10-0602_DEXTER WILSON ENGINEERING, INC_Personal Services AgreementPERSONAL SERVICES AGREEMENT
TRIS AGREEMENT is made, entered into, and shall become effective this
day o010, by and between the City of San Juan Capistrano (hereinafter
referred to as the "City") and Dexter Wilson Engineering, Inc. (hereinafter referred to as
the "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to prepare improvement plans for the relocation of an under -ground Pressure
Reducing Station to above -ground located at Calle Pinon and
WHEREAS, Consultant is qualified by virtue of experience, training, education
and expertise to accomplish such services.
NOW, THEREFORE, City and Consultant mutually agree as follows:
Section 1. Scope of Work.
The scope of work to be performed by Consultant shall consist of those tasks as
set forth in Exhibit 'A" attached and incorporated herein by reference. To the extent
that there are any conflicts between the provisions described in Exhibit "A" and those
provisions contained within this Agreement, the provisions in this Agreement shall
control.
Section 2. Term.
This Agreement shall commence on the effective date and shall terminate, and
all services required hereunder shall be completed, no later than June 30, 2010.
Section 3. Compensation.
3.1 Amount.
Total compensation for the services hereunder shall not exceed $11,200
(Eleven thousand and two hundred dollars) as set forth in Exhibit "B," attached and
incorporated herein by reference.
3.2 Method of Payment.
Subject to Section 3.1, Consultant shall submit monthly invoices based on
total services which have been satisfactorily completed for such monthly period. The
City will pay monthly progress payments based on approved invoices in accordance
with this Section.
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3.3 Records of Expenses.
Consultant shall keep complete and accurate records of all costs and
expenses incidental to services covered by this Agreement. These records will be
made available at reasonable times to City.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not
an agent or employee of City, and shall obtain no rights to any benefits which accrue to
City's employees.
Section 5. Limitations Upon Subcontracting and Assi nment.
The experience, knowledge, capability and reputation of Consultant, its principals
and employees were a substantial inducement for City to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required
without written approval of the City. This Agreement may not be assigned, voluntarily or
by operation of law, without the prior written approval of the City. If Consultant is
permitted to subcontract any part of this Agreement by City, Consultant shall be
responsible to City for the acts and omissions of its subcontractor as it is for persons
directly employed. Nothing contained in this Agreement shall create any contractual
relationships between any subcontractor and City. All persons engaged in the work will
be considered employees of Consultant. City will deal directly with and will make all
payments to Consultant:
Section 6. Changes to Scope of Work.
For extra work not part of this Agreement, a written authorization from City is
required prior to Consultant undertaking any extra work. In the event of a change in the
Scope of Work provided for in the contract documents as requested by the City, the
Parties hereto shall execute an addendum to this Agreement setting forth with
particularity all terms of the new agreement, including but not limited to any additional
Consultant's fees.
Section 7. Familiaritv with Work and/or Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated
the work to be performed; (2) if applicable, it has investigated the work site(s), and is
aware of all conditions there; and (3) it understands the facilities, difficulties and
restrictions of the work to be performed under this Agreement. Should Consultant
discover any latent or unknown conditions materially differing from those inherent in the
work or as represented by City, it shall immediately inform the City of this and shall not
proceed with further work under this Agreement until written instructions are received
from the City.
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Section B. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law; E -Verify.
9.1. Compliance with Law.
Consultant shall comply with all applicable laws, ordinances, codes and
regulations of federal, state and local government.
9.2. E -Verify.
If Consultant is not already enrolled in the U.S. Department of Homeland
Security's E -Verify program, Consultant shall enroll in the E -Verify program within fifteen
days of the effective date of this Agreement to verify the employment authorization of
new employees assigned to perform work hereunder. Consultant shall verify
employment authorization within three days of hiring a new employee to perform work
under this Agreement. Information pertaining to the E -Verify program can be found at
http://www.uscis.gov, or access the registration page at https://www.vis-
dhs.com/employerregistration. Consultant shall certify its registration with E -Verify and
provide its registration number .within sixteen days of the effective date of this
Agreement. Failure to provide certification will result in withholding payment until full
compliance is demonstrated.
Section 10. Conflicts of Interest.
Consultant covenants that it presently has no interest and shall not acquire any
interest, direct or indirect, which would conflict in any manner or degree with the
performance of the services contemplated by this Agreement. No person having such
interest shall be employed by or associated with Consultant.
Section 11. Copies of Work Product.
At the completion of the work, Consultant shall have delivered to City at least one
(1) copy of any final reports and/or notes or drawings containing Consultant's findings,
conclusions, and recommendations with any supporting documentation. All reports
submitted to the City shall be in reproducible format, or in the format otherwise
approved by the City in writing.
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Section 12. Ownership of Documents.
All reports, information, data and exhibits prepared or assembled by Consultant
in connection with the performance of its services pursuant to this Agreement are
confidential to the extent permitted by law, and Consultant agrees that they shall not be
made available to any individual or organization without prior written consent of the City.
All such reports, information, data, and exhibits shall be the property of the City and
shall be delivered to the City upon demand without additional costs or expense to the
City. The City acknowledges such documents are instruments of Consultant's
professional services.
Section 13. indemnity.
To the fullest extent permitted by law, Consultant agrees to protect, defend, and
hold harmless the City and its elective and appointive boards, officers, agents, and
employees from any and all claims, liabilities, expenses, or damages of any nature,
including attorneys' fees, for injury or death of any person, or damages of any nature,
including interference with use of property, arising out of, or in any way connected with
the negligence, recklessness and/or intentional wrongful conduct of Consultant,
Consultant's agents, officers, employees, subcontractors, or independent contractors
hired by Consultant in the performance of the Agreement. The only exception to
Consultant's responsibility to protect, defend, and hold harmless the City, is due to the
negligence, recklessness and/or wrongful conduct of the City, or any of its elective or
appointive boards, officers, agents, or employees.
This hold harmless agreement shall apply to all liability regardless of whether any
insurance policies are applicable. The policy limits do not act as a limitation upon the
amount of indemnification to be provided by Consultant.
Section 14. Insurance.
On or before beginning any of the services or work called for by any term of this
Agreement, Consultant, at its own cost and expense, shall carry, maintain for the
duration of the agreement, and provide proof thereof that is acceptable to the City, the
insurance specified below with insurers and under forms of insurance satisfactory in all
respects to the City. Consultant shall not allow any subcontractor to commence work
on any subcontract until all insurance required of the Consultant has also been obtained
for the subcontractor. Insurance required herein shall be provided by insurers in good
standing with the State of California and having a minimum Best's Guide Rating of A -
Class VII or better.
14.1 Comprehensive General Liability.
Throughout the term of this Agreement, Consultant shall maintain in full
force and effect Comprehensive General Liability coverage in an amount not less than
one million dollars per occurrence ($1,000,000.00), combined single limit coverage for
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risks associated with the work contemplated by this agreement. If a Commercial
General Liability Insurance form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be performed
under this agreement or the general aggregate limit shall be at least twice the required
occurrence limit.
14.2 Comprehensive Automobile Liability.
Throughout the term of this Agreement, Consultant shall maintain in full
force and effect Comprehensive Automobile Liability coverage, including owned, hired
and non -owned vehicles in an amount not less than one million dollars per occurrence
($1,000,000.00).
14.3 Worker's Compensation.
If Consultant intends to employ employees to perform services under this
Agreement, Consultant shall obtain and maintain, during the term of this Agreement,
Worker's Compensation Employer's Liability Insurance in the statutory amount as
required by state law.
14.4 Proof of Insurance Requirements/Endorsement.
Prior to beginning any work under this Agreement, Consultant shall submit
the insurance certificates, including the deductible or self -retention amount, and an
additional insured endorsement naming City, its officers, employees, agents, and
volunteers as additional insureds as respects each of the following: Liability arising out
of activities performed by or on behalf of Consultant, including the insured's general
supervision of Consultant; 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 City, its officers, employees, agents, or volunteers.
14.5 Errors and Omissions Coverage [FOR PROFESSIONSIWORK
EXCLUDED FROM GENERAL LIABILITY]
Throughout the term of this Agreement, Consultant shall maintain Errors
and Omissions Coverage (professional liability coverage) in an amount of not less than
One Million Dollars ($1,000,000). Prior to beginning any work under this Agreement,
Consultant shall submit an insurance certificate to the City's General Counsel for
certification that the insurance requirements of this -Agreement have been satisfied.
14.6 Notice of Can ceIlation/Termination of Insurance.
The above policy/policies shall not terminate, nor shall they be cancelled,
nor the coverages reduced, until after thirty (30) days' written notice is given to City,
except that ten (10) days' notice shall be given if there is a cancellation due to failure to
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pay a premium.
14.7 Terms of Compensation.
Consultant shall not receive any compensation until all insurance
provisions have been satisfied.
14.8 Notice to Proceed.
Consultant shall not proceed with any work under this Agreement until the
City has issued a written "Notice to Proceed" verifying that Consultant has complied
with all insurance requirements of this Agreement.
Section 15. Termination.
City shall have the right to terminate this Agreement without cause by giving
thirty (30) days' advance written notice of termination to Consultant.
In addition, this Agreement may be terminated by any party for cause by
providing ten (10) days' notice to the other party of a material breach of contract. If the
other party does not cure the breach of contract, then the agreement may be terminated
subsequent to the ten (10) day cure period.
Section 16. Notice.
All notices shall be personally delivered or mailed to the below listed addresses,
or to such other addresses as may be designated by written notice. These addresses
shall be used for delivery of service of process:
To City: City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attn: William Curry
To Consultant: Dexter Wilson Engineering, Inc_ .
2234 Faraday Avenue
Carlsbad, CA 92008
Attn: Andrew M. Oven, PE
Section 17. Attorneys' Fees.
If any action at law or in equity is necessary to enforce or interpret the terms of
this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs
and necessary disbursements in addition to any other relief to which he may be entitled.
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Section 18. Dispute Resolution.
In the event of a dispute arising between the parties regarding performance or
interpretation of this Agreement, the dispute shall be resolved by binding arbitration
under the auspices of the Judicial Arbitration and Mediation Service ("JAMS").
Section 19. Entire Acireement.
This Agreement constitutes the entire understanding and agreement between the
parties and supersedes all previous negotiations between them pertaining to the subject
matter thereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement.
APPROVED AS TO FORM:
CITY OF SAN JUAN CAPIS RANO
By. A��
ae Tait, Yity Manager
CONSULTANT
By:
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DEXTER WILSON ENGINEERING, INC.
March 3, 2010
City of San Juan Capistrano
Utilities Department
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Attention: Eric P. Bauman, P.E., Utilities Engineering Manager
DEXTER S. WILSON, P,E.
ANDREW M. OVEN, P.E.
STEPHEN M. NIEISEN, P.E.
DIANE H. SHAUGHNESSY, P.E.
000-204
Subject: Proposal for Engineering Services to Prepare Improvement Plans for the
Above -Ground Relocation of the Calle Pinon Pressure Reducing Station
We are pleased to provide the City of San Juan Capistrano Utilities Department with the
following proposal for engineering services. The work, as further described in the Scope of
Services below, consists of providing professional engineering services for the final design
of improvements to the Calle Pinon Pressure Reducing Station. The Utilities Department
has indicated a preference for relocating this facility above ground. This proposal
encompasses the coordination of several engineering disciplines to accomplish this goal.
The Scope of Services comprises the design phase of the project. Bidding and construction
phase services are not included at this time. Additional clarification of the proposed scope
is provided within the Scope of Services portion of this proposal.
Exhibit "A" provides an estimate of hours by task, and Exhibit "B" provides an estimate of
costs by task. We propose to do the work on an hourly rate basis with a cost ceiling for the
tasks described of $11,200.
2234 FARADAY AVENUE . CARLSBAD, CA 92008 • (760) 438-4422 FAX (760) 438-0173
Eric P. Bauman, P,E.
Calle Pinon PRS
March 3, 2010
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SCOPE OF SERVICES.
Dexter Wilson Engineering, Inc. will perform the following tasks.
Task 1 - Research existing As -Built drawings, geotechnical reports, and
cathodic protection studies for the Calle Pinon Pressure Reducing
Station site. Researched drawings will include street and utility
improvement plans and grading plans.
Task 2 - Conduct geotechnical review of the Calle Pinon Pressure Reducing
Station site using the researched geotechnical reports prepared for
the subdivisions in which these stations are located and other
literature available for the area.
Task 3 - Prepare site piping plan for the relocated pressure reducing station.
In keeping with the Utilities Department preference, we propose to
use As -Built drawings as a background for the site piping plan.
Task 4 - Perform calculations and prepare details for construction of structural
retaining walls necessary for the above ground pressure reducing
station pads.
Task 5 - Prepare mechanical plan and sections for the relocated above -grade
pressure reducing station. Mechanical plans will include equipment
and materials list, and piping connection details.
Task 6 - Prepare cathodic protection detail drawings and reference all details
on the site piping plan and mechanical plans as appropriate.
Task 7 - Prepare material specifications for necessary components of the
relocation design. Most equipment items will be adequately specified
in the Materials List and be open to competitive bidding. Certain
components such as the pressure reducing and pressure relief valves
will be specified and not allowed to be substituted by seemingly equal
equipment.
Eric P. Bauman, P.E.
Calle Pinon PRS
March 3, 2010
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Task 8 - Prepare a 30 percent submittal and submit to the City of San duan
Capistrano Utilities Department that will include the piping layout
and pressure reducing and pressure relief valve specifications. This
information will be adequate for the City to pre -purchase the pipe and
valves for the pressure reducing station. Prepare a 90 percent
submittal for Utilities Department review. This proposal is based on
the submittal process being done directly with the Utilities
Department. Any other permits or plan reviews that may be needed
shall be handled by the Utilities Department.
Task 9 - Address plan review comments on the 90 percent submittal and
resubmit 100 percent plans for final review and approval. Upon
approval submit one set of final mylar drawings for Utilities
Department signature; also submit AutoCAD dwg files of the final
drawing set_
Task 10 - Direct costs for printing, reproduction, and postage.
mope of Services Exclusions and Limitations
1. This proposal does not include services during bidding or construction.
2. This proposal excludes any site topographic or field survey. We recommend that a
site survey be completed for the site. This would add a cost of $2,000 to the
proposal.
3. This proposal has no allowance for legal descriptions for changes in easements or
obtaining new easements.
4. The proposal does not include obtaining community group acceptance of the
proposed facility location and appearance. The proposal does not include time for
attendance at public meetings or community group reviews.
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Eric P. Bauman, P.E.
Calle Pinon PRS
March 3, 2010
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5. This proposal is based on the upgraded PR Station being located in the near vicinity
of the existing station. No pipeline extensions are included in the scope of work.
6. No geotechnical field work is included in this proposal.
7. The cathodic protection design is only for the new piping to be installed as part of
the relocation and upgrade. The new piping is planned to be isolated from the
existing piping to ensure proper protection of all the new piping and components.
8. No electrical/telemetry design work is part of this proposal. We can coordinate with
the Utilities Department to include installation of conduit only for future use.
COMPENSATION
Work completed under this contract will be billed on a monthly basis. Fees will be
calculated on an hourly rate basis by multiplying the actual hours worked on the job in
each classification by the rates in the schedule attached as Exhibit "C". These fees are
subject to change in January of each year.
TIME OF PERFORMANCE
All tasks will be performed in a timely manner. We anticipate the minimum time to
complete all tasks is three weeks from execution of this contract.
In addition, we can provide the Utilities Department with material and equipment
specifications to allow the Utilities Department to pre -purchase the long -lead items.
COST ESTIMATES
Since the Design Professional has no control over the cost of labor, materials, or
equipment, or over the Contractor's method of determining prices, or over competitive
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Eric P. Bauman, P.E.
Calle Pinon PRS
March 3, 2010
Page 5
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bidding or market conditions, his opinions of probable construction cost provided for herein
are to be made on the basis of his experience and qualifications. These opinions represent
his best judgment as a Design Professional familiar with the construction industry.
However, the Design Professional cannot and does not guarantee that proposals, bids, or
the construction costs will not vary from opinions of probable cost prepared by him. If the
Owner wishes greater assurance as to the construction cost, he shall employ an
independent cost estimator.
OWNERSHIP OF ORIGINALS
The Owner acknowledges the Design Professional's plans and specifications as instruments
of professional service. Nevertheless, the plans and specifications prepared under this
agreement shall become the property of the Owner upon completion of the work. The
Owner agrees to hold harmless and indemnify the Design Professional against all
damages, claims, and losses, including defense costs, arising out of any reuse of the plans
and specifications without the written authorization of the Design Professional.
QUALIFICATIONS
Andrew M. Oven will supervise the services described above. Mr. Oven is a Registered
Civil Engineer in California and graduated from Santa Clara University with a Bachelor of
Science in Civil Engineering, and from the University of California at Berkeley with a
Master of Science in Engineering.
Thank you for the opportunity to provide a proposal on this project. If it meets your
approval, please provide us with a Notice to Proceed and prepare a contract in your format
for our signature.
Eric P. Bauman, P.E.
Calle Pinon PRS
March 3, 2010
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Respectfully submitted,
Dexter Wilson Engineering, Inc.
4, �, e� �k�
Andrew Oven, P.E.
AO:ps
cc: William W. Curry, Assistant Utilities Director, City of San Juan Capistrano
Attachments
Exhibit "A"
Summary of Hours by Task
APT
A -A WIEN,
97 AIN-�
2
0
3
2
Geotechnical Subconsultant
3
5
10 0
15
4
Structural Subconsultant
5
8
16 0
24
6
Corrosion Subconsultant
7
3
0
0
3
8
0
3
0
9
2
2
0
4
10
Direct Costs
52
Exhibit "S"
Sun=ary of Costs by Task
Y 40,�3Q
,.#8
_ tr
1
380
2
1,500
3
1,900
4
900
5
3,040
6
1,770
7
540
8
300
9
560
10
310
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Exhibit "C"
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DEXTER WILSON ENGINEERING, INC.
Rate Schedule
Effective 01/01/2010
CLASSIFICATION HOURLY RATE
Office Personnel:
PlanninglDesign
Principal Engineer (RCE)
$190.00
Managing Engineer (RCE)
$180.00
Project Engineer (RCE)
$160.00
Design Engineer (RCE)
$130.00
Associate Engineer II
$106.00
Associate Engineer I
$ 95.00
Engineering Aide II
$ 95.00
Engineering Aide I
$ 85.00
Construction/Design
Project Manager/Engineer (RCE) $160.00
Drafting/Design
Senior Designer $100.00
Senior Drafter $ 90.00
Drafter II $ 80.00
Drafter I $ 70.00
Clerical
Typist $ 50.00