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HomeMy WebLinkAboutReso 83-1984 RESOLUTION NO. 83-84 CITY COUNCIL, CITY OF SOUTH SAN FRANCISCO, STATE OF CALIFORNIA A RESOLUTION AUTHORIZING EXECUTION OF A GEOTECHNICAL ENGINEERING CONSUL- TANT SERVICES AGREEMENT (TERRABAY) -- BE IT RESOLVED by the City Council of the City of South San Francisco that' 1. 'ApproVal of Agreement. The Agreement entitled "Geotechnical Engineering Consultant Services Agreement (Terrabay) between the City of South San Francisco and Dames & Moore is hereby approVed, and a copy of said Agreement is attached hereto as Exhibit Ul. II 2. Execution of Agreement. The Mayor is hereby authorized to execute said Agreement on behalf of the City, and the City Clerk attest his signatUre thereto. I hereby certify, that the foregoing Resolution was regularly introduced and adopted by the City Council of the City of South San Francisco at a regular meeting held on the 13th day of .. June , 1984, by the following vote: AYES- · NOES' Councilmembers Mark N. Addiego, Emanuele N. Damonte, Richard A. Haffey, . . Gus Nicolopulos; and Roberta Cerri Teglia None ABSENT: None ATTEST. bi~y Clerk EXHIBIT "1" TO RESOLUTION NO. 83-84 · . GEOTECHNICAL ENGINEERING CONSULTANT SERVICES AGREEMENT (TERRABAY) THIS AGREEMENT is made at South S~n Francisco, California, as of June 13 th , 1984, by and between the CITY OF sOUTH SAN FRANCICO (hereinafter.referred to as "CITY") and ' DAMES & MOORE ' ., (hereinafter referred to as "CONSULTANT"), who agree as follows- 1. Services. Subject to the terms and conditions set. forth in this Agreement, Consultant shall provide to City the services.described in Exhibit "A", attached hereto and by this reference incorporated herein as though set forth verbatim. 2. Compensation. City shall pay Consultant for services rendered pursuant to this Agreement at the time and rates in the manner set forth in Exhibit "B" .. attached hereto and by this reference incorporated herein as though set forth verbatim. The payments specified in Exhibit "B" shall be the only payments to be made to Consultant for services rendered pursuant to this Agreement. Consultant shall submit all billings, for said services to City in the manner specified in Exhibit "B." ' 3. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all facilities and equipment which may be required for furnishing its services pursuant to this Agreement. 4. Term. This Agreement shall be effective on the date first appearing above and shall continue in effect until_ .June 30, 198~ unless sooner terminated as provided in Paragraph ll herein. ~ 5. Ownership of Documents. City shall have ful¥~and complete access to . Consultant's working papers, drawings and other documents during progress of the work. All plans, drawings and other documents of any description prepared by Consultant shall become the property of the City at the completion of the project. The Consultant may retain a copy of all material produced pursuant to this Agreement for its use in its general business activiti'es. 6. Insurance. The Consultant shall take out and maintain during the life of this Agreement.the following policies of insurance- - (a) Workers' Compensation and Employers' Liability Insurance providing full statutory coverage. In signing this Agreement, the Consultant makes the following certification, required by Section 1861 of the California Labor Code: · "I am aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of the Code, and I will comply with such provisions before commencing the performance of the work of this Agreement." (b) Public Liability Insurance. In an amount not less than FIVE HUNDRED THOUSAND DOLLARS' ($500,000.00) for injuries including, but not limited to death to any one person, and subject to the same limit for each person, in an amount not less than ONE MILLION DOLLARS ($1,000,000.00) on account of.any one occurrence. ~ (c) Property Damage Insurance. In an amount not less than FIVE HUNDRED THOUSAND DOLLARS ($500,000.00) for damage to the property of each person on account of any one occurrence. (d) Contractual Liability Insurance. Consultant shall take out and maintain during the life of this Agreement an insurance policy in the amount of at least ONE MILLION DOLLARS ($1,000,000.00), insuring City, its elective~ and appointive boards, commisSions, officers, agents and employees, and Consultant ~ aga'inst damages sustained by reason of any action or ~ctions at law or in provisions thereof, or-by reason of any contractual liability, or alleged contractual liability on any contract entered into by Consultant and/or .o any of its agents or employees in order to perform the work defined here±ri. Ce) It is agreed that the' insurance required by Subsections b, c and d shall be extended to include as addi~;ional insureds the Cit~ of South San Francisco, its elective and appointive boards, officers, agents and employees, with respect to operations performed by the Consultant, as d~scribed herein. Evidence of this insurance described above shall be provided to City upon execu- tion of this agreement and shall be subject to approval by the City Attorney as to form, amount and carrier. The policy of insurance shall also contain a provi= sion indicating that such insurance shall not be reduced or cancelled except upon thirty (30) days written notice to City. In addition, the following endorse- ---- ment shall be made on said policy of insurance- "Notwithstanding any other provisions in this policy, the insurance afforded hereunder to theCity of South San Francisco shall be primary as to any other insurance or reinsurance covering or available to the City of South San Francisco, and such other insurance or reinsurance shall not be required to contribute to any liability or loss until and unless the apprQximate limit of liability afforded hereunder is exhausted." Responsibility; Indemnification. (a) Consultant shall indemnify, hold harmless and, at City's request defend City, its employees, agents, officers, Boards and Commissions, whether elected or appointed, from and against all claims, demands, damages, liabilities, costs, expenses, including reasonable attorneys fees or obligations, for or in connection with personal injury (including death) and/or property damage resulting from the negligent acts, errors or omissions of the Consultant, including Con- sultant's contractors, subcontractors, employees, agents or representatives in connection with Consultant's performance under this agreement. (b) City shall indemnify, hold harmless and~', at Consultant's request defend Consultant, its employees, agents and officers from and against all claims. demands, damanges, liabilities, costs, expenses, including reasonable attorneys fees or obligations, for or in connection with any personal injury (including .death) and/or property damage resulting from the negligent acts~ errors or omis~ sions of City~ its employees', officers or agents in connection with City'~obli' gations under this agreement~ (c) In the event of concurrent negligence of City~ its officers~ agents and/or employees and Consultant, its officers, agents, employees, contractors or subcontractors,-then the liability for any and all claims for personal injury (including death) and property damage, and the cost of defending same, including .. , attorneys fees, arising out of performance of this agreement shall be apportioned under the California theory of comparing negligence as established presently~ or .. as may hereafter be modified .. 8. Use of Subcontractors. Unless written approval from the City is received~ the Consultant shall not subcontract any services to be provided hereunder~ except for service firms engaged in reproduction~ typing and printing~ Consultant shall be solely responsible f~r reimbursing any subcontractors and the City shall have no obligation to them~ '9~ Assignment~ Consultant shall not assign any of its rights nor transfer any of its obligations under this Agreement Without the prior written consent of the City~ which consent may be withheld at the sole discretion of the City' 10 Termination of Contract for Cause If, through any cause, the Consultant shall fail to fulfill in a timely and proper manner obligations under this agree- ment, or if the Consultant shall violate any of the covenants, agreements, or stipulations of this agreement, the City shall thereupon have the right to terminate this agreement by giving written notice'too,~he Consultant of such term- ination and specifying the effective date thereof at least five (5) days before the effective date of such termination. If, through any cause, the City shall fail to fulfill in a timely and proper manner its obligations under'this agreement, or if the City shall violate any of the covenants, agreements, or stipulations of this contract, the Consultant shall thereupon have the right to terminate this contract in the same manner as above. In either event, all finished or unfinished docu' ments, data, surveys, drawings, maps and reports prepared b~the Consultant shall become the property of the City, and the Consultant shall be entitled to receive just and equitable compensation for any work completed on such documents and other materials, including costs of preparing such documents and files for delivery and delivery to the City on the basis of the Consultant's fee schedule. 11. Termination for Convenience of the City. The City m~y for its own convenience terminate this Agreement at any time by giving written notice to Consultant of such termination and specifying the effective date thereof, at least 15 days before the effective date of such termination. ~' 12. Consultant's Qualifications. By executing this'agreement, Consultant holds itself out as a qualified Geotechnical Engineer, possessing the experience · and specialized skills necessary to perform the tasks mentioned in Paragraph ! herein and agrees it will render to the best of its ability the services described in that paragraph during the full term of this agreement. 13. Consultant's Status. (a) The services shall be provided City as set forth herein by Con- sultant as an indePendent consultant as defined in Labor Code Section 3353, under the general control of the Director of Public Services of the City of South San Francisco, concerning the results of the work,, but not the means by which' such result is accomplished. Nothing herein contained shall be construed to make the Consultant an agent or employee of City while prov~iding said services, and Consultant shall be entitled to no other benefits or compensation as provided herein. (b) Nothing in this Agreement shall be construed to create the relation- ship of agent, servant, employee, partnership, joint venture or association, or any other relationship whatsoever other than that of Independent Consultant. 14. Interest of Consultant. The Consultant covenants that he presently has no interest an~ shall not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of services required to be performed under this Agreement. Th'e Consultant further covenants that, in the performance of this contract, no persons having any such interest shall be employed. 15. Notices. All notices herein required shall be in writing, and shall be - delivered in person or sent by certified mail, postage prepaid. Notices required to be given to City shall be addressed as follows: "City Clerk ' 400 Grand Avenue, P.O. Box 711 · South San Francisco, CA 94080 Notices required to be given to Consultant shall be addressed as follows- Dames & Moore 500 Sansome Street San Francisco, CA 94111 IN WITNESS WHEREOF~ duly authorized representatives of the City and the Consultant have signed in conformation of this Agreement as of the day and year first above written. ~' · A1-FEST: CITY OF SOUTH SAN FRANCISCO 400 Grand Avenue , South San Francisco, California 94080 EXHIBIT "A" SERVICES 'SCOPE OF'WORK The consultant's services shall be provided in two phases as described below. The consultant shall commence Phase I immediately. The consultant shall not commence Phase II until receiving written authorization to do so from the City of South San Francisco Director of Public Services. CONSULTANT'S PERSONNEL The team of key personnel shall be as described in the Dames & Moore "State- ment of Qualifications and Proposal, Engineering Services, W.W. Dean and Associates Terrabay Development", dated April 16, 1984. ' PHASE I 1. Review Reports and Studies a) Perform field inspections of .the site to become familiar with the locations of existing phys.ical features and proposed structures and .improvements. b) Review all soils, geology and geotechnical information, test results, recommendations, and studies prepared for the South Slope of San Bruno Mountain and advise us as to their adequac~ in accordance' with current engineering standards. 2. Review Grading Plans and Specifications Review the project plans 'and specifications and provide an evaluation of all soils and geologic aspects of the project including, but not limited to: slope stability, surface and subsurface drainage and collection facilities,, soil 'erosion prevention measures, debris flows, structure setbacks, foundation designs, retaining structures, erosion control and temporary siltation facilities. Coordination and Meetings a) Coor. dinate the grading and geotechnical review with the City's Civil Engineering consultant's review of the project drainage and improve- ment pl ans. b) Meet with the City staff, City's consultant's, County staff and con- sultants, other involved agencies as well as the developer and his consultants as needed. c) Attend public meetings to advise City and County officials and answer questions regarding the soils and geotechnical aspects of the project. EXHIBIT "A" - Page 1 of 2 e · Reports a) File written Progress Reports on request with the Director of Public Services regarding the results of the consultant's re- views, inspections, meeting and evaluations. b) File written conclusions and opinions with the Director of Public Services regarding the consultant's findings 'and the acceptability of the developer's proposed designs and construction' plans and specifications. PHASE I I Field Inspections a). Coordinate with the developer's soils and geotechnical consultants and grading contractor as required and monitor and inspect the grading operations, the installation of subsurface drainage facilities, slide repairs, compaction methods, installation of erosion control facilities, and other aspects of .the grading work to provide r.easonable assurance of conformance to the requirements of the approved grading plans and specific.ations. (~:5 b) Review all grading compaction test and progress reports and advise the City if they appear adequate in accordance with current engineer- 'lng standards. c) At the end of each grading season, inspect the winterization facilities for acceptability and conformance with the 'approved plans. 2. _Reports a) File written progress reports on request with the Director of Public Services regarding the progress of the consultant's reviews, inspections and evaluations. b) File written 'conclusions and opinions with the Director of public .Services regarding the consultant's findings and the acceptability, of the grading operations. The above description of the scope of services will be refined and detailed as appropriate prior to each step of the work. ~. EXHIBIT "A" - Page 2 of 2 m~ £XHIBIT "B" COMPENSAT I ON City shall pay Consultant for services rendered on a time~ and materials basis in accordance with the schedule of charges attached hereto. / Payment shall be made within 60 days after submittal of an invoice to the City. The consultant shall complete an initial review for Phase I, Tasks 1 and 2, for an amount not to exceed $20,000.00. SCHEDULE OF CHARGES AND GENERAL CONDITIONS Dames & Moore UNITED STATES & CANADA The compensation to Dames & Moore for our professional services is based upon and measured by the following elements, which are computed, as set. forth below. PERSONNEL CHARGES Charges for employees are computed by multiplying the total direct salary cost of our personnel (expressed as an hourly rate) by a factor of 2.$. The total direct salary cost shall be a sum equal to the direct pay£o]l cost (.computed by dividing the annual payroU cost by 1,940 hours) plus 30 percent of same to coverpay,roll taxes, insurance incident 'to employmen't, sick leave and other employee benefits. The time of a partner or retained consultant devoted to the project is charged at an assigned billing rate. The 30 percent employee benefit factor is used for work performed by personnel assigned to offices in the United States and Canada. For work performed by personnel in our offices in other countries, it will vary depending on the employ/:e benefits paid in the particular location. · When outs/de the United States, employees' and partners' total direct salary cost will be increased by the premium cusWmarily paid by other organizations for work at that location. Time spent in either local or inter-city travel, when travel is in the interest of the work, will be charged for in accordance with the foregoing schedule; when traveling by public carrier, a maximum charge of eight hours per day will be made. EQUIPMENT CHARGES Computer control of project costs will be billed at a rate of $1.25 per each $50 of job charges or fraction thereof. Other Dames & Moore equipment, if used, will be billed at the rates noted in the Appendix. OTHER SERVICES AN'D SUPPLIES Charges for services, equipment and facilities not furnished directly by Dames & Moore, and any unusual items of expense not customarily incurred in our normal operations, are computed as follows: Cost plus 10 percent includes shipping charges, subsistence, transportation, printing and reproduction, long distance communication, · miscellaneous supplies and rentals. Cost plus 1 $ percent includes surveying services, land driUing equipment, construction equipment, testing laboratories, contract labor. Cost plus 25 percent includes aircraft, watercraft, helicopter and marine drilling equipment and operation. BILLING Statements will be issued every four weeks, payable upon receipt, unless otherwise agreed. Interest of 1½% per month (but not exceeding the ma~imum rate allowable by law) will be payable on any amounts not paid within 30 days, payment thereafter to be applied firs~ to accrued interest and then to the principal unpaid amount.' Any attorney's fees or other costs incurred in collecting any delinquent amount shall be paid by the Client. In the event that the Client requests termination of the work prior to completion of a report, we re,rye the right to complete.such analyses and records as are necessary to place our files in order and, where considered by us necessary to protect our professional reputation, to complete a report on the work performed to date. A termination charge to cover the cost thereof in an amount not to exceed 30 percent of all charges incurred up to the date of the stoppage of the work may, at the discretion of Dames & Moore, be made. Rates are subject to change upon notification. D~re warrants that our services are performed, within the limits prescribed by our Clients, wi~sua, · thoroughness-'~nd~ompetence of the engineering profession. No other warranty or representation,.e~J, heirexpressed or implied, is include~~_nded in our proposals, contracts or reports. Dames & Moore's liability for _'~a.ctions, omissiOns, or negligence, whether active ~o exceed. $100.000 for injury or loss arising out of (l) radlat~, nuclear reaction, or radioactive co~O a yn release or escape _~_..~ of toxic, irritant, pollutant, or waste gasses~liquids, or ,s_olid materials. Th'~ased up to $5.000.000 for/" injury o~ loss aris/nE out of category (2) upon 'fhe. C~.li~ent s writte~'tional fee of V2Wc o~ Dames & Moore's liability for in'uryj . .°r loss not .~d etl'~_l~veove shall ...... not exceed $100,000 for professional and $5,000,000 for all other actions, om~sswns, or ~rmghgence, whethe2~'ac~ve or passive. This limit may be ~ncreased tip to ---- $5,000,000 for professional liability upon~ent's written request an~agr~ent to pay an additional fee of 1/I0% of All limit increases must be ~sted before commencement of services: The Client agre~-'~t~zindemnify Dames & Moore for all liability i~he limits determined above. Computation of liability hereunder sh~lude all attorney fees and defensey ....... ' .. .~~ . In the ~ ~n ~t a claim_ ngainst Dnm _es &_Moore, at law or otherwise, for any alleged error, omission or other act~tisi~ out of th,' .~ ormance of our professional serviCes, and the Client fails to prove such claim, then the Client shall pay all costs, including atti~me~'s I 15.$ (REV. 2.82) SCHEDULE OF CHARGES-APPENDIX Dames & Moore EQUIPMENT AUTOMOTIVE ' Vehicle, per hour (maximum of 8 hours per day) ..................... $ Mileage, per mile ................................ : .... $ 4.00 .25 SOIL Soil sampling and compaction control equipment, per shift hour ............. $ 5.00 Soil sample rings and containers, per sample ....................... $ 5.00 LABORATORY Soil, water and biologic testing equipment - per employee, per hour ........... $ 10.00 Dynamic Testing Equipment will be quoted as required DIVING SCUBA diving, per diver, per day $100.00 REPORT PREPARATION· Word Processing EquiPment, per hour ........................... $ 10.00 In-House Reproduction, per sheet ............................. $ .10 ENGINEERING COMPUTER SERVICES The use of Dames & Moore's in-house computer facilities will be charged in accordance with the "Engineering Computer Applications Billing Schedule" (attached). Computer time and other services provided by .outside vendors will be charged at cost plus 15%. Terminals, plotters, forms, and computer supplies will be charged at cost plus 15%. FIELD Because of the varied nature of equipment, location and use, these rates will be quoted as required. 115.4 (REV. 2.82)