06-0620_HDR ENGINEERING, INC._Personal Services Agreement9
PERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into thiA, J0 day of
2006, by and between the City of San u n Capistrano (hereinafter
referred to as the "City") and HDR Engineering Inc., (hereinafter referred to as
"Consultant").
RECITALS:
WHEREAS, City desires to retain the services of Consultant regarding the City's
proposal to provide plans and specifications for the design of a 12 -inch pipeline in
Ortega Highway between Antonio Parkway, and Toyon Drive (the Ortega Highway
Pipeline); 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 "Al," Described as HDR's Design Proposal of May 11, 2006 for the
Ortega Highway Pipeline, 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 270 days from the date of
Notice to Proceed.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services for this Project shall not exceed
One Hundred Forty Four Thousand Dollars ($144,000.00) as set forth in Exhibit "A2,"
described as HDR's Fee Proposal of May 11, 2006 for the Ortega Highway Pipeline,
attached and incorporated herein by reference.
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3.2 Rate Schedule.
The services shall be billed to the City at the hourly rate set forth in Exhibit "A3,"
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.
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Section 6. Chances 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 observable utilities, and is aware of all observable 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.
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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.
Any reuse of documents without written verification or adaptation by Consultant
for the specific purpose intended will be at City's sole risk and without liability or legal
exposure to Consultant, and City will defend, indemnify and hold harmless Consultant
from all claims, damages, losses and expenses, including attorney's fee, arising or
resulting therefrom. Any such verification or adaptation will entitle Consultant to further
compensation at rates to be agreed upon by City and Consultant.
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, for negligent errors and
omissions committed by Consultant to the extent 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 valid for a minimum of one year, or term of
contract, whichever is longer, and it 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;
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$1,000,000 injury to more than one person/any one occurrence/not limited
to contractual period. If subject to a general aggregate, such aggregates
shall be at least $1,000,000.
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 to the City Clerk's office 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 Clerk of the Board'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 not terminate, nor shall they be cancelled, nor the
coverages reduced, until after thirty (30) days' written notice is given to City, except that
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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.
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: Public Works Director
To Consultant: HDR Engineering Inc.
26250 Enterprise Court, Suite 150
Lake Forest, CA 92630-8408
Attn: James A. Cathcart, P.E., Vice President
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 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.
APPROVED A TO FORM:
John R. S w, City Attorney
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CITY OF SAN JUAN CAPISTRANO
By:
David M. Swerdlin, MAYOR
CONSULTANT
By:/,..
James A. Cathcart, P.E.,
Vice President
UA JAA .,in
May 11, 2006
Mr. Eric Bauman
Water Engineering Manager
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, CA 92675
Subject: Ortega Highway Pipeline Project
Dear Mr. Bauman:
MAY 16 2006
PUOUC WORKS
20079
Based on your previous conversations with Dave Roohk, HDR Engineering, Inc., (HDR)
has prepared this proposal to provide engineering services to design 5,500 linear feet of
12 -inch diameter pipeline and one pressure -reducing structure along Ortega Highway in
conjunction with the ongoing road project. For your convenience, this proposal contains a
description of our project understanding and approach, scope of work,.schedule and
compensation.
Project Understanding and Approach
We understand that the City of San Juan Capistrano (City) requires construction
documents for 5,500 linear feet of 12 -inch CMLC steel pipeline along Ortega Highway,
State Route (SR) 74. HDR is currently designing road improvements to widen
approximately two miles of SR -74 between Calle Entradero and 0.4 miles east of the
Antonio Parkway intersection. The proposed pipeline alignment will fall within the
transportation project boundaries. The City desires to install the pipeline concurrently
with road widening construction. Our goal is to complete the design efficiently and cost
effectively so that the project can be completed within your schedule requirements.
Because HDR is currently designing the Ortega Highway widening, we bring an array of
benefits to the City. We envision savings on the pipeline design since major components
of the preliminary design phase have been already completed. In addition, the internal
coordination between -our transportation and water groups will ensure a smooth
completion of the combined projects. We will obtain existing utility information from the
current SR -74 transportation project and use the project road improvements details to
determine the pipeline alignments. We will use the same horizontal and vertical control
from the transportation project design. This will provide 50 -scale base maps in
accordance with Caltrans' drawing standards, which in turn will facilitate the
encroachment permit process.
EX#*W "Al"
MDR Enplunering, Inc. 126256 Enterprise Court I Mus: ")454.4801
Suite 150 Fax: (949) 4544861
Lake Forest. CA 92630-84M w hdrinc corn
Mr. Ericqkman •
May 11, 2006
Page 2
HDR's project management approach is to partner with the City's staff for the successful
execution of your project. Project management encompasses HDR team coordination,
internal team meetings, budget and schedule review, and invoicing activities. In addition,
project management includes communication and coordination with the City, the County,
Caltrans, and the transportation design team; agency correspondence; and project
document control and administrative activities.
Other communication will consist of:
• Meetings with affected jurisdictions and agencies.
• In-house design meetings for project continuity and design intent.
• Frequent use of e-mail correspondence to expedite information exchange and file
transfers, and to better facilitate your design schedule.
Scope of Work
The following scope of work was based on discussions with the City and our
transportation group, our past experience on. similar projects, and the following
assumptions:
• The County of Orange will administrate the construction of both projects, i.e., the
Ortega widening and the pipeline installation projects.
• The 12 -inch pipeline installation will be included in the construction package for the
Ortega widening project.
• HDR will assist with the preparation of permits and -MOUS for the operation and
maintenance of the pipe as part of the Ortega widening project.
Phase I — Preliminary Design
Task 1.1—Research and Investigation. Utility research and plot of above -ground and
below -ground utilities•on aerial photographic maps have been completed under HDR's
transportation project. This task will concentrate on obtaining and evaluating necessary
information to determine the pipeline alignment, which includes:
• Collect and review record drawings, current HDR road improvement design project
on SR -74, existing geotechnical information, and other data supplied from the City
that may be applicable to pipeline alignment.
• Assist the City in preparing a potholing program and confirm work arranged by the
City with Underground Service Alert for mark -outs and potholing with various
utilities.
Task 1.2—Horizontal Alignment. The field ground control and aerial topographic
surveys for the entire pipeline corridor have been completed under HDR's transportation
project. This task will focus on developing base maps to delineate the horizontal
HDR Engineering, Inc.
Mr. Ericqkman
May 11, 2006
Page 3
•
alignment of the proposed pipe in coordination with the City requirements. This will
include preliminary bridge crossing details at San Yuan Creek.
Task 1.3—Geotechnical Investiaation and Potholins Services. Geotechnical work
performed under the transportation project will be used for the pipeline corridor. HDR
will review this information and identify whether additional soil borings are required to
complement previous work. For scoping purposes, no exploratory borings are assumed.
Potholing for utilities will be performed to determine the horizontal and vertical location
of existing utilities that may conflict with the proposed pipeline alignment. For scoping
purposes, 10 potholes are assumed.
Task 1.4—Rieht-of-Way Requirements. This task will identify the right-of-way
requirements for both temporary construction easements and permanent easements. If
topography requires that pipeline appurtenances, such as blowoffs and air release valves,
be located out of public rights-of-way, recommendations for access easements to
maintain the facilities will also be identified. The level of effort associated with
construction easements and permanent easements is included in the transportation
project. For scoping purposes, 6 hours are assumed for coordination and information
sharing between the transportation and water groups.
For scoping purposes, CEQA documentation developed for the transportation project is
assumed adequate for City environmental compliance; no additional CEQA work is
assumed herein.
Task 1.5-50 Percent Desien Submittal. Submittals for the pipeline project will be
made to the City, the County, and Caltrans at the 50 percent design level for review and
comment prior to performing final detailed design. This submittal will include title sheet,
base plan sheets, horizontal alignment and appurtenant details, including preliminary
layout of the planned below -ground pressure -reducing station. HDR will incorporate the
City's standard design details on drawings. Plans will be drawn to a horizontal scale of
1"=50' and a vertical scale of 1"=5'. Detail plans will be drawn to a scale of 1"=8' or
larger.
Phase 11 — Final Design
Task 2.1—Final Desien and Construction Plans. This task focuses on preparation of
final plan and profile drawings for pipeline construction and associated quality assurance
reviews. Final design will also include the below -ground pressure -reducing station at
Shade Tree Lane, bridge crossing details at San Juan Creek, and cathodic protection
details at five stations as required by the City. Our fee estimate is based on preparing
approximately 14 drawings, which will include detail sheets for bridge crossing, cathodic
protection, pressure -reducing station, and pipe connections and appurtenances.
Task 2.2—Technical Specifications. The specifications portion of the contract
documents will consist of currently approved agency front-end bidding documents and
NOH Engineering, Inc.
Mr. Ericoman •
May 11, 2006
Page 4
general conditions. HDR will prepare technical specifications for the project and will
complement the City's standard technical specifications. Specifications will also include
the City's cathodic protection recommendations. HDR will prepare bid documents, plans,
and specifications. The City requirements will be included in the overall project
specifications.
Task 2.3—En2ineer's Opinion of Probable Construction Cost. HDR will prepare
quantity and construction cost opinions for the project, which will be made for the final
submittal.
Task 2.4—Permittin2 Agency Coordination and Acquisition. The HDR team will
contact each entity that will be issuing permits for the project to determine specific
requirements for applications, review periods and other issues to obtain the permits. HDR
will coordinate with the City, the County of Orange, and Caltrans regarding the
encroachment permits for construction, and will assist the City with preparation of
application packages. We assume that the City will directly pay all permit costs. We
anticipate that close coordination with Caltrans will be required during this project. This
task will be performed under the transportation project. For scoping purposes, 16 hours
are assumed for coordination and information sharing between the transportation and
water groups.
Phase III — Service During Bidding and Construction
Task 3.1—Bid Process Coordination. HDR will respond to bidder inquiries and written
questions during the bid period up to a total of 20 professional hours. One addendum is
assumed to be prepared to update plans and specifications based on issues that arise
during the bidding period. This task includes attendance by an HDR representative at the
pre-bid conference conducted by the City. HDR will also assist the City in.bid review and
recommend bid award.
Task 3.2—Shop Drawing Review. Material shop drawings and other submittals
submitted by the contractor will be reviewed and evaluated to determine if they conform
to the design concepts and comply with the contract documents. A total of 10 submittals
including four resubmittais is assumed for this effort.
Task 3.3—Construction Engineering Support. HDR will respond to requests for
information (RFIs) prepared by the contractor and submitted to the City. Clarifications
and interpretations of the contract documents will be issued to the City as appropriate for
the orderly completion of the work. Clarifications and interpretations will be consistent
with the intent of the contract documents. A total of 40 professional hours has been
assumed for this effort. This effort does not include site visits.
Task 3.4—Record Drawings. HDR will prepare a set of record drawings based on
information provided by the contractor. The record drawings will show the changes made
during construction as recorded by the contractor and the City's construction
management team.
RUR Engineering, Inc.
Mr. Eric Oman •
May 11, 2006
Page 5
Project Management for Phases I, II, and III
Task 4.1—Project Management. HDR's project manager will monitor and control
project progress, budgets, and the. schedule. Specific activities include:
A. Project Set-up and Document Distribution/Filing
B. Schedule Updates
C. Budget Momtoring/Updates
D. Monthly Progress Reports
E. Contract Administration
Task 4.2—Project Schedule and Updates. A detailed project schedule will be prepared
and provided at the project kick-off meeting. The schedule will identify task durations,
meeting dates, critical milestones, and other information pertinent to the schedule.
Monthly progress reports that document the past month's activities, a budget review, and
a schedule review to keep the City informed of the project's progress will be prepared.
The report will also document the coming month's activities and a review of critical
pending issues.
Task 4.3—Meetings. A kick-off meeting will initiate the technical work on the project.
HDR will prepare the agenda and other materials for the meeting and provide brief
minutes to meeting participants. During the meeting, the HDR team will discuss pertinent
information required to start the project, and review the project basis. We will present a
detailed schedule and define the lines of communication, so that the project is well
organized from the start. We will establish regular technical meetings where project
issues will be discussed and decisions made and documented.
Progress meetings will be held during the design phase of the project. These meetings
will generally coincide with progress submittal review. HDR will provide an agenda and
brief minutes of the meetings. In addition to technical issues and submittal reviews, the
meetings will include progress reviews of past activities, budget review, and schedule
review to keep the City informed of the project's progress. We will also feature a look -
ahead at coming activities and a review of critical pending issues. For scoping purposes,
six progress meetings are assumed.
Task 4.4—Ouality Assurance/Quality Control. HDR will conduct quality
assurance/quality control (QA/QC) reviews for each City submittal.
Project Deliverables
Project deliverables will include drawings, specifications, and bid documents. An
electronic copy of final drawings will be provided in current version of AutoCAD, and of
final specifications in current version of Microsoft Word.
HEIR Engineering, Inc.
Mr. Eric Diman •
May 11, 2006
Page 6
Preliminary, final, and record submittals will include the following:
• 50 percent submittal. As defined in Task 1.5.
• 90 percent submittal. Plans and specifications.
• 100 percent submittal. Final plans and specifications, and quantity and cost
opinions.
• Final design and electronic files. One set of signed plan originals on bond, copy -
ready specifications, final quantity and cost opinions, and an electronic set of all
documents.
• Record drawings. One set of updated plans, including an electronic copy.
Schedule
HDR proposes to complete our design project within approximately six months of your
notice to proceed. This duration is estimated based on our current understanding of
HDR's highway design project and the desire to coordinate construction drawing
development.
Compensation
We propose to provide our services on a time -and -materials basis with a price ceiling of
$144,000 as estimated in the attached Table 1, not to be exceeded without prior City
authorization.
Please call Ricardo Vivas or me if you have any questions regarding this proposal, or if
you require any additional information. Thank you for this opportunity to provide
continued engineering services to you and the City of San Juan Capistrano.
Very truly yours,
HDR
QENGINEERING, INC.
William E. Bennett, P.E.
Vice President
Enclosure
RV:dgr
YAWatcr_Proposals_In_Production\SJC_Ortegahwy\Lnprop_May 106.Doc
RDR Engineering. Inc.
Ricardo A. Vivas, P.E.
Project Manager
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Task
No.
PipelineTable 1
Capistrano
Water City of San Design
Ortegain Highway, SR -74
Task Descri tion
Total Cost
1.1
Research and Investigation
1.1.1
Collect project documentation
2,410
1.1.2
Prepare pothole program
1,260
1.2
Horizontal Alignment
1.2.1
Base maps development
3,050
1.2.2
Recommend alignment
2,910
1.3
Geotechnical and Potholing
1.3.1
Geotechnical investigation
0
1.3.2
Potholing services
16,580
1.4
R -of -W Requirements
620
1.5
50 Percent Design Submittal
1.5.1
Preare 50 ercent desi n
18,318
2.1
Final Design and Construction Plans
2.1.1
Final design
15,518
2.1.2
Cathodic protection
9,120
2.2
Technical Specifications
10,688
2.3
Engineer's Cost Opinion
4,024
2.4
Permittin A ancy Coordination/Acquisition
2,120
3.1
Bid Process Coordination
3.1.1
Respond to bidder inquiries
2,724
3.1.2
Bid review & recommendation
1,520
3.1.3
Addendum 1
3,504
3.1.4
Pre-bid meeting
1,382
3.2
Shop Drawing Review
3.2.1
Shop drawing review 10
7,600
3.3
Construction Engineering Support
3.3.1
RFI
5,400
3.4
Record Drawins
5,480
°iV1� f NF n
4.1
'Y N
Project Management
10,336
4.2
Project Schedule & Monthly Updates
2,440
4.3
Meetings
7,096
4.4
QA/QC for all project phases
5,800
Miscellaneous other direct costs (ODC)
4,100
TOTAL
144,000
EXHIBIT "A2"
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