04-0217_THIRTIETH STREET ARCHITECTS, INC._Personal Services AgreementPERSONAL SERVICES AGREEMENT
.ye
THIS AGREEMENT is made and entered into this daa
y of
2004, by and between the City of San Juan Capistrano (hereinafter referred to as th
"City") and Thirtieth Street Architects (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to Prepare plans and specifications for the Rehabilitation of the San Juan
Capistrano Regional Library ; 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.
Consultant warrants that all of its services shall be performed in a competent,
professional and satisfactory manner and in accordance with the prevalent standards of
its profession.
Section 2. Term.
This Agreement shall commence on the effective date of this Agreement and
services required hereunder shall be completed by no later than December 31, 2004
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services forthis Project shall not exceed
Fifty Six Thousand Six Hundred and Forty Dollars ($56,640.00), as set forth in Exhibit "B,"
attached and incorporated herein by reference.
3.2 Rate Schedule.
The services shall be billed to the City at the hourly rate set forth in Exhibit
c:\myBles\agree\personalsvcs.wpd 01/25/00
p:\City Manager\cmgr shared\personalsvcs.wpd -t-
"E," attached and incorporated herein by reference. Included within the compensation are
all the Consultant's ordinary office and overhead expenses incurred by it, its agents and
employees, including meetings with the City representatives and incidental costs to
perform the stipulated services. Submittals shall be in accordance with Consultant's
proposal.
3.3 Method of Payment.
Consultant shall submit monthly invoices based on total services which have
been satisfactorily completed and specifying a percentage of projected completion for
approval by the City. The City will pay monthly progress payments based on approved
invoices in accordance with this Section.
For extra work not part of this Agreement, a written authorization from City
is required prior to Consultant undertaking any extra work.
3.4 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 Assignment.
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.
c:\myfiles\agree\personalsvcs.wpd 01/25/00
p:\City Manager\cmgr shared\personalsvcs.wpd -2-
Section 6. Changes to Scope of 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. Familiarity with Work and Construction Site.
By executing this Agreement, Consultant warrants that: (1) it has investigated the
work to be performed; (2) it has investigated the proposed construction site, including the
location of all utilities, and is aware of all conditions there; and (3) it understands the
facilities, difficulties and restrictions of the work 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 City of this and shall not
proceed with furtherwork under this Agreement until written instructions are received from
the City.
Section 8. Time of Essence.
Time is of the essence in the performance of this Agreement.
Section 9. Compliance with Law.
Consultant shall comply with all applicable laws, ordinances, codes and regulations
of federal, state and local government.
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 contract period, Consultant shall have delivered to City at
least one (1) copy of any final reports and architectural drawings containing Consultant's
findings, conclusions, and recommendations with any support documentation. All reports
submitted to the City shall be in reproducible format.
All services to be rendered hereunder shall be subject to the direction and approval
c:\myfiles\agree\personalsvcs.wpd 01125/00
p:\City Manager\cmgr shared\personalsvcs.wpd -3-
of the City.
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.
Consultant agrees to protect, defend and hold harmless City, its elected and
appointed officials 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 damage to
property or interference with use of property and for errors and omissions committed by
Consultant arising out of or in connection with the work, operation or activities of
Consultant, its agents, employees and subcontractors in carrying out its obligations under
this Agreement.
Section 14. Insurance.
Insurance required herein shall be provided by Admitted 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 the following minimum amounts:
$500,000 property damage;
$500,000 injury to one person/any one occurrence/not limited to contractual
period;
$1,000,000 injury to more than one person/any one occurrence/not limited to
contractual period.
14.2 Comprehensive Automobile Liability.
c:\myfiles\agree\personalsvcs.wpd 01/25/00
p:\City Manager\cmgr shared\personalsvcs.wpd -4-
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 the following minimum amounts:
$500,000 property damage;
$500,000 injury to one person/any one occurrence/not limited to contractual
period;
$1,000,000 injury to more than one person/any one occurrence/not limited to
contractual period
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 to the Consultant's general liability and umbrella liability
policies using ISO form CG 20 10 11 85 (in no event with an edition date later than 1990)
to the City's General Counsel for certification that the insurance requirements of this
Agreement have been satisfied.
14.5 Errors and Omissions Coverage
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). Priorto beginning any work underthis 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 Cancellation/Termination of Insurance.
The above policy/policies shall notterminate, norshall 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 pay a
premium.
c:\myfiles\agree\personalsvcs.wpd 01/25/00
p:\City Manager\cmgr shared\personalsvcs.wpd -5-
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 and Consultant shall have the right to terminate this Agreement without cause
by giving thirty (30) days' advance written notice of termination to the other party
I n addition, this Agreement may be terminated 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: Director of Engineering & Building
To Consultant: Thirtieth Street Architects
2821 Newport Blvd.
Newport Beach, Ca 92663
Attn: John C. Loomis
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.
Omyfiles\agree\personalsvcs.wpd 01/25/00
pACity Manager\cmgr shared\personalsvcs.wpd -6-
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 Agreement.
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
CITY
By: `�
Joe Soto,
CO
'
John -C. Loomis
ATTEST:
0a ret R. Monahan, City Clerk
AS TO FORM:
John R. S aw, City Attorney
executed this Agreement.
J
c:\myfiles\agree\personalsvcs.wpd 01125/00
pACity Manager\cmgr shared\personalsvcs.wpd '7-
Exhibit "A" Scope of Work
Based on the City's RFP, a field visit and discussions with the City's Project Manager, we
propose the following Scope of Work for the project.
Services Provided by TSA
• Architectural Design
• Landscape Architecture and Irrigation Design
• Electrical Engineering
• Civil Engineering
• Structural Engineering
• Cost Estimating
Services Provided by City of San Juan Capistrano
• Hazardous Materials Report
• Dryrot Report
• Termite Report
• Mold and Mildew Report
• Destructive Testing and Repair of Finishes
Phase 1, Assessment of Existing Conditions
1.1 The Architect shall attend a kick-off meeting with the City to verify program requirements,
establish an expeditious work schedule including the identification of all major meetings,
submittal and approval dates, discuss budget requirements and other pertinent project
matters.
1.2 The Team shall review the existing database including the original Construction
Documents, Soils Report, and the reports by Christopher Construction and Friess Company
Builders.
1.3 The Civil Engineer shall prepare a detailed localized topographic survey around the
building perimeter and garden areas to identify existing drainage patterns of planters,
paving and existing grade.
1.4 The Landscape Architect shall assess the condition of the existing landscape and irrigation
system.
1.5 The MPE Engineer shall assess the condition of the exterior lighting and exposed conduit
at pergolas, etc.
1.6 The City shall have prepared a hazardous materials and termite report, dryrot report and
mold and mildew report.
1.7 The City shall open up various building cavities etc. where needed for inspection by the
Team as directed by the Architect. This work will be accomplished during non -hours of
Page 1
library operation and debris will be removed offsite to minimize any disruption to library
functions. The City shall provide temporary weather protection to these areas during the
Assessment Phase of work. Permanent repairs to these areas disturbed will be included in
the Scope of the Work in the Bid Package.
1.8 All field work shall be coordinated with the City and the Orange County Library.
1.9 Based on the reports by Christopher Construction and the Friess Company Builders, the
Architect shall conduct a field reconnaissance with the entire Consultant Team to access
existing conditions and to identify the extent of deterioration and to identify causes of
deterioration, damage, or distress.
1.10 The Architect shall meet with the City on a periodic basis as required.
1.11 The Architect shall summarize the Team's findings in a brief written report.
Assessment of Existing Conditions Products:
• Written report summarizing existing conditions and extent and causes of deterioration.
Phase 2, Preliminary Design
2.1 Based on the identified assessment of existing conditions, areas of deterioration and causes
of deterioration, the Architect shall prepare for review by the City alternative design
solutions to repair the damage, mitigate the cause of the deterioration, other suggestions or
improvements to minimize future deterioration and to minimize future maintenance.
Recommendations shall include site drainage, landscape improvements, irrigation
modifications, exterior lighting and electrical, as well as building envelope
weatherproofing. All work shall be designed to be invisible and not impact the appearance
of the existing library.
2.2 The Cost Estimator shall prepare cost estimates for each of the alternatives.
2.3 The Architect shall meet with City staff and present the alternatives.
2.4 The Architect shall coordinate with City and County as required.
2.5 After the selection of the "preferred" alternatives by the City, the Architect shall prepare
for review a final design package identifying all elements of the proposed repairs and
preventative work, and a preliminary cost estimate for the work.
2.6 The Architect shall coordinate with the consultants as required.
2.7 The Architect shall assist the City in obtaining Design approvals from the City of San Juan
Capistrano.
2.8 The Architect shall include one presentation to the City Council if required.
Page 2
Preliminary Design Products:
• Preliminary alternatives and cost estimates.
• Final Design package including final design cost estimate.
Phase 3, Construction Documents and Bidding
3.1 Based on the selected design alternatives and any further adjustments in the scope or
quality of the project, or in the construction budget authorized by the City, the Architect
shall prepare for approval by the City, Construction Documents consisting of Drawings and
Specifications setting forth in detail the requirements for the construction of the project.
3.2 The Architect shall advise the City of any adjustments to previous preliminary estimates of
construction cost indicated by changes in requirements of general market conditions.
3.3 The Architect shall assist the City in filing the documents required for the approval of
government authorities having jurisdiction over the project.
3.4 The Architect shall coordinate approval of the Construction Documents by the City and
shall make any revisions or additions as necessary.
3.5 The Architect, following the City's approval of the Construction Documents and of the
latest preliminary estimate of construction cost, shall prepare the bid package and assist the
City in obtaining bids and assist in awarding and preparing contracts for construction.
3.6 The Architect and all consultants shall attend a pre-bid meeting for the Project at the
project site.
3.7 The Architect shall respond to all Contractor questions concerning the architectural and
technical matters during the bidding and shall act as a "clearing house" for all questions for
the consultants.
3.8 The Architect shall issue Addenda clarifying Contractor's questions during the bidding
period.
Construction Documents and Bidding Products:
A complete set of Construction Documents including all Drawings, Specifications and
contract language along with all other documentation required as part of the bid package.
All building systems will be descriptively diagrammed to fully illustrate their proposed
scope and functions.
A detailed construction cost estimate and summary in C.S.I. format with individual line
items including unit costs, quantities, and total quantity costs.
Questions Log.
Page 3
Phase 4, Construction Observation
4.1 The Architect's Project Manager shall visit the site on a bi-monthly basis during
construction or as otherwise agreed by the City in writing to become generally familiar
with the progress and quality of the Work, and to determine in general, if the Work is
proceeding in accordance with the Contract Documents. Additional site visits may be
required from time to time, however, the Architect shall not be required to make exhaustive
or continuous on-site inspections to check the quality or quantity of the Work. On the basis
of such on-site observations as an Architect, the Architect shall keep the City informed of
the progress and quality of the Work.
4.2 The Consultants shall visit the site at intervals appropriate to the stage of construction or as
otherwise agreed by the Architect and the City to become generally familiar with the
progress and quality of the Work and to determine if the Work is proceeding in accordance
with the Contract Documents. The consultants shall not be required to make continuous or
exhaustive on-site inspections to check the quality or quantity of the Work.
4.3 The Architect shall review and take appropriate action upon those Shop Drawings, product
data and samples required of the Contractor by the Contract Documents, but only for the
limited purpose of checking for general conformance with the visual aesthetic design
concept as expressed in the Contract Documents. The Architect shall not be responsible for
any deviation between (1) the Shop Drawings; and, (2) the Contract Documents and field
conditions.
4.4 When the Work is substantially complete, the Architect and the entire consultant team shall
walk the job with the County and the General Contractor and shall prepare a Final Punch
List describing all incomplete or unsatisfactory areas of the Work. After the General
Contractor has completed all items on the Punch List, the Architect and the entire
consultant team shall make a final walk-through to verify that all items have been
completed. The Architect shall assist the City with final project closeout as required.
4.5 The City shall provide Contractor with a set of prints of the original Contract Document
drawings at the commencement of construction. The Contractor, at the Contractor's sole
expense, shall maintain and keep up to date during the course of the Work, as -built
sketches and notes which accurately document any and all changes or deviation from the
Contract Document drawings. The Contractor is solely responsible for the accuracy and
completeness of these marked -up drawings. These drawings shall be available for review
by the City and Architect at any time during the course of construction.
Construction Observation Products:
• Field Orders.
• Proposals Requests.
• Change Orders.
• Final Punch List.
• Final Letter Recommending Acceptance of Project.
Page 4
KJA1 i 4�-i;n Grorrp
ISuI l amimGiputra nn
,San tum L ipkL; dnn. C\
f9 F) -4J3-29170
Thirtieth Street Architects, Inc.
'I' I A', p"I t III, d..
N,, It Bash I .1
John Loomis. Project Architect
Pr luq Corrudlam!
(_�nr�Jmerk �'h�rrtlrn��6
B,,,ii1131, d
Lon." l e'I'll I rA
(Sn'_) 9,,, ,19_—,-
.4irlro Poitrtr
frr,\arra
31�1 _\u�c.n Air.. �IrJI
Larn Rear Tony I lohall rh,P.G. Marie Marston, P.G.
L.0 u1 p, .A�Jt Str uchnn! Le\urcrr C n d l a,mrrr
Linwood
IlNiurrrin,
t,nn vm,W 1_�vbac.ed
l iltl Ilateh '.
4. Ali i.:a L.irvincc!
Exhibit "C", Professional Fees
Phase
Lump Sum Fee
Reimbursable
Total
Photography
1.15 x Invoice
Allowance*
$1 fax
Phase 1, Assessment of Existing
$15,180
$650
$15,830.00
Conditions
Phase 2, Preliminary Design
$14,750
$600
$15,350.00
Phase 3, Construction
$19,700
$550
$20,250.00
Documents and Bidding
Phase 4, Construction
$4,710
$500
$5,210.00
Observation
Total
$54,340.00
$2,300.00
$56,640.00
*Exctudes Building Sets
Exhibit "D", Reimbursable Costs
Reimbursable Cost List
The following is a listing of rates for all reimbursable expenses which will be billed on an actual
cost x 1.15 basis to cover the cost of processing and bookkeeping. Total reimbursable expenses
shall not exceed the maximums for each phase listed in the Fee Proposal.
Blueprinting
1.15 x Invoice
Copying
.25/page
Photography
1.15 x Invoice
Faxes
$1 fax
In-house Blueprints
$1/sheet
Other Expenses*
1.15 x Cost
Exhibit "E". Hourly Billing Rates
The following is a listing of hourly billing rates for all Consultants. If Extra Services are
requested in writing by the City, they shall be billed at the following rates:
Architect
Principal $125/hr
Licensed Architect $90/hr.
Draftsperson $65/hr.
Structural Engineer $125/hr.
Civil Engineer $125/hr.
Electrical Engineer $1151hr.
Landscape Architect $110/hr.
Page 6
Exhibit "F", Time of Performance
Phase
Phase 1, Assessment of Existing Conditions
Phase 2, Preliminary Design
Phase 3, Construction Documents and Bidding
Phase 4, Construction Observation
Page 7
Time to Complete
3 Weeks
3 weeks
4 weeks
as required