modification or misuse of such CADD data. All original drawings shall be submitted to City in the version of AutoCAD used by City in ".dwg" file format on a CD, and should comply with the City's digital submission requirements for Improvement Plans. The City will provide AutoCAD file of City Title Sheets. All written documents shall be transmitted to City in the City's latest adopted version of Microsoft Word and Excel. 19. CONFIDENTIALITY All Documents, including drafts, preliminary drawings or plans, notes and communications that result from the services in this Agreement, shall be kept confidential unless City authorizes the release of information. 20. OPINION OF COST Any opinion of the construction cost prepared by Consultant represents his judgment as a design professional and is supplied for the general guidance of City. Since Consultant has no control over the cost of labor and material, or over competitive bidding or market conditions, Consultant does not guarantee the accuracy of such opinions as compared to contractor bids or actual cost to City. R 21. INTELLECTUAL PROPERTY INDEMNITY The Consultant shall defend and indemnify City, its agents, officers, representatives and employees against liability, including costs, for infringement of any United States' letters patent, trademark, or copyright infringement, including costs, contained in Consultant's drawings and specifications provided under this Agreement. 22. RECORDS Consultant shall keep records and invoices in connection with the work to be performed under this Agreement. Consultant shall maintain complete and accurate records with respect to the costs incurred under this Agreement and any services, expenditures and disbursements charged to City, for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant to this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City to examine, audit and make transcripts or copies of such records during regular business hours. Consultant shall allow inspection of all work, data, documents, proceedings and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 23. WITHHOLDINGS City may withhold payment of any disputed sums until satisfaction of the dispute with respect to such payment. Such withholding shall not be deemed to constitute a failure to pay according to the terms of this Agreement. Consultant shall not discontinue work as a result of such withholding. Consultant shall have an immediate right to appeal to the City Manager or his designee with respect to such disputed sums. Consultant shall be entitled to receive interest on any withheld sums at the rate of return that City earned on its investments during the time period, from the date of withholding of any amounts found to have been improperly withheld. 24. ERRORS AND OMISSIONS In the event of errors or omissions that are due to the negligence or professional inexperience of Consultant which result in expense to City greater than what would have resulted if there were not errors or omissions in the work accomplished by Consultant, the additional design, construction and /or restoration expense shall be bome by Consultant. Nothing in this paragraph is intended to limit City's rights under any other sections of this Agreement. 25. CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS City reserves the right to employ other Consultants in connection with the Project. 26. 27 28. CONFLICTS OF INTEREST The Consultant or its employees may be subject to the provisions of the California Political Reform Act of 1974 (the "Act "), which (1) requires such persons to disclose any financial interest that may foreseeably be materially affected by the work performed under this Agreement, and (2) prohibits such persons from making, or participating in making, decisions that will foreseeably financially affect such interest. If subject to the Act, Consultant shall conform to all requirements of the Act. Failure to do so constitutes a material breach and is grounds for termination of this Agreement by City. Consultant shall indemnify and hold harmless City for any and all claims for damages resulting from Consultant's violation of this Section. NOTICES All notices, demands, requests or approvals to be given under the terms of this Agreement shall be given in writing, and conclusively shall be deemed served when delivered personally, or on the third business day after the deposit thereof in the United States mail, postage prepaid, first -class mail, addressed as hereinafter provided. All notices, demands, requests or approvals from Consultant to City shall be addressed to City at: Michael J. Sinacorl Public Works Department City of Newport Beach 3300 Newport Boulevard Newport Beach, CA, 92658 -8915 Phone: 949 -644 -3342 Fax: 949 - 644 -3308 All notices, demands, requests or approvals from City to Consultant shall be addressed to Consultant at: Attention: David Bush Bush & Associates Inc. 18017 Sky Park Circle, Suite Q Irvine, California 92614 -6520 Phone: 949 - 752 -1888 Fax: 949 - 752 -1895 TERMINATION In the event that either party fails or refuses to perform any of the provisions of this Agreement at the time and in the manner required, that party shall be deemed in default in the performance of this Agreement. If such default is not cured within a period of two (2) calendar days, or if more than two (2) calendar days are reasonably required to cure the default and the defaulting party fails to 44 give adequate assurance of due performance within two (2) calendar days after receipt of written notice of default, specifying the nature of such default and the steps necessary to cure such default, the non - defaulting party may terminate the Agreement forthwith by giving to the defaulting party written notice thereof. Notwithstanding the above provision, City shall have the right, at its sole discretion and without cause, of terminating this Agreement at any time by giving seven (7) calendar days' prior written notice to Consultant. In the event of termination under this Section, City shall pay Consultant for services satisfactorily performed and costs incurred up to the effective date of termination for which Consultant has not been previously paid. On the effective date of termination, Consultant shall deliver to City all reports and other information developed or accumulated in the performance of this Agreement, whether in draft or final form. 29. COMPLIANCE WITH ALL LAWS Consultant shall at its own cost and expense comply with all statutes, ordinances, regulations and requirements of all govemmental entities, including federal, state, county or municipal, whether now in force or hereinafter enacted. In addition, all work prepared by Consultant shall conform to applicable City, county, state and federal laws, regulations and permit requirements and be subject to approval of the Project Administrator and City. 30. WAIVER A waiver by either party of any breach, of any term, covenant or condition contained herein shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant or condition contained herein, whether of the same or a different character. 31. INTEGRATED CONTRACT This Agreement represents the full and complete understanding of every kind or nature whatsoever between the Parties hereto, and all preliminary negotiations and agreements of whatsoever kind or nature are merged herein. No verbal agreement or implied covenant shall be held to vary the provisions herein. 32. CONFLICTS OR INCONSISTENCIES In the event there are any conflicts or inconsistencies between this Agreement and the Scope of Services or any other attachments attached hereto, the terms of this Agreement shall govem. 33. AMENDMENTS This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 12 34. SEVERABILITY If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect. 35. CONTROLLING LAW AND VENUE The laws of the State of California shall govern this Agreement and all matters relating to it and any action brought relating to this Agreement shall be adjudicated in a court of competent jurisdiction in the County of Orange. 36. EQUAL OPPORTUNITY EMPLOYMENT Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed on the day and year first written above. APPROVED AS TO FORM: Robin Clauson, Assistant City Attorney for the City of Newport Beach ATTEST: By: LaVonne Harkless CITY Clerk CITY OF NEWPORT BEACH A Municipal Corporation By: Mayor for the City of Newport Beach CONSULTANT 0 David Bush, President Attachments: Exhibit A — Scope of Services Exhibit B — Schedule of Billing Rates f ; \users\pbw\shared�agreements \fy 03- 04\bush- balboa island utility mapping.doc 1'k EXHIBIT "A° Bush ,& Associates Inc. Land Surveyors August 7, 2003 PROPOSAL TO: Mike Sinacori,City of Newport Beach Public Works Department FROM: David Bush, Bush & Associates, Inc. SUBJECT: Balboa Island Utility Mapping Surveying.Services We propose to provide the following services for the 7.3 mile utility project: 1. Research at county offices for local survey control. (Licensed Surveyor 2 HRS) 2. Mark manhole, utility and valve vaults in the field prior to the aerial photography. (2 -Party Survey Crew 8 HRS) 3. Establish survey ground control for aerial mapping using NAD83 coordinates and NAVD88 county benchmark elevations. (2 -Party Survey Crew 16 HRS, Licensed Surveyor 8 HRS) 4. Aerial mapping by photogrammetric methods at 20 scale, one foot contour interval, of the 20' wide mapping strip along all alleys and 60' wide mapping strip along Park, Balboa, Marine and Agate. Final product will be an Autocad digital drawing file by subconsultant Robert Lung and Associates. (Aerial Mapping $10;140.00) 5. Field locate and add obscured surface features, not visible in the aerial photography, to the aerial mapping file. (2 -Party Survey Crew 40 HRS, Licensed Surveyor 8 HRS, Survey Technician 24 HRS) Estimated fee for the above services: $22,800.00 Add $25,300.00 to locate USA markings along project route and add information to the aerial mapping file. (2 -Party Survey Crew 120 HRS, Licensed Surveyor 24 HRS, Survey Technician 80 HRS) Cowainvlet\propo a11me30807.dm 18017 Sky Park Circle • Suite Q • Irvine, California 92614 -6520 • (949) 752 -1888 EXHIBIT "B" Bush & Rssociates Inc. Land Surveyors BUSH & ASSOCIATES INC. 2003 FEE SCHEDULE 2 -Party Survey Crew W/Equipment $148.00/HR 3 -Party Survey Crew W/Equipment $188.00/HR Licensed Land Surveyor $ 86.00/HR Survey Technician $ 68.00/HR Draftsperson $ 62.00/HR Prints, Photocopies, Etc..... Cost + 10% 18017 Sky Park Circle • Suite 0 • Irvine, California 92614 -6520 • (949) 752 -1888 NOV -14 -03 10:51 FROM= ID= PAGE 2/2 SOUTHERN CAllFURNl4 EDISON� An PRISON IMMMA770NAL9 Company November 14, 2003 Subject: Design fee for Assessment Dist. 87 Dear Patrick, In order to start Design on Assessment Dist. 87, Edison will require an Engineering fee of $51,112.00 as discussed. Actual invoice for Engineering fee will be mailed to you week of 11/17/03. If you have any questions, please feel free to give me a call. Thank you. Sincerely, 4� 0)�- Al Ohara Technical Design Southern California Edison P. O. BOX 11992 Santa Ana, CA 92711 -1452 10/28/2003 15:03 � saw C.� October 28, 2003 7142376095 (Sty of Newport Beach Public Works Department Attention: Iris Lee, P.E. PO Box 1768 Newport Beach, Ca. 92658.8915 Dear Iris, PACBELL PROACTIVE PAGE SBC Wert 3939 E Coronado St. 2"d floor Anaheim, Ca. 92807 -1687 AN This letter is in response to the OWsrequest for a preliminary estimate for the proposed-Assessment District No. 87. The assessment district is comprised of Balboa Island. A °rough" estimate of $3,818,125.00 was calculated by looking at an overview of the job. All conduit and trench footages were approximated for this estimate as well as the number of structures, such as manholes and hwl tiles. These numbers will change when the final design has been completed. This estimate considered joint participatiea with Southern California Edison and9delpbia Communications but is dependant on their final designs, which would af%xt the cost as well. A deposit pay mentof�9o, 000. oo will be required prior to any dPPTwork The deposit is non- refundablebutwill be applied to the cost of the job. Upon receipt of the deposit, SBC -West will commence with the design of the requested work and provide the City of Newport Beach within approximately 8 montbs after receiving FAson s design the final cost of the project based oa the actual conduit design and the use of anyjaint trench by the participating utilities. The deposit is not required at this time but once the City plans to proceed.witb the asse_Q_ eat district abiBing letter will be issued for the deposit. Please contact me when the decision has been made. Please ca111ae at (714) 666 -5710 if you bave any questions or concerns. Sincerely, JeffMeaickel EnAillee City of Newport Beach BUDGET AMENDMENT 2003 -04 EFFECT ON BUDGETARY FUND BALANCE: Increase Revenue Estimates X Increase Expenditure Appropriations Transfer Budget Appropriations SOURCE: from existing budget appropriations X from future estimated revenues from unappropriated fund balance EXPLANATION: NO. BA- 015 i AMOUNT: $287,212.00 Increase in Budgetary Fund Balance AND X Decrease in Budgetary Fund Balance No effect on Budgetary Fund Balance This budget amendment is requested to provide for the following: To appropriate $301,822 for the engineering and design of proposed Assessment District 87 (Big Balboa Island). If the district is formed, funds will be provided by future property owner assessments. If the district is not formed, the engineering and design costs will become General Fund costs. ACCOUNTING ENTRY: BUDGETARY FUND BALANCE Fund Account 400 3605 REVENUE ESTIMATES (3601) Fund /Division Account EXPENDITURE APPROPRIATIONS (3603) Division Number Account Number Division Number Account Number Division Number Account Number Division Number Account Number Signed: Signed Signed Description Assessment District Fund Balance Description Description 7401 Assessment District Capital Projects C5200742 Assessment District 87 Amount Debit Credit $287,212.00 $287,212.00 Automatfc System Entry. Approval: Administra ervices Director Date ative App/al: City Manager Da City Council Approval: City Clerk Date