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09) 7.E. Second Amendment to Consultant Services Agreement Avant-Garde
DATE: TO: FROM: MANAGEMENT SERVICES DEPARTMENT MEMORANDUM March 4, 2014 The Honorable City Council Tracey Hause, Acting City Manager/ Administrative Services Direc Via: Robert Sahagun, Public Safety and Services Manager By: Ali Cayir, City Engineer, Transtech Engineers, Inc. AGENDA ITEM ?.E. SUBJECT: SECOND AMENDMENT TO THE CONSULTANT S RVICES AGREEMENT BETWEEN THE CITY OF TEMPLE CITY AND ADVANCED AVANT-GARDE CORPORATION FOR THE ROSEMEAD BOULEVARD SAFETY ENHANCEMENT & BEAUTIFICATION PROJECT RECOMMENDATION: The City Council is recommended to approve a Second Amendment to the Consultant Services Agreement Between the City of Temple City and Advanced Avant-Garde Corporation (Avant Garde) (Attachment "A") in the amount of $14,950 to provide labor compliance services for the Rosemead Boulevard Safety Enhancement and Beautification Project. BACKGROUND: 1. On November 1, 2011, the City Council approved the Consultant Services Agreement with Avant-Garde (Attachment "B") in the amount of $160,000 to provide fund management/labor compliance services for the Rosemead Boulevard Safety Enhancement and Beautification Project. 2. On March 6, 2012, the City Council adopted Resolution No. 12-4802 to approve the Mitigated Negative Declaration and Mitigation Monitoring and Reporting Program for the Rosemead Boulevard Safety Enhancement and Beautification Project and authorized the City Manager to release the plans and specifications for bid upon receipt of Caltrans E-76 authorization. 3. On March 26, 2012, project staff submitted the Request for Authorization to Proceed with Construction. This authorization (E-76) must be granted and secured prior to the solicitation of bids for the project. City Council March 4, 2014 Page 2 of 3 4. On June 1, 2012, the budget for the preconstruction phase (i.e. Rosemead Blvd. Safety Enhancement and Beautification Project) of Avant-Garde's work was exhausted. 5. On July 17, 2012, the City Council approved a First Amendment to the Consultant Services Agreement with Avant Garde (Attachment "C"), authorizing $16,500 to be used by Avant Garde for the remainder of preconstruction activities for the Rosemead Blvd. Safety Enhancement and Beautification Project. 6. On January 24, 2013, construction began on the Rosemead Boulevard Safety Enhancement and Beautification Project and Avant Garde subsequently commenced their labor compliance activities. 7. On December 23, 2013, Avant Garde submitted a formal letter to the City stating that they had exhausted most of their budget for the labor compliance portion of their work and that they had exceeded the amount of hours allocated. They requested an additional allocation of 190 hours and $14,950 to carry out their work until the completion of the project and project close out activities. ANALYSIS: The Rosemead Boulevard Safety Enhancement and Beautification Project currently has $4.3 million of federal funds allocated to it. The federal funds are required to be managed in accordance with the Caltrans Local Assistance Procedures Manual and on- going compliance with the Davis Bacon Act, a federal law which requires laborers and mechanics working on federally-funded or assisted public works projects to be paid the local prevailing wage. This includes a review of weekly submitted certified payrolls for the prime contractor and all sub-contractors to ensure compliance. In addition, field interviews must be conducted to confirm worker classification trades. The City has retained Avant Garde for the completion of these important tasks. On December 23, 2013, Avant Garde reported that they have exceeded the 350 hours allocated for labor compliance services and have exhausted most of their budget of $30,724, as included in their original contract. This budget was based on a rough estimate of the project duration and anticipated construction trades. Avant Garde has stated that they had not originally anticipated that Caltrans would require them to review all of the 11 sub-contractors payroll certificates. In order to ensure that there are enough funds available to cover the compliance work required for the project, Avant Garde is requesting an additional 190 work hours until completion of the project, including project close out activities. A total of 20 hours will be allocated for the project manager (i.e., 20 hours @ $110 = $2,200) and 170 hours will be allocated for project coordinator (i.e., 170 hours @ $75 = $12,750). The total additional budget included in this proposed Second Amendment is $14,950. City Council March 4, 2014 Page 3 of 3 CONCLUSION: Approval of this Second Amendment to the Consultant Services Agreement between the City of Temple City and Advanced Avant-Garde Corporation, in the amount of $14,950, will allow Avant-Garde to complete the work included in their contract with the City and comply with the Davis Bacon Act. FISCAL IMPACT: The costs associated with approval of this Second Amendment to the Consultant Services Agreement with Advanced Avant-Garde Corporation is within the allocated budget for the Rosemead Blvd Safety Enhancement and Beautification Project (Attachment "D"). ATTACHMENTS: A. Second Amendment to the Consultant Services Agreement between the City of Temple City and Advanced Avant-Garde Corporation B. Consultant services agreement between the City of Temple City and Advanced Avant-Garde Corporation, dated November 1, 2011 C. First Amendment to the Consultant Services Agreement between the City of Temple City and Advanced Avant-Garde Corporation D. Budget for the Rosemead Boulevard Safety Enhancemant and Beautification Project ATTACHMENT A SECOND AMENDMENT TO CONSULTANT SERVICES AGREEMENT by and between the THE CITY OF TEMPLE CITY, a municipal corporation and ADVANCED AVANT-GARDE a California corporation Dated March 4, 2014 SECOND AMENDMENT TO CONSULTANT SERVICES AGREEMENT This Second Amendment to Consultant Services Agreement ("Second Amendment"), which is dated for reference as indicated on the cover page, is hereby entered into by and between the CITY OF TEMPLE CITY, a municipal corporation ("City"), and ADVANCED AVANT -GARDE, a California corporation. ("Consultant"), as follows: RECITALS A. City and Consultant entered in a Consultant Services Agreement on November I, 2011 ("Agreement"). The Agreement provides that Consultant will provide funding management, labor compliance monitoring, and liaison activities for funding administration agencies such as Caltrans for the Rosemead Boulevard Safety Enhancements and Beautification Project. B. Section 2 of and Exhibit "A" to the Agreement provide the Scope of Services to be performed by Consultant. C. Section 4 of and Exhibit "B" to the Agreement provide that the maximum compensation under the Agreement shall not exceed $160,000.00. D. Subsection A.2 of Exhibit "A" to the Agreement requires the names of any Sub- Consultants to be submitted to the City for approval prior to the commencement of work. E. The First Amendment to the Agreement (dated July 17, 2012) amends the Agreement to expand the Scope of Services perf01med by Consultant to include the services outlined and listed in the attached Request for Approval of Additional Work dated July 3, 2012 and to increase the maximum total compensation to $176,500.00. E. This Second Amendment amends the Agreement to expand the Scope of Services perfonned by Consultant to include the services outlined and listed in the attached Request for Approval of Additional Work No. 2 dated December 23, 2013 and to increase the maximum total compensation to $191,450.00. F. This Second Amendment shall not be construed to amend Exhibit A of the Agreement to extend the time to complete the Scope of Work for this project. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the promises made and recited herein, the parties do hereby enter into this Second Amendment which modifies and amends the Agreement as follows: 1. AMENDMENT. The Agreement is hereby modified and amended as follows: 1.1 SCOPE OF SERVICES. Exhibit "A" to the Agreement as amended to include a new subsection "III" entitled "Additional Work Approved 7/17/12" per First Amendment is hereby amended to include an additional sentence to read: -2- Additional Work Approved on 3/4/14 as shown on Attachment A to this Second Amendment. 1.2 COMPENSATION. 1.2.1 Section 4 of the Agreement is hereby amended as follows: The second sentence of Section 4, subparagraph (a) of the Agreement is amended to read as follows: "The total compensation, including reimbursement for actual expenses, shall not exceed ONE HUNDERED NINETY ONE THOUSAND FOUR HUNDRED FIFTY DOLLARS ($191,450.00), unless additional compensation is approved in writing by the City Council or City Manager." 1.2.2 Section III of Exhibit "B" to the Agreement is hereby amended to read as follows: "The total compensation for the Services shall not exceed $191,450.00, as provided in Section 4 of this Agreement." 2. GENERAL PROVISIONS. 2.1.1 Remainder Unchanged. Except as specifically modified and amended in this Second Amendment, the Agreement remains in full force and effect and binding upon the parties. 2.2 Integration. This Second Amendment consists of pages l through 4 and attached Attachment "A" (1 page) inclusive, which constitute the entire understanding and agreement of the parties and supersedes all negotiations or previous agreements between the parties with respect to all or any part of the transaction discussed in this Second Amendment. 2.3 Effective Date. This Second Amendment shall not become effective until the date it has been fmmally approved by the City Council and executed by the City Manager. 2.4 Applicable Law. The laws of the State of California shall govern the interpretation and enforcement of this Second Amendment. 2.4.1 References. All references to the Agreement include all their respective terms and provisions. All defined terms utilized in this Second Amendment have the same meaning as provided in the Agreement, unless expressly stated to the contrary in this Second Amendment. IN WITNESS WHEREOF, the parties hereto have executed this Second Amendment to the Agreement on the date and year first written above. CITY OF TEMPLE CITY By:~~~~~~~~~~~~~ Tracey Hause, Acting City Manager ATTEST: Peggy Kuo, City Clerk APPROVED AS TO FORM Eric S. Vail, City Attomey CONSULTANT: ADVANCED AVANT-GARDE CORPORATION By:--c-cc---c-=--=-=-~--=----o-c--~~~~~Ana Marie LeNoue, President -4- By:~~~~~~~~~~~~-Lissette Calleros, Vice-President /\V/\NT GARDE To: Ali Cayer, (Translech) From: Lisselle Calleros, Vice President Date: December 23,2013 Attachment "A" Re: Ctty of Temple City-Rosemead Boulevard Beautification Project-Request for Approval of Additional Work No, 2 Avant-Garde has had the great pleasure of providing quality program management services for the Rosemead Boulevard Beautification Project A recent review of our scope of work including limelines previously outlined has prompted us to lake another look at the contractual agreement, services provided, and revised project schedule in order to effectively deliver this very important project AI the lime that our proposal was submitted we identified a budget for Labor Compliance Services for $30,724 based on a rough estimate of the project duration and anticipated construction trades, Since this is a federally funded project, the Ctty is required to review weekly submission of certified payrolls for the Prime and all its sub-contractors to ensure compliance with Davis Bacon Prevailing Wage Requirements, The construction cost for this project cost is currently at approx, $15,2 million, Currently we have exhausted most of our budget for the labor compliance portion of our work and we have exceeded the amount of hours allocated, In order to continue our services we are requesting an allocation of 190 hours to carry us out until the completion of the project including project close out activities, Project Manager 20 hours @ $110 = $2,200 and Project Coordinator 170 hours@ $75 = $12,750 AI this lime, Avani-Garde respectfully requests consideration of a contract amendment in the amount of$ 14,950, If you have any questions please feel free to contact me at 909- 979-6587, Thank you in advance for your consideration and for the opportunity to continue our assistance with delivering the utmost professional services to your Ctty, Sincerely, Lisselle Calleros Approval of Additional Work No, 2: City of Temple Ctty liP age -5- CONSULTANT SERVICES AGREEMENT R!V #4SJS~695&-388ll yJ By and Between THE CITY OF TEMPLE CITY, a municipal corporation and Advanced A vant-Garde Corporation -I- ATTACHMENT B AGREEMENT FOR CONSULTANT SERVICES BETWEEN THE CITY OF TEMPLE CITY, CALIFORNIA AND ADVANCED AVANT-GARDE CORPORlHION This Agreement for Consultant Services ("Agreemenf') is entered into as of this 1st day of November, 2011 by and between the City of Temple City, a California municipal corporation ('"City'') and Advanced Avant-Gardc Corporation, a California Corporation (''Consultant" or "Avant-Garde"). City and Consultant are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the "Parties." RECITALS A Consultant, following submission of a proposal for the performance of the services defined and described particularly in Section 2 of this Agreement, was selected by the City to perform those services. B. Consultant and City entered into a Design Professional Services Agreement on or about February 19, 2008 for services pertaining to the Rosemead Boulevard Beautification and Safety Enhancements project ("Original Agreement"). The term of the Original Agreement was set to expire on September 30, 2009, but the Parties mutually agreed to extend to term to December I, 201 L C. The services defined and described in Section 2 of this Agreement and the services provided for in the Original Agreement overlap, and it is the intent of the Parties that this Agreement supersede and replace the Original Agreement. D. Pursuant to the City of Temple City's Municipal Code, City has authority to enter into this Consultant Services Agreement and the City Manager has authority to execute this Agreement. E. The Parties desire to formalize the selection of Consultant for performance of those services defined and de.scribed particularly in Section 2 of this A!,>Teement and desire that the tem1s of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained here and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: SECTIONl. TERM OF AGREEMENT. Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the scope of services set forth in Exhibit "A" "Scope of Services" shall be completed pursuant to the schedule specified in Exhibit "A." Should the scope of services not be completed pursuant to -I that schedule, the Consultant shall be deemed to be in Default of this Agreement pursuant to Section 21 of this Agreement. The City, in its sole discretion, may choose not to enforce the Default provisions of this Agreement and may instead allow Consultant to continue performing the scope of services until such services are complete. SECTlON2. SCOPE OF SERVICES. Consultant agrees to perform the services set forth in Exhibit ''A'' ''Scope of Services'' and made a part of this Agreement. SECTION3. ADDITIONAL SERVICES. Consultant shall not be compensated for any services rendered in connection with its performance of this Agreement which are in addition to or outside of those set forth in this Agreement or listed in Exhibit "A" •·scope of Services," unless such additional services arc authorized in advance and in writing by the City Council or City Manager of City. Consultant shall be compensated for any such additional services in the amounts and in the manner agreed to by the City Council or City Manager. SECTlON4. COMPENSATION AND METHOD OF PAYMENT. (a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhtbit "B" "Compensation" and made a part of this Agreement. The total compensation, including reimbursement for actual expenses, shall not exceed one hundred and sixty thousand dollars ($160,000), unless additional compensation is approved in writing by the City Council or City Manager. (b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. TI1e invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-consultant contracts. Sub-consultant charges shall be detailed by the following categories: labor, travel, mate.rials, equipment and supplies. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid accnrding to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and. resubmission. (c) Except as to any charges for work perfnrmed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt ofConsultanfs correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. SECTIONS. lNSPECTION AND FINAL ACCEPTANCE. City may inspect and accept or reject any of Consultant's work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant's lUV #4llJ8~695S-3S80 v l -2· work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant's work shall be deemed to have been accepted. City's acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant's work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, sections 16 and 17, pertaining to indemnification and insurance, respectively. SECTION6. OWNERSHIP OF DOCUMENTS. All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing any services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the penn iss ion of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, snrveys, reports, data, notes, computer files, files and other documents. If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photO!,'l<lphs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing any services pursuant to this Al,>rcement, Consultant's guarantees and warrants related to Standard of Performance and found in Section 9 of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents. SECTION7. CONSULTANT'S BOOKS AND RECORDS. (a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant's perfonnance of services pursuant to this Agreement. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents .or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to penni! an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. {b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutoally agreed upon, such documents and records shall be made available at Consultant's address indicated for receipt of notices in this Agreement. (c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination RlV n4838~6958-3H80 vI -3- of Consultant's business, City may, by written request, require that custody of such documents or .records be given to the City and that such documents and records be maintained by the requesting party. Access to such documents and records shall be granted to City, as well as to its successors-in-interest and authorized representatives. SECTIONS. STATUS OF CONSULTANT. (a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any mano.er, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant's officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Consultant expressly waives any claim Consultant may have to any such rights. SECTION9. STANDARD OF PERFORMANCE. Consultant represents and warrants that it has the qualifications, experience and facilities necessary to properly perfonn the services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. 1n meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to those required of Consultant under this Agreement If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing any services pursuant to this Agreement, Consultant's guarantees and warranties related to Standard of Performance shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents. RfV#4R38·69S8-3HRO vi -4- SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES. Consultant shall keep itself informed of and comply with all applicable federnl, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall obtain any and at! licenses, permits and authorizations necessary to perform the services set fortl1 in this Agreement. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section. SECTION 11. PREY AILING WAGE LAWS It is the understanding of City and Consultant that California prevailing wage laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder; Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, "construction" includes work performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work. SECTION 12. NONDISCRlMINA TION. Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement. SECTION 13. UNAUTHORIZED ALIENS. Consultant hereby promises and agrees to comply with all of the provisions of the Federal hnmigration and Nationality Act, 8 U.S.C.A. §§ 1101, et §.ffi., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City. SECTION 14. CONFLICTS OF INTEREST. (a) Consultant covenants !hat neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's perfom1ance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of intefest with the interests of City in the performance of this A!,'feement. -5 - (b) City understands and acknowledges that Consultant is, as of the date of execution of !his Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges !hat Consultant will, perform non-related services for other governmental agencies ancl private parties following the completion of the scope of work under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section. SECTION 15. CONFIDENTIAL INFORl'VIATION; RELEASE OF JNFORMA TION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in !he public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the City Manager or unless requested by !he City Attorney of City, voluntarily provide cleclarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work perfonned under !his Agreement. Response to a subpoena or court order shall not be considered ''voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work procluct in violation of this Agreement, then City shall have !he right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys fees, caused by orincurred as a result of Consultant's conduct. (d) Consultant shall promptly notify City should Consultant , its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party .regarding this Agreement and the work performed thereunder. City retains !he right, but has no obligation, to . represent ConsultaQt or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City ancl to provide City with !he opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. SECTION 16. INDEMNIFICATION. (a} Indemnification for Professional Liability. Where the law establishes a professional standard of care tor Consultant's Services, to the fullest extent pennitted by law, Consultant shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all losses, liabilities, damages, costs and expenses, including attorney's fees and costs to the extent same are RlV '#483&~6958-3880 vl -6- caused in whole or in part by any negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or sub-consultants (or any entity or i.ndividual that Consultant shall bear the legal liability thereof) in the performance of professional services under this Agreement. (b) Indemnification for Other than Professional Liabilitv. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including attorneys fees and costs, court costs, interest, defense costs, and expert witness fees), where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or sub-contractors of Consultant (c) General Indemnification Provisions. Consultant agrees to obtain executed indemnity Agreements with provisions identical to those set forth here in this section from each and every sub-contractor or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this Agreement In the event Consultant tails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth here is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement or this section. (d) Limitation of Indemnification. Notwithstanding any provision of this Section 16 [Indemnification) to the contrary, design professionals are required to defend and indemnify the City only to the extent permitted by Civil Code Section 2782.8, which limits the liability of a design professional to claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs that arise out of; pertain to, or relate to the negligence, recklessness, or willful misconduct of the design professional. The term "design professional," as defined in Section 2782.8, is limited to licensed architects, licensed landscape architects, registered professional engineers, professional land surveyors, and the business entities that offer such services in accordance with the applicable provisions of th.e California Business and Professions Code. (e) The provisions of this section do not apply to claims occurring as a result ofCity·s sole negligence. The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents. SECTION 17. INSURANCE. Consultant agrees to obtain and maintain in fuU force and effect during the term of this Agreement the insurance policies set forth in Exhibit "C" "Insurance" and made a part of this Agreement All insurance policies shall be subject to approval by City as to fom1 and content - 7 - These requirements are subject to amendment or waiver if so approved io writing by the City Manager. Consultant agrees to provide City wifu copies of required policies upon request. SECTION 18. ASSIGNMENT. The expertise and experience of Consultant are material considerations for this Agreement. City ha;; an interest in the qualifications of and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Constlltant shall. not assign or transfer this Agreement or any portion of fuis Agreement or fue performance of any of Consultant's duties or obligations under this Agreement without the prior written consent of the City CounciL Any attempted assignment shall be ineffective, null and void, and shall constitnte a material breach of this Agreement entitling City to any and all remedies at law or in equity, including summary termination of this Agreement. City acknowledges, however, that Consultant, in fue performance of its duties pursuant to this Agreement, may utilize subcontractors. SECTION 19. CONTINUITY OF PERSONNEL. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors, if any, assigned to perform the services required under this AJ:,>Teement. Consultant shall notify City of any changes in Consultant's staff and subcontmctors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance. SECTION20. TERMINATION OF AGREEMENT. (a) City may terminate this Agreement, with or without cause, at any time by giving thirty (30) days written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress. (b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City. (c) If either Consultant or City fail to perform any material obligation under fuis Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice. (d) Upon termination of this A!;,'Teement by either Consultant or City, all property belonging exclusively to City which is in Consultant's possession shall be returned to City. Consultant shall furnish to City a final invoice for work perform.ed and expenses incurred by Consultant, prepared as set forth in Section 4 of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 of this Agreement. SECTrON 21. DEFAULT. In the event that Consultant is in default under the terms of this Agreement, fue City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for fue default. The notice sh&ll include the timeframe in which Consultant may cure the RIV #4838-6958-3880 vi -8- default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. 1n the altemative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate d1is Agreement under Section 20. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement. SECTION22. EXCUSABLE DELAYS. Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant. Such causes include, but arc not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes. SECTION23. COOPERATION BY CITY. All public information, data, reports, records, and maps as are existing and available to City as public records, and wbich are necessary for carrying oul the work as outlined in the Exhibit "A" ''Scope of Services," shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the work to be performed under this Agreement. SECTION24. NOTICES. All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows: To City: To Consultant: City ofTemple City Attn: City Manager 9701 Las Tunas Dr. Temple City, CA 91780 Avant-Garde Inc. Attn: Ana Marie Lenoue, President 3670 W. Temple Ave., Suite 278 Pomona, CA 91768 Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service. -9- SECTlON25. AUTHORITY TO EXECUTE. The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the aulhority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder. SECTION 26. ADMINISTRATION AND IMPLEMENTATION. This Agreement shall be administered and executed by the City Manager or his or her designated representative, following approval of this Agreement by the City Council. The City Manager shall have the authority to issue interpretations and to make minor amendments to this Agreement on behalf of !he City so long as such actions do not materially change the Agreement or make a commitment of additional funds of the City. All olher changes, modifications, and amendments shall require the prior approval of the City Council. SECTION27. BINDING EFFECT. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. SECTION28. MOUIFICATION OF AGREEMENT. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties a!,'!'ee !hat !his requirement for written modifications cmmot be waived and that any attempted waiver shall be void. SECTION29. WAfVER. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of !his Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of !his Agreement. SECTJON30. LAW TO GOVERN; VENUE. This Agreement shall be interpreted, construed and governed according to the Jaws of lhe State of California. In the event of litigation between the parties, venue in state trial courts shall lie exclusively in the County of Los Angeles, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Los Angeles. SECTION3L ATTORNEYS FEES, COSTS AND EXPENSES. In the event litigation or other proceeding is required to errforce or interpret any provision of this Agreement, the prevailing party in such litigation or olher proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled. RfV #483.8~6958-3880 vi -10- SECTION32. ENTIRE AGREEMENT. Tlris Agreement, including the attached Exhibits "A" through "C", is the entire, complete, fitllll and exclusive expression of the parties with respect to the matters addressed therein and supersedes all other Agreements or understandings, whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement, including, without limitation, the Original Agreement. No statements, representations or other Agreements, whether oral or written, made by any party which are not embodied herein shall be valid and binding. No amendment to this Agreement shall be valid and binding unless in writing duly executed by the parties or their authorized representatives. SECTION33. SEVERABILITY. If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of tlris Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s). IN WITNESS WHEREOF, the parties hereto have executed tlris Agreement on the date and year frrst-above written. CITY OF TEMPLE CITY ATTEST: By:-"'··· '"':. :::b::::{;,L.:....::f----~ Eric S. va· City Attorney -11 - ADVANCED AVANT-GARDE CORPORATION By'~ 2 ~JP~~ ( "_ ~iaric IreNoue ~ Its: President By:~~-~ette C Heros Its: Vice-President NOTE: CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE lNCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLlCABLE TO DEVELOPER'S BUSINESS ENTITY. . 12. CALIFORNIA ALL-PURPOSE ACKNOWL.EDG!VIENT STATE OF CALIFORNIA ! COUNTY Of l_t:.s Al'\(j e.\ e...!. On (Cirh t-1 PI, , 'c"IL before me, ~-In PrJt;J J,l_q_t,T~fn'!1\~appeared J,,,1 Hti\'! Jv, o1J <' • /..-i .ss·+·re. €A II< ,,t,:: 0 personally known to me-OR~ 0 pru...-ed to me on th~ bmils ofsa:tisf:actory·evidem.-e to be the person(s) whose names{s) islare ~1tbscrlbed to the w:itllin instrument and acknowledged to me that heh>hc!they exe~;uted the same in his/her/their a.uthorizcd capacity(ies:), and that by hislhefltheir signature($) on the instrument the person(s). or the entity upon behalf of which the person(s) acted~ executed the instrument ·' " =I~NES~•~,~~seal. (S!Gl\iA:ru~(i'lbT ARYl OI'TIONAL Though the data below is not required by law, it may prove valuable to persons relying on the do~;ument and could prevent fraudulent reattachment ofUlis fOrm CAPACITY CLAIMED BY SIGNER 0 INDIVIDUAL 0 CORPORATE OFFICER 0 0 B 0 TITLE(S) l'ARTNER{S) 0 LIMITED 0 GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER. ______________________ _ SIGNER IS REPRESENTING: (NAME OF PERSON(S} OR ENTITY(lES)) DESCRIPTION OF ATTACHED DOCUMENT TITLE OR TYPE OF DOCUMENT NUMBER OF PAGES DATE OF DOCUMENT S!GNER(S) OTHER THAN NAMED ABOVE EXHIBIT "A" SCOPE OF SERVICES I. Consultant will perform the following Se.rvi.ces as part of the Rosemead Boulevard Beautification and Safety Enhancements project: Pre-Construction Phase -includes all work necessary to achieve successful authorization to commence construction by funding partners and regulatory agencies for which Avant-Garde is acting as the liaison. Includes on-call, as-needed support to the Project Manager on items of finance, programmatic requirements and limitations, strategic planning, master and interval scheduling, and support to the City as requested. In the Pre-construction phase, Avant-Garde's Caltrans Liaison work will encompass all necessary activities with Caltrans to properly authorize the federal funding for the project and maximize City's reimbursement of$4.76 million. Due to the funding constraints of the multiple federal fund sources anticipated, a total of four different grants, it is anticipated that Caltrans will require two federal project numbers (FPN) with independent packages: the first package will mirror the original federal earmark, and the second will include the additional scope features funded with the federal funding assigned from the.MTA Call for Projects, as well as the Caltrans State fimding through the BTA.grant. In the Pre-Construction phase, Caltrans Liaison activities will include: • Preparation/ Submission of a total of6 Authorization Packages !. Environmental Clearance (coordinated effort with Atkins Global)-two packages 2. Right of Way Clearance-two packages 3. Authorization to Proceed with Construction two packages • Prepare/provide Mandatory Pre-Bid Meeting(s) Provisions (required on all federal projects) • Preparefprovide On the Job Training Provisions and Goals for Construction Specifications (required on projects with more than 100 working days based on schedule of values) • Meeting Coordination, Attendance, and Administration • Package Coordination rurectly with Caltrans Program & Funds Management scope will include a continuation of budget and fmancial advisement of the 14 fund sources to the point of construction contract award. This budget is identified to be available for on-call, as-needed items by the Project Managers and City that may or may not be included in the summary provided. In the Pre-Construction phase, Program & Funds Management activities may include: Programmatic Support to City and Project Director/Manager on coordination activities required to implement the project, such as: • Railroad Coordination -provide advisement of documentation based on Caltrans requirements and support to the Project Manager • Utility company/agreement coordination -provide advisement of doc)lmentation based on Caltrdlls requirements and support to the Project Manager • Preparation of General & Federal Provisions for Construction Specifications based on Caltrans and other regulatory/funding requirements -provide advisement of options based on regulatory requirements • Prepare Council Authorization Requests as required for Project Certifications Budget/Funds Management • Continuation ofBi-weekly updates of the budget status and fireding sources • Eligibility packaging of construction scope items according to the applicable funding available to cover costs • Staff Report preparation and support for other miscellaneous funding actions to secure funds, agreements, etc. as they pertain to the project • Bi-Annual Expenditure/Revenue Recqnciliations completed in conjunction with the Finance department to ensure proper expenditure processing, reporting to funding partners (MTA, State of California), adjustment of budgets where interest earned is applicable, etc. • Development of the Construction Invoice template for Finance department's processing and expenditure allocation to all of the 14 funding sources dependent upon the quantities invoiced • Coordination and Preparation of the MTA Agreement for funds secure.d as part of the Call for Projects • Coordination and preparation of progress reports or correspondence related to other grants such as BTA, HSIP, RAC or otherwise Lastly in Pre-Construction, Federal Labor Compliance Monitoring is applicable to the bid advertising phase of the project. Within this phase of the overall implementation of the project, activities will include: • Prepamtion and submittal of an annual report for approval relative to setting the Disadvantaged Business Enterprise (DBE) goal for the City to include in the specifications to the prospective construction contractors as required by FHW A. • Conduct the mandatory pre-bid meeting to outline and provide clarification to contractors on prevailing wage and DBE requirements. tUV #il838~6958w38l!O vi " P r o v i d e f e d e r a l c o m p l i a n c e s u p p o r t f o r t h e B i d E v a l u a t i o n a n d C o n t r a c t R e v i e w . D u r i n g - C o n s t r u c t i o n P h a s e - i n c l u d e s a l l w o r k n e c e s s a r y t o k e e p c o n s t r u c t i o n p r o g r e s s o n s c h e d u l e , w i t h i n f e d e r a l c o m p l i a n c e a n d e n s u r e t i m e l y r e i m b u r s e m e n t o f c o n s t r u c t i o n C Q S t s . I n c l u d e s a c t i v e m o n i t o r i n g o f f e d e r a l p r e v a i l i n g w a g e s a n d r e c o n c i l i a t i o 1 1 o f a l l c e r t i f i e d p a y r o l l s f o r t h e f u l l d u r a t i o n o f c o n s t r u c t i o n . I n t h e D u r i n g - C o n s t r u c t i o n p h a s e , C a l t r a n s L i a i s o n a c t i v i t i e s w i l l i n c l u d e : " O n t h e J o b T r a i n i n g P r o g r a m r e v i e w a n d m a n a g e m e n t b a s e d o n t h e c o n s t r u c t i o n c o n t r a c t o r ' s s u p p l i e d p a p e r w o r k t o f u l f i l l t h e r e q u i r e m e n t a n d p r o v i d e t h e n e c e s s a r y r e p o r t s " P r e p a r e / S u b m i t t h e A w a r d P a c k a g e t o C a ! t r a n s - 2 p a c k a g e s . I n c l u d e s r e v i e w a n d c o o r d i n a t i o n o f f e d e r a l l y - r e q u i r e d f o r m s " P r e p a r e / s u b m i t a p p r o x i m a t e l y b i - m o n t h l y r e i m b u r s e m e n t s ( b a s e d o n 1 6 - m o a c t i v e c o n s t r u c t i o n p e r i o d ) - 1 6 r e i m b u r s e m e n t s t o t a l . R e i m b u r s e m e n t s m a y b e r e q u e s t e d m o n t h l y ; t h e s c h e d u l e o f r e i m b u r s e m e n t s w i l l b e b a s e d o n t h e c o n s t r u c t i o n s c h e d u l e a n d p a y m e n t o n r e i m b u r s a b l e q u a n t i t i e s " P a c k a g e C o o r d i n a t i o n d i r e c t l y w i t h C a l t r a n s C o n t i n u i n g t h r o u g h o u t t h e D u r i n g - C o n s t r u c t i o n p h a s e , A v a n t - G a r d e ' s P r o g r a m & F u n d s M a n a g e m e n t s c o p e w i l l i n c l u d e t h e b u d g e t a n d f i n a n c i a l a d v i s e m e n t o f t h e 1 4 f u n d s o u r c e s , e n s u r i n g t h a t a l l g r a n t r e s o u r c e s a r e b e i n g m a x i m i z e d t o t h e f u l l e s t p o t e n t i a l b e f o r e e x h a u s t i n g t h e l o c a l f u n d s . T h i s b u d g e t i s a l s o i d e n t i f i e d t o b e a v a i l a b l e . f o r o n - c a l l , a s - n e e d e d i t e m s b y t h e P r o j e c t M a n a g e r s a n d C i t y t h a t m a y o r m a y n o t b e i n c l u d e d i n t h e s u m m a r y p r o v i d e d . D u r i n g C o n s t r u c t i o n , P r o g r a m & F u n d s M a n a g e m e n t a c t i v i t i e s m a y i n c l u d e : " O n g o i n g P r o g r a m m a t i c C o m p l i a n c e " M a s t e r a n d I n t e r v a l S c h e d u l i n g S u p p o r t " B u d g e t & F u n d s M a n a g e m e n t a n d C o o r d i n a t i o n b e t w e e n F i n a n c e a n d t h e C o n s t r u c t i o n M a n a g e r " M o n t h l y I n v o i c e e v a l u a t i o n a n d p r e p a r a t i o n o f t h e t e m p l a t e f o r C i t y F i n a n c e p r o c e s s i n g " C o o r d i n a t i o n a n d p r e p a r a t i o n o f p r o g r e s s r e p o r t s o r c o r r e s p o n d e n c e r e l a t e d t o o t h e r g r a n t s s u c h a s B T A , H S I P , R A C o r o t h e r w i s e " C a s h f l o w p r o j e c t i o n s a n d m a n a g e m e n t s u p p o r t t o F i n a n c e d e p a r t m e n t s p e c i f i c a l l y f o r p r o j e c t e x p e n s e s " O n g o i n g s u p p o r t t o C o n s t r u c t i o n M a n a g e r a n d C i t y a s n e e d e d R J V i l 4 R 3 8 - 6 9 $ S - J 8 8 0 v i Lastly in the During-Construction phase, Federal Prevailing Wage Monitoring is required due to the funding nature of this project. The City must include Contract Provisions to the construction contract which include but are not limited to Payment of Prevailing Wages, Record of Materials, Supplies and Labor, Nondiscrimination and Disadvantaged Business Enterprise (DBE} Subcontracting. As the administering agency, the City must ensure the prime contractor and all subcontracts adhere to these provisions and actively monitor compliance. Avant-Garde proposes to provide the following services: • Attend the pre-constmction meeting to review compliance with the selected contractor as well as DBE requirements to prime and subcontractors and outline our compliance role through the duration of the construction period. • Conduct the mandatory field interviews for a basis of comparison with the Certified Payroll Review. Payroll Review is conducted weekly for the duration of the construction contract. • Provide conflict resolution with contractors on matters of payroll, underpayments, unauthorized deductions, and tracking of apprenticeships. • Collect and report on Final DBE Utilization. Post-Construction Phase -includes all work necessary to complete all tina! closeout activities, including various Final Expenditure Reports, fmal progress reports, final utilization reports, etc. Also continues the on-call, as-needed consultation and advisement of project closeout activities of budget and funds management of the 14 funding sources. In the Post-Construction phase, Caltrans Liaison activities will include: • Prepare and submit two (2) Final Report Packages on the federal funding to Caltrans, including t11e Final Reimbursement • Coordinate and Attend the Final Inspection performed hy Cal trans • Package Coordination directly with Caltrans • Prepare and submit the final On the 1 ob Training Utilization In the Post-Construction phase, Program & Funds Management activities may include: • Final reconciliation of grant funding • Prepare and submit Final Reports to each funding agency, in some cases request final reimbursement andlor contract closeout (some grants withhold a retention) • Provide support to Construction/Project Managers to prepare final staff reports to Council • Seek recognition opportunities, preparation of awards and recognition applications, andlor provide funding information for press releases, etc. This budget is identified to be available for on-call, as-needed items by the Project Managers and City that may or may not be inclrrded in the s11mmary provided. RIV #4838-69$8-3880 vl In the Post-Construction phase of the project, Federal Labor Complianee Monitoring activities proposed include coordination required to prepare the Final Closeout, reports and any pending reconciliation efforts to ensure the contractor and City have completed the project in full compliance. This also includes providing the Final Project File to be retained in City files. U. AMENDMENT The Scope of Services, including services, work products, and personnel, are subject to change by mutual Agreement. In the absence of mutual Agreement regarding the need to change any aspects of performance, Consultant shall comply with the Scope of Services as indicated above. iUV #4S38-6lJ58·3S8G vi EXHIB.IT "B" COMPENSATION I. Consultant shall use the following rates of pay in the performance of the Services: A. Program Director $130 B. Program Manager $110 c. Program Coordinator $75 D. Program Assistant $60 II. The City will cumpensate Consultant for the Services performed upon submission uf a valid im•oice. Each invoice is to include: A. Line items as identified in the tables on the following pages of this Exhibit. III. The total compensation for the Services shall not exceed $160,000, as provided in Section 4 of this Agreement. C-1 Not-To-Exceed Lump Sum Proposal City of Temple City Funding Adminisllation, Pmgrnm Management & Labor Compliance Services RosemeadB/vd ~."''. Phase : Pre-Constmction (Duration 9-months) TASKS Billoo Rale I I ...,_, AVA Nf G\Yll 1 TolaiCOS! . ·------+-'$,__ _____ ?0 414 ! 1-----i'!..l'=rwr.r.un liilanaAement I 'Pmllilirmg Wa.ge 11. DBE Monitoring}Complian<:& 1-------'11 .'~..:!!lion oflbe DBE "'l>>!t Pre-bid IT<!eting atter<lance and oooo:llnation to disctsS federal req<iremerm>, Bid Docunert& Coollacl Evaluation br Federal 2 O:xnptiafl:e ---..... 1 ..... _. C-2 $ •$ 29700 29.700 2000 3469 Phase: During-Construction Duration: 18 months Total Cost f , _____ BiUi~I!L_ ,, __ ____ ---------- 1 I _ _ _ _ _ _ J-~nEi!:!q_ A.£h!ii!!i!.tr!tl2'l _______________ .... ____ ~ __________ _ == =====~~~~~~f.~ff,L~ == ====== = ==:: :: = =: = =:: :;:i::: = === 1~© ,_ ____ .... _ ..?r-R~ir!!bl!~ep~LS,!.:b_01~aJ.s.{1§)_ _______ ... _________ +-$-______ JL3jQ.. _________ 4_t!~!Ie.ft.99.!!@p_s95!P.~~~!!.O!] ___ ---·-____ -----.. --------L~ -... -.f1?70 -------~-------------------------------~§ _______ ~&~ I I I I _______ tfr.oar!n.!_ ~a!!aJJ~l'f!.~'.!.t _____________________ t.. _______ _ _ _ _ _ _ _ _ t.lP_roleg Manage!!Jt!.nl_S~g_o[! 8JIC!_F.\:!n.Qin_g ~_!!vljf~ _ _ _ _ _ _ _ _ _ _: .§ _______ 4_4.§@ I 1$ 44550 -------~--------------------------------r--------~-- 1 I _____ rvailinJLW..!ite .!_!lBE Monitoring/Complianc..!!_ ____ r-_ _ __ !--_,,_,_ tfrojecl DeliniUon_ and Proll@_m De~men.\. __ ····-····-··-· ,-···P. 334 ~ __ -2 ~~~~~~~o~~~~~tt~~·:c~~~o~~i~~:~~s~~s~e~e-ra~ __ f ____ 390 __ -'lj£O!Jd.!!CiF_le]!JJ!lt!!ryie~d,!llj_f1!Ldjjf!!tiQ,O_OfJl(9~C!-______ -j-J ____ 7,080 ___ .ii.R~vl.§li(!.O_f<;;_ef!il!.•!!J;:a:trojis_'l!"!.C_O<]f<!!'!§!ti,2n_A_C!i1il!.."'!. _______ L$-___ 2WO I _______________ 1 $ ___ 1Q,724 C-3 Phase : Post-Construction (Duration: 2 months) Tolal Cost Billing Rate I ______ -· ~':!nEina_ A,SiiJ:Ii!Ji~r~t~~ ~· __ ~ -· _ ·w· ________ ... ___ t-____ ~ _ ·-___ _ , ______ J~Pl~~n ______ ------------------L~-------~~~ -------~IQ0.11"@~\!_TJ:•l!im.----------------------.JL-------IS.9 . .:VD!rect Ca!trans Coordination 1 $ 1,508 f -...-~-...-_-_-_-.5;fifiaiiiY!!."£~'"iilVi.!ie]ns-~---~-~-~-~-~-~ _-_-_-_-_-=-:::-.:. ___ ~~-_______ 5.~* -------L-------------------~-----------L----------- I ' -- ---- -1tr~9!S!!l ~~"2ftGI!le_n!_ ------· ~-CH ----------~ ~ -- -------- L ______ J W'2ifl91Jv'!!~£"1.!''2l §.Ufi.PQ!il'f!!l fu.[!d!fl!l!";<liyjtiES. __________ ~ $ ________ ~3_QI!. ~------:---------------.----------------:$_-------~39Q. _ _ -: ~~!a!!if!.g)'\f_!ae.§ _9§~ ~o.!]l!_?!:!_n_£~/,9~my~a!!c~ _________ ~ __________ _ _ _ _ _jjfjf!§llf~s~_ut.§. Y~o[d[laJiq_n ~c_!i0_ti~s _ _ _ _ ~ ~ ~ _______ J ___ -· ___ J J7,§ . I l $ 1 778 Totals:• s 10,1188 GRANo TOTAL $ 160,0.00 C-4 EXHIBIT "C" INSURANCE A. Insurance Requirements. Consultant shall provide and maintain insurance, acceptable to the City Manager or City Counsel, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VIL Consultant shall provide the following scope and limits of insurance: !. Minimum Scope of Insurance. Coverage shall be at least as broad as: (!) Insurance Services Office form Commercial General Liability coverage (Occurrence Form CG 0001). (2) Insurance Services Office form number CA 0001 (Ed. 1/87) covering Automobile Liability, including code ! "any auto" and endorsement CA 0025, or equivalent fom1s subject to the written approval of the City. (3) Workers' Compensation insurance as required by the Labor Code of State of California and Employer's Liability insurance and covering all persons providing services an behalf of the Consultant and all risks to such persons under this Agreement. (4) Professional liability insurance appropriate to the Consultant's profession. This coverage may be written on a ''claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to c!Rims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 3 consecutive years following the completion of Consultant's services or the termination of this Agreement. During this additional 3-year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage. 2. Minimum Limits of Insurance. Consultant shall maintain limits of insurance no less than: (!) General Liability: $1,000,000 general aggregate for bodily injury, personal injury and property damage. (2) Automobile Liability: $1,000,000 per accident for bodily injury and property damage. A combined single limit policy with aggregate limits in an amount of not less than $2,000,000 shall be considered equivalent to the said required minimum limits set forth above. RIV #4B38...09S8<J880 vI C-1 (3) Workers' Compensation and Employer's Liability: Workers' Compensation as required by the Labor Code of the State of California and Employers Liability limits of not less than $1,000,000 per accident (4) Professional Liability: $1,000,000 per occurrence. B. Other Provisions. Insurance policies required by this Agreement shall contain the following provisions; 1. All Policies. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either party to this Agreement, reduced in coverage or in limits except after 30 days' prior written notice by Certified mail, return receipt requested, has been given to City. 2. General Liabilitv and Automobile Liability Coverages. (I) City, and its respective elected and appointed officers, officials, and employees and volunteers are to be covered as additional insureds as respects: liability arising out of activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant ; or automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, or employees. (2} Consultant's insurance coverage shall be primary insurance with respect to City, and its respective elected and appointed, its officers, onicials, employees and volunteers. Any insurance or self insurance maintained by City, and its respective elected and appointed officers, officials, employees or volunteers, shall apply in excess of, and not contribute with., Consultant's insurance. (3) Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. ( 4) Any failure to comply with the reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to City, and its respective elected and appointed officers, officials, employees or volunteers. 3. Workers' Compensation and Employer's Liability Coverage. Unless the City Manager otherwise agrees in writing, the insurer shall agree to waive all rights of subrogation against City, and its respective elected and appointed officers, officials, employees and agents for losses arising from work performed by Consultant. RIV #4838-69$g-3HSO vl C-2 C. Other Reguircments. Consultant agrees to deposit with City, at or before the effective date of this contract, certificates of insurance necessary to satisfy City th&t the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City v.-:ith copies of original endorsements effecting coverage required by this Section. Tbe certi.fi.cates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time. l, Consul !ant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides. 2. Any deductibles or self-insured retentions must be declared to and approved by City. At the op!ion of City, either the insurer shall reduce or eliminate such deductibles or selt~insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim .administration, defense expenses and claims. 3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant's liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement. C-3 ATTACHMENT C FIRST AMENDMENT TO CONSULTANT SERVICES AGREEMENT RIV #4846-6?;13-5176 vl by and between the THE CITY OF TEMPLE CITY, a municipal corporation and ADVANCED AVANT-GARDE a California corporation Dated July 17, 2012 FlRST AMENDMENT TO CONSULTANT SERVICES AGREEMENT This First Amendment to Consultant Services Agreement ("'First AmendmenC), which is dated for reference as indicated on the cover page, is hereby entered into by and between the CITY OF TEMPLE CITY, a municipal corporation ("City''). and ADVANCED AVANT- GARDE, a California corporation. ("Consultant"). as follows: RECITALS A. City and Consultant entered in a Consultant Services Agreement on November I, 2011 ("Agreement"). The Agreement provides that Consultant will provide funding management, labor compliance monitoring, and liaison activities for funding administration agencies such as Caltrans for the Rosemead Boulevard Safety Enhancements and Beautification Project B. Section 2 of and Exhibit --A·' to the Agreement provide the Scope of Services to be performed by Consultant C. Section 4 of and Exhibit ''B" to the Agreement provide that the maximum compensation under the Agreement shall not exceed $160,000.00. D. Subsection A.2 of Exhibit "A" to the Agreement requires the names of any Sub- Consultants to be submitted to the City for approval prior to the commencement of work. E. This First Amendment amends the Agreement to expand the Scope of Services performed by Consultant to include the services outlined and listed in the attached Request for Approval of Additional Work dated July 3, 2012 and to increase the maximum total compensation to $176,500.00. F, This First Amendment shall not be construed to amend Exhibit A of the Agreement to extend the time to complete the Scope of Work for this project OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the promises made and recited herein, the parties do hereby enter into this First Amendment which modifies and amends the Agreement as follows: I. AMENDMENT. The Agreement is hereby modi11ed and amended as t(Jllows: 1.1 SCOPE OF SERVICES. Exhibit "A" to the Agreement is hereby amended to include a new subsection ''Ill'" entitled "Additional Work Approved 7/17112'' The new subsection "I!I" shall read as shown in Exhibit "A: to this First Amendment . 1.2 COMPENSATION. I .2.1 Section4 of the Agreement is hereby amended as follows: RIV #4!146"68 13~5176 vi -2- The second sentence of Section 4, subparagraph (a) of the Agreement is amended to read as follows: "The total compensation, including reimbursement for actual expenses, shall not exceed ONE HUNDERED SEVENTY SIX THOUSAND FIVE HUNDRED DOLLARS ($176,500.00), unless additional compensation is approved in writing by the City Council or City Manager'' 1.2.2 Section "C" (TOTAL COMPENSATION) of Exhibit ·'B" to the AJ,>Teement is hereby amended to read as follows: ''The total compensation for the Services shall not exceed $176,500.00, as provided in Section 4 of this Agreement." 2. GENERAL PROVISIONS. 2. I. I Remainder Unchanged. Except as specifically modified and amended in this First Amendment, the Agreement remains in full force and effect and binding upon the parties. 2.2 Integration. This First Amendment consists of pages I through 4 and attached Exhibit ·'A.!" (2 pages) inclusive, which constitute the entire understanding and agreement of the parties and supersedes all negotiations or previous agreements between the parties with respect to all or any part of the transaction discussed in this First Amendment. 2.3 Effective Date. This First Amendment shall not become effective until the date it has been fonnally approved by the City Council and executed by the City Manager. 2.4 Applicable Law. The laws of the State of Califomia shall govern the interpretation and enforcement of this First Amendment. 2.4.1 References. All references to the Agreement include all their respective tem1s and provisions. All defined tenus utilized in this First Amendment have the same meaning as provided in the Agreement, unless expressly stated to the contrary in this First Amendment. IN WITNESS WHEREOF, the parties hereto have executed this First Amendment to the Agreement on the date and year first written above. CITY OF TEMPLE CITY R1V#4S46-6813-5176 vl " -o- ATTEST: CONSULTANT: ADVANCED AVANT-GARDE CORPORATION ---</ ,:/j/ /_ By: r/ . / v~ .' LissetteLCalleros, Vice-President RlV -#4846-@1 :\·5176 vi -4- AVANT GARDE To: Sha Jarrahi, Project Director (VANIR) From: Lissette Calleros, Vice President Date: July 3, 2012 -Revised Attachment A.1 R e: City of Temple City-Rosemead Boulevard Beautification Project-Request for Approval of Additional Work No. 1 Avant-Garde has had the great pleasure of providing quality program management services for the Rosemead Boulevard Beautification Project. A recent review of our scope of work including timelines previously outlined has prompted us to take another look at the contractual agreement, services provided, and revised project schedule in order to effectively deliver this very important project. On November 1, 2011, the City approved a fee of $160,000 for Avant-Garde to provide funding administration and labor compliance services in three phases, pre-construction with an estimated duration period of 9 months, construction wlth an estimated duration period of 18 months and lastly post-construction with an estimated duration period of 2 months. Currently we have exhausted our budget in the pre-construction phase. Our budget for the pre-construction phase was designated at $51,006. We have spent a lot of extra time coordinating submittals and re-submittals to Caltrans that we originally did not anticipate time for. This extra time is in response to changes to the plans and project conditions that were initiated by the project team and required that the submittals be revised base on the changes. After discussions with Vanir Construction Management, Avant-Garde has agreed to the following: 1. Environmental Clearance: On 4/16/12 Caltrans required a resubmitted package as Caltrans requested that we revise the federal project numbers and combine into one project. This required programming changes with Metro in addition to coordination with Caltrans for processing of the revised environmental clearance document. (Request from Caltrans attached) Additional time spent 25 hours: PM 10 hours @$110, PC 15 hours@ $75 = $2,225 No Extra Cost to the City 2. Right of Way Clearance: On 2/4/12 we resubmitted for the second time in order to revise the amount of easements the designers had designated for the project. This included removal of the private properties on the north side of the project. On 3/29/12 we revised the package for the third time in order to revise the submittal to remove all of the easements and right-of-way notations designated by the design engineers. This included removal of all of the underground utility work on the south side of the project. On 4/12/12 we revised the package for the fourth time to reflect 11Page AVANT GAR. DE the new Federal Project number assigned and remove the permits that had originally been designated. On 5/24/12 we revised the package for the fifth time to revise the project description. The City clarified that driveways would not be closed at the gas stations as previously stated in the environmental submittal project description in additional the city clarified that agreements had not been secured for leasing of commercial properties for staging areas, therefore the package had to be revised to remove such notations. We also revised the bid items to include the designated utility owners for the utilities that had been designated to be In conflict with the project. Additional time spent 80 hours: PM 15 hours @$110, PC 66 hours@ $75 = $6,600 3. E-76: On 5/2/12 Caltrans requested that we combine the original submittals to one package, based on the changes that had been initiated by the Environmental Clearance and change of Federal Project Number. On 5/7/12 we revised the submittal to include the dates for the ROW approval. Additional time spent 20 hours; PM 5 hours @$110, PC 15 hours@ $75 = $1,675 No Extra Cost to the City 4. Program & Funds Management: In order to continue our support services until construction begins, which is estimated based on the current construction schedule to begin in August 2012 we are requesting that additional time be allocated to our budget for June through July. This budget is Identified to be available for on-call, as- needed items by the Project Managers and City, complete reporting required by the funding agencies and coordination with finance on budgetary items. At this time, based on the recent history of the project, Avant-Garde assumes approximately 45 hours per month will be sufficient to perform these actiVities. Additional time requested until construction begins: 90 hours@ $110 = $9,900 At this time, Avant-Garde respectfully requests consideration of a contract amendment in the amount of$ 16,500. If you have any questions please feel free to contact me at 909- 979-6587. Thank you in advance for your consideration and for the opportunity to continue our assistance with delivering the utmost professional services to your City. Sincerely, Lissette Calleros Approval of Additional Work No. 1: City ofTemple City ZIP age ATTACHMENT 0 ROSEMEAD BOULEVARD SAFETY ENHANCEMENT and BEAUTIFICATION PROJECT Budget Overview Total Local & State Funds $ Total Federal Funds $ TOTAL FIRM BUDGET $ Total Encumbrances {pre-con) to date $ Construction phase expenses budget $ 3670 W. Temple Ave., #278, Pomona, CA 91768 16,252,110 4,317,717 20,569,827 (3,662,354) 16,907.473 October 2013 18% [I! AVANT f:-i\I~Ts r ROSEMEAD BOULEVARD SAFETY ENHANCEMENT and BEAUTIFICATION PROJECT Fund FEDERAL FUNDS . STPL-federal reimbursement funds distributed A annually per capita HPLU federal reimbursement funds earmarked from B congressional legislation HSIP-Highway Safety Improvement Program, federal C reimbursement competitive grant CMAQ-federal reimbursement funds secured through D LACMTA Call for Projects COUNTY FUNDS .. .. Prop A-monthly receipts of County sales taxes for E transit functions Prop C-monthly receipts of County sales taxes for F transportation MeasureR-monthly receipts of County sales tax G initiative for transit & transportation STATE FUNDS <··· ·· .• .· . ·· Prop 18-State-generated bond funds distributed per H capita in two allocations Traffic Congestion Relief (TCR) funds~ quarterly receipts I of State generated sales taxes on gasoline s BTA-Bicycle Transportation; State reimbursement funds, J competitive grant awarded K TDA Article 3 Funds CITY FUNDS •. .... . L Successor Agency Funds Lighting & Landscaping Assessment District {LLD)- M funds locally generated by assessment General Fund Account: Payment from Caltrans {non- N restrictive) 6 0 Gas Tax Funds P Economic Development Reserve Total Funds 1 No additional grant funds are being pursued at this time 2 Call for Projects (CFP) funds Guaranteed Future Fiscal reimbursement Year (FY) Cash in the Bank funds, Allocations 4 ... $ -$ 1,007,813 $ $ 719,920 $ $ $ 340,000 $ - $ -$ 2,249,984 $ - . . $ 1,500,000 $ -$ - $ 4,939,210 $ $ 448,000 $ 483,700 $ $ 336,440 . · . . .· $ 1,136,550 $ $ - $ 422,898 $ -$ $ $ 443,000 $ $ 6,312 .. · $ • 1;soo,ooo $ -$ $ 2,000,000 $ $ - $ 386,000 $ $ $ 1,350,000 $ $ $ 1,000,000 $ 15,024,670 $ 4,760,717 $ 784,440 3 Funds are encumbered for the project; Expenses must be paid in advance and submitted for reimbursment 4 Annual or other per capita dispersements based on projections 5 Funds must be spent within two fiscal years per program c Funds are direct payment from Caltrans re: relinquishment; non-restrictive and designated for specialty soft costs 3670 W. Temple Ave., #278, Pomona, CA 91768 Potential supplemental funds 1 $ $ - $ $ $ $ $ - $ $ $ $ - $ Total per Fund .. $ 1,007,813 $ 719,920 $ 340,000 $ 2,249,984 $ 1,500,000 $ 5,387,210 $ 820,140 $ 1,136,550 $ 422,898 $ 443,000 $ 6,312 . $ 1,800,000 $ 2,000,000 $ 386,000 $ 1,350,000 $ 1,000,000 $ 20,569,827 ;_-.~.1 I ' ' ' ,, _ _...,.....__~