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05-0906_GEORGE G. BOGHOSSIAN & ASSOCIATES INC_Personal Services AgreementPERSONAL SERVICES AGREEMENT THIS AGREEMENT is made and entered into this _Litdayof 2005, by and between the City of San Juan Capistrano (hereinafter ref rred to as the "City") and George G. Boghossian & Associates Inc (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 Del Obispo Street and Junipero Serra Road ; 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 July 31, 2006. Section 3. Compensation. 3.1 Amount. Total compensation for the scope of services for this Project shall not exceed One Hundred and Forty Six Thousand Five Hundred Dollars ($ 146,500), as set forth in Exhibit "B," attached and incorporated herein by reference. c:\myfiles\agree\personalsvcs.wpd 01/25/00 p:\City Manager\cmgr shared\personalsvcs.wpd 3.2 Rate Schedule. The services shall be billed to the City at the hourly rate set forth in Exhibit "C," 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:\myriles\agree\personalsvcs.wpd 01/25/00 p:\City Manager\cmgr shared\personalsvcs.wpd 7 o� Zo 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 underthis 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:\myriles\agree\personalsvcs.wpd 01/25/00 p:\City Manager\cmgr shared\personalsvcs.wpd P 1 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. c:\myfiles\agree\personalsvcs.wpd 01/25/00 p:\City Manager\cmgr shared\personalsves.wpd 1 4� 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: $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). 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 cellation/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 pay a premium. c:\myfi*les\agme\personalsvcs.wpd 0125/00 p:\City Manager\cmgr shared\personalsvcs.wpd X75 �7 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 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 Engineering and Building To Consultant: George G. Boghossian & Associates Inc. 1111 N Brand Blvd, Suite 202 Glendale, CA 91202-3071 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. c:\merles\agree\personalsvcs.wpd 01/25/00 p:\City Manager\cmgr shared\personalsvcs.wpd 1 0 60 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 have executed this Agreement. CITY OF SAN JUAN CAPISTRANO 1 Wy2t9Hart, Mayor CONSULTANT By, -,Z W Geo sian, President ATTEST: R. Monahan, City Clerk AS TO FORM: John R. haw, City Attorney c:\rnyriles\agree\personalsvcs.wpd 0125/00 p:\City Manager\emgr shared\personalsves.wpd 7 1 o %o EXHIBIT "A" Proposed Work Plan and Time Schedule For Completion Of Work For Street Rehabilitations (CIP NO. 127) PS & E Preparation for Various Streets Rehabilitation Project In the City of San Juan Capistrano, CA. Task No. 1. Field Inspection: Conduct project site field inspections by Project Engineer, Designer, and Survey party chief, to establish the required boundaries of the as -built survey, to ensure the proper design and joint lines. Task No. 2. Proiect Research: Conduct research through the City of San Juan Capistrano and obtain all necessary and available data and plans for the project design; Centerline ties, utility plans, nearest B.M. descriptions, and available sub -structures. Task No. 3. As -Built Field Survey: Conduct a complete as -built survey of the proposed streets to be overlayed to the limits necessary for a proper design and joins. The survey shall include all the existing culture at both sides of the street, exact locations of the street lights, traffic signals and pull boxes all including and beyond the Street R.O.W. line.. Task No. 4. Mapping Base Sheets: Prepare as -built base sheets (computer drafting - Autocad 2005). Base sheets shall include location of existing p.c.c curb and gutter, curb returns and all items in detail gathered per Task No. "3" above together with datum elevations. Task No. 5. Pavement Evaluation: A complete pavement evaluation and recommendations of the project will be conducted in accordance with the detailed list of services. See proposal "Pavement Evaluation" prepared by La Belle.- Marvin -Consultant. EXHIBIT "A" Task No. 6. Desian: Prepare Construction Plans per "La Belle. Marvin" Pavement Improvement Recommendations to the limits indicated per R.F.P. Provide, plan and profile of the existing and proposed centerline grade and edge of paving at both sides of the street. Resolve and finalize all conflicting existing items to remain or to be re -located by the City or by others. Provide a separate striping plan of the project. Prepare General, Special and Technical Specifications of the project, including Engineer's cost estimate of the project. A. Conduct meetings with the City staff to review the design and progress of the project to the satisfaction of the City Engineer. B. Provide a separate striping and signing plans in order to replace the striping after the street construction is completed. C. Conduct and coordinate our design work with any, new projects currently in design for street widening by others. Task No. 7: Finalize project design plans incorporating all comments made by the City staff. Submit final PS & E drawings including electronic files to the City Engineer. EXHIBIT `B" FEE SCHEDULE FOR STREET REHABILITATIONS (CIP NO. 127) (PS & E PREPARATION FOR VARIOUS STREET REHABILITATION PROJECTS) IN THE CITY OF SAN JUAN CAPISTRANO, CA. PHASE 1 Construction Plans The total Engineering fee for all services per itemized list of R.F.P. specified under PS & E design work to be performed for the street rehabilitation list of the project R.F.P. including pavement evaluation and recommendations by La Belle & Marvin shall not exceed the sum of $146,500.00 (One Hundred Forty -Six Thousand Five Hundred Dollars and No/Cents). OPTIONAL SERVICES: Surveying: For preservation of a monument with no centerline ties or record prior to start of construction. The fee shall be $250.00 (Two Hundred Fifty Dollars) per monument. A. To reset spike and washers per existing and/or preserved tie notes. The fee shall be $250.00 (Two Hundred Fifty Dollars) per monument. EXHIBIT "C" GEORGE G. BOGHOSSIAN & ASSOC., INC. SCHEDULE OF HOURLY RATES Effective JUNE 2005 CLASSIFICATION ENGINEERING: Senior Consultant Principal Engineer Project Director Supervising Engineer Senior Project Engineer Project Manager Associate Engineer Senior Design Engineer Design Engineer Senior Public Works Inspector Senior Cad Draftsman Cad Draftsman SURVEYING: Supervisor- Mapping Services Senior Survey Analyst Senior Calculator Supervisor - Survey Survey Party Chief Two - Man Field Party Three - Man Field Party FEE RATE f HR. $135.00 $125.00 $120.00 $115.00 $110.00 $105.00 $100.00 $ 95.00 $ 90.00 $ 85.00 $ 80.00 $ 70.00 $110.00 $ 90.00 $ 80.00 $ 95.00 $ 90.00 $150.00 $195.00 The above schedule is for straight time. Overtime will be charged at 1.25 times the standard hourly rates. Sundays and holidays will be charged at 1.70 times the standard hourly rates.