02-0412_RK ENGINEERING GROUP, INC._Personal Services AgreementPERSONAL SERVICES AGREEMENT
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THIS AGREEMENT is made and entered into this � day of , 2002, by and
between the City of San Juan Capistrano (hereinafter referred to as the "City") and RK
Engineering Group. Inc. (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to Prepare an Intersection Capacity Utilization and Highway Capacity Manual
analysis for five of the study area intersections for the Serra Plaza project; 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
described for Alternative 1 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 June 30, 2002.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services for this Project shall not exceed
Two Thousand Seven Hundred Dollars ($2,700.00), as set forth in Exhibit "A," 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
"A," attached and incorporated herein by reference. Included within the compensation are
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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.
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
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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 further work 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
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 pursuantto this Agreement are confidential
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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.
Throughoutthe term of this Agreement, Consultantshall 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.
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:
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$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 to the City Clerk's office for certification that the insurance requirements of this
Agreement have been satisfied.
14.5 Errors and Omissions Coverage
Throughoutthe 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 Clerk's office 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, nor shall they be cancelled, nor
the coverages reduced, until afterthirty (30) days' written notice is given to City, exceptthat
ten (10) days' notice shall be given if there is a cancellation due to failure to pay a
premium.
14.7 Terms of Compensation.
Consultant shall not receive any compensation until all insurance provisions
have been satisfied.
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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
In 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 Administrative Services
To Consultant: RK Engineering Group, Inc.
Attention: Mr. Robert Kahn, P.E.
1301 Dove Street, Suite 370
Newport Beach, CA 92660
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.
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").
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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 have executed this Agreement.
CITY OF%81AN JUAN CAPISTRANO
, City Manager
RK ENGINEERING GROUP, INC.
ay:Ru \03>-%. �C-yc-% --------
Robert Kahn, P. E., Principal
ATTEST:
ar aret R. Monahan, City Clerk
APPROVED AS TO FORM:
John R. /SKaw, City Attorney
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engineering
group, Inc.
January 31, 2002
Mr. Alan P. Oswaid, Assoc. Engr./Traf.
CITY OF SAN JUAN CAPISTRANO
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Subject: Serra Plaza Traffic Study
Dear Mr. Oswald:
INTRODUCTION
transportation planning • traffic engineering
acoustical / air ualit studies
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FEB 4 2 GZ D
CITY OF SAN JUAN CAPISTRANO
ENGINEERING DEPARTMENT
q y es
RK ENGINEERING GROUP, INC. is pleased to submit this proposed Agreement to provide
additional traffic analysis for the Serra Plaza project. Based upon your request, RK
ENGINEERING GROUP, INC. would provide the following two alternatives:
Alternative 1: Prepare ICU (Intersection Capacity Utilization) and HCM (Highway Capacity
Manual) analysis for five (5) of the study area intersections.
Alternative 2: Update the entire Serra Plaza traffic impact study based upon updated traffic
counts as provided by the City of San Juan Capistrano. It is assumed the
cumulative analysis based upon the previous model runs would not change.
The scope of work has been developed to assess each of these alternatives.
SCOPE OF WORK
The following Scope of Work is proposed by RK ENGINEERING GROUP, INC. for this study
effort:
Alternative 1. five (5) intersections ICU review
1. Discuss the project with representatives of City of San Juan Capistrano
2. Obtain five (5) new AM/PM intersection counts as provided by the City of San Juan
Capistrano.
3. Rerun the existing conditions (ICU and HCM) for the five (5) intersections.
4. Compare the results of the ICU and HCM analysis to the previous analysis included in the
Serra Plaza study.
5. Summarize the results of the study in a letter. 1301 dove street, suite 370
newport beach, california 92660
[el 949.474.0809 fax q49.474 0902
EXHIBIT A
http: //www. rkeugl neer_com
Mr. Alan P. Oswald
CITY OF SAN JUAN CAPISTRANO
January 31, 2002
Page 2
Alternative 2, full update of traffic impact analysis
1. Discuss the project with representatives of City of San Juan Capistrano.
2. Obtain updated traffic counts for intersections as provided by the City of San Juan
Capistrano.
3. Update the existing conditions and existing plus project, conditions impacts based upon the
new traffic counts and the previous project description included in the existing traffic study.
4. Review the traffic mitigation measures as a result of the new traffic counts.
5. Identify any other change in recommendations.
6. Summarize the results of the study in a revised traffic impact report.
PROFESSIONAL FEES
The fee for the work outlined in this proposal is based upon personnel charges plus direct
expenses as indicated in the attached Exhibit A. The fixed fee to accomplish the above Scope
of Work is as follows:
Alternative #1 = $2,700.00
Alternative #2 = $8,400.00
If an expanded scope of work is required, RK ENGINEERING GROUP, INC. will provide an
additional proposal for that work. This budget does not include any changes to the cumulative
(Prediction Model Run) with the project.
Three copies (two bound and one original for the client's use) of the project report would be
prepared. Monthly billings for RK ENGINEERING GROUP, INC. will be based upon the
attached Exhibit A - BILLING RATES FOR RK ENGINEERING GROUP, INC.
The proposed fee does not include attendance at public hearings/meetings, which may be
required to secure approval of the project. If these are required and requested, RK
ENGINEERING GROUP, INC. would be pleased to attend these meetings and billing would be
based upon the billing rates included in Exhibit A. Night meetings will be billed at 1.5 times our
normal rates.
The Client agrees to limit the Design Professional's liability to the Client and to all construction
Contractors and Subcontractors on the project, due to the Design Professional's negligent acts,
errors, or omissions, such that the total aggregate liability of the Design Professional to all those
named shall not exceed $50,000 or the Design Professional's total fee for services rendered on
this project, whichever is greater.
Mr. Alan P. Oswald
CITY OF SAN JUAN CAPIS i RANO
January 31, 2002
Page 3
In the event that a lawsuit is brought for the enforcement of any of the terms of this agreement,
the prevailing party should be entitled to attorney fees and costs in addition to any damages.
This agreement can be terminated by either party based upon a written request to terminate the
work. The client will pay RK ENGINEERING GROUP, INC. for all work completed prior to the
termination of the work.
TIME SCHEDULE
It is estimated that the Alternative 1 scope of work study will take approximately 10 working days
to complete from the date of authorization, and date of receipt of data essential for the study. It
is estimated that Alternative 2 will take approximately 20 working days to complete from the date
of authorization, and date of receipt of data essential for the study. Additionally, any delays
resulting from circumstances beyond our control, such as weather, shall extend the time
schedule.
QUALIFICATIONS
RK ENGINEERING GROUP, INC. is located in Newport Beach, California and specializes in
transportation planning and trafficlacoustical engineering for governmental agencies and the
business community. The firm principals and associates have over 50 years of combined
engineering and planning experience throughout Southern California at the regional, local and
individual project levels. The experience of the firm's personnel in transportation planning and
traffic/acoustical engineering provides the special skills necessary for determining practical and
meaningful traffic solutions.
This letter can serve as a Memorandum of Agreement and our authorization to proceed. Please
sign one copy and return it to us for our files. We are looking forward to serving you on this
project. This proposal is valid for sixty days, if signed by the client. If you have any questions
regarding this proposal, please give me a call at (949) 474-0809.
Respectfully submitted,
RK ENGINEERING GROUP, INC.
\`,\.,,v
Robert Kahn, P.E.
Principal
Registered Civil Engineer 20285
Registered Traffic Engineer 0555
RK:rd/779
JN:0907-02-01
Attachment
CONTRACT APPROVAL:
Approved by:
Title:
Firm: CITY OF SAN JUAN CAPISTRANO
Date:
EXHIBIT A
BILLING RATES FOR RK ENGINEERING GROUP, INC.
Compensation for Services
The Consultants Billing rates for services are as follows:
Position Hourly Rate
Principal $140.00
Senior Associate $ 110.00
Associate $ 100.00
Senior Engineer/Planner/Senior Designer $ 80.00
Engineer/Planner $ 70.00
Assistant Engineer/Planner $ 60.00
Senior Technician
$ 50.00
Engineering Technician II
$ 40.00
Engineering Technician 1
$ 35.00
Engineering Aide
$ 30.00
Administrative Assistant $ 40.00
Administrative Aide $ 35.00
Clerical Aide $ 30.00
General
(1) Reimbursable direct costs, such as reproduction, supplies, messenger service, long-distance tele-
phone calls, travel and traffic counts will be billed at cost plus ten (10) percent.
(2) Hourly rates apply to work time, travel time and time spent at public hearings and meetings. For
overtime work, the above rates may be increased 50 percent.
(3) Client payment for professional services is not contingent upon the client receiving payment from
other parties.
(4) Billing statements for work will be submitted monthly. Statements are payable within thirty (30)
days of the receipt by client of statement. Any statement unpaid after thirty (30) days shall be
subject to interest at the maximum permitted by law.
September 11, 2001