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12-0320_CHAMBERS GROUP, INC._Personal Services Agreement PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this 90"day ofMyLIL, 2012, by and between the San Juan Capistrano (hereinafter referred to as the "City") and "Chambers Group, Inc." (hereinafter referred to as the "Consultant"). RECITALS: WHEREAS, City desires to retain the services of Consultant regarding the City's request for proposals to Provide Habitat Monitoring and Reporting Services for the Acu Canyon, Terminal Reservoir No. 3, and Placida Habitat Restoration Projects for 2012- 2013; and WHEREAS, Consultant is qualified byvirtue 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 the Consultant shall consist of those tasks set forth in Exhibit 'A" described as the Consultant's Proposal of February 8, 2012, 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 27 months after the effective date. Section 3. Compensation. 3.1 Amount. Total compensation for the services hereunder shall not exceed $46,500 total contract amount, including expenses, mileage, printing, and other costs related to the performance of the work; as set forth in Exhibit "A," described as the cost proposal submitted by Consultant, dated February 8, 2012, attached and incorporated herein by reference. 1 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. 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 the City. Invoices shall be addressed as provided for in Section 16 below. Section 4. Independent Contractor. It is agreed that Consultant shall act and be an independent contractor and not an agent or employee of the City, and shall obtain no rights to any benefits which accrue to Agency'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 the 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 priorwritten approval of the City. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to the 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. Familiarity 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 2 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. 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 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. 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, after Consultant has received payment for the same, 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 3 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 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). 4 14.3 Workers' Compensation. If Consultant intends to employ employees to perform services under this Agreement, Consultant shall obtain and maintain, during the term of this Agreement, Workers'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 insured 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 Throughout the term of this Agreement, if the Consultant's General Liability Insurance excludes "errors and omissions," the 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 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 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. 5 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: Nasser Abbaszadeh RE, Director of Public Works To Consultant: Chambers Group, Inc. 5 Hutton Centre Drive, Ste 750 Santa Ana, CA 92707 Attn: Craig Neslage, 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. 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. 6 [SIGNATURE PAGE FOLLOWS] IN WITNESS WHEREOF, the parties hereto have executed this Agreement. CITY YOF AN N JUCAPISTR �NO r r4 OF ramer, ay CONSULTANT By: jmtiL CrhIg Nesfaje,V4ce ffresident A i ri , ity Cler APPROVED AS TO FORM: I 'd JlAAAZJ Omar Sand val, City Attorney 7 SDfvinl;F.'mircnmenml C'hallengex February 8,2012 Eric Bauman City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano,California 92675 SUBJECT: Proposal to Provide Monitoring Services for the Acu Canyon,Terminal Reservoir No.3,and Avenida Placida Restoration Sites Located in the City of San Juan Capistrano,California Dear Mr.Bauman: Chambers Group, Inc. (Chambers Group) is pleased to provide the City of San Juan Capistrano (the City) with this scope of work and cost proposal for mitigation services associated with remediation work for the 0.26-acre Terminal Reservoir No. 3 riparian restoration site, the 0.34-acre Acu Canyon riparian restoration site, and 4.92 acre Avenida Placida coastal sage scrub restoration site. These restoration sites are located in the City of San Juan Capistrano, California (Project). Chambers Group will complete the scope of work In three general tasks: (1) Monthly and Annual Field Surveys, (2) Monthly and Annual Reporting,(3)Replanting Oversight,and(4) Project Management. SCOPE OF WORK Chambers Group can commence work on this project as soon as written notice to proceed is received. The scope of work will be completed as described below. Task 1: Monthly and Annual Field Surveys Chambers Group biologists will conduct monthly and annual monitoring surveys for each restoration site to assess the status of the wetland enhancement effort at the Acu Canyon and Terminal Reservoir No.3 project sites and the coastal sage scrub restoration effort at the Avenida Placida project site.Monitoring will begin in March of 2012 and continue through December 2013. During the monthly monitoring surveys, the biologists will qualitatively assess the progress of the project sites. During the annual monitoring visits, the biologists will qualitatively and quantitatively assess the progress of the project sites. Quantitative monitoring will be conducted using point intercept transects and quadrat methodologies. Data collected during the annual monitoring surveys will include: percent cover of native and non-native vegetation within the planting areas, percent cover of each species within the planting areas, and the percent survival of container plantings installed at each site. Site photographs from fixed locations will also be taken during each monitoring visit. Exhibit A [I,rvnte,vpyvpz com .\CopnroE Umde3Yptmpn 9,mrnsx Fnle'C��Sa PEEL.WOS ]PN DIEDD Ir.11.0 .9" EO.EEOELL> E. Bauman February 8,2012 Page 2 Note: Under this scope of work and cost proposal, Chambers Group assumes that monthly monitoring surveys will commence in March 2012 and conclude In December 2013. Chambers Group also assumes two annual monitoring surveys; the first survey will be conducted during the spring of 2011 and the second survey will be conducted during the spring of 2013. Task 2:Monthly and Annual Monitorina Reports Chambers Group will submit a monthly monitoring report to the City within two days of completing each monthly survey.The monthly monitoring reports will include a description of the overall site conditions and recommendations for specific maintenance measures to ensure successful plant establishment.The monthly monitoring reports will consist of a two page checklist and a recommendations section. The monthly reports will also include site photographs. Chambers Group will submit draft annual monitoring survey reports detailing the results of the survey to the City within one month of completing the annual monitoring visit. The annual reports will provide a detailed analysis of the data gathered during the site visit and include recommendations for remedial maintenance actions, if necessary.These suggested maintenance actions will ensure permit compliance and the reaching of restoration success criteria requirements. Each annual monitoring report will contain up to 20 pages of text including tables,and up to 10 graphics. Chambers Group will provide two draft copies of the annual report to the City for review, and will Incorporate one round of consensus comments into a final annual report within two weeks of receiving the comments. Chambers Group will provide up to four copies of the final annual reports to the City to submit to the interested agencies. Note:Chambers Group assumes Jour annual reports under this cost and scope of work. Task 3: Replanting Oversight A chambers Group biologist will assist the City and the Landscape Contractor with replanting efforts at each site.Under this task,the biologist will make plant pallet recommendations and assist the landscape contractor with proper plant placement within the restoration areas. Note:This cost estimate does not include the preparation of habitat mitlgotion and monitoring plan. Task 4: Project Management The Chambers Group Project Manager designated for this project will function as the day-to-day liaison to the City. The Project Manager will also be the main point of contact for all administrative and contractual matters including: scheduling, controlling budgets, fulfilling scoping requirements, and quality control and assurance. '1 i� E. Bauman February 8,2012 Page 3 COSTS The services described in each task will be performed on a time-and-materials basis,as shown below. Task Task Name Cost 1 Monthly and Annual Field Surveys $22,500.00 2 Monthly and Annual Monitoring Reports $16,900.00 3 Replanting Oversight $3,300.00 4 Project Management $3,700,00 Totalfor Tasksl-3 $46,500.00 ASSUMPTIONS • The cost and schedule are based on our best judgment of the requirements known at the time of the proposal and can be influenced favorably or adversely by agency coordination needs and other circumstances. Chambers Group will endeavor to perform the services and accomplish the objectives within the proposed budget and schedule; however, If the scope of work or schedule changes,Chambers Group reserves the right to revise our casts accordingly. • Chambers Group assumes that,by receipt of notice to proceed, full access to the properties will be provided, including keys to locked gates and advance notice to property owners of our right of entry.Should Chambers Group be denied access to any of the properties at the time prearranged for the monitoring visits, the additional costs Incurred by our staff will be billed separately on a time- and-materials basis. • If replacement planting Is recommended, Chambers Group assumes that the City will hire a Landscape Contractor for such work. Chambers Group also assumes the Landscape Contractor will be responsible for all maintenance work. AUTHORIZATION Chambers Group prepared this proposal solely for your internal use in evaluating Chambers Group's business proposal. Chambers Group considers the pricing and other business information the property of Chambers Group. This proposal and the Information contained herein shall not be used for any purpose other than as specifically stated in this proposal and shall not be disclosed to any other party without Chambers Group's written consent. ft l w E.Bauman February 8,2012 Page 4 This scope of work will be performed under the terms and conditions specified in a new contract between The City of San Juan Capistrano and Chambers Group. If this scope of work and cost meet your satisfaction,please execute one copy of this letter and return it to Chambers Group as our authorization to begin work. The schedule and cost quoted herein are valid for 30 days. Please do not hesitate to contact me at (949) 261-5414 ext. 7248 to discuss these services in more detail. As always, we look forward to assisting you. Sincerely, Authorized By: CHAMBERS GROUP,INC. The City of San Juan Capistrano Nichole Cervin Staff Biologist Signature Date hambers Group f ,. 3/20/2012 AGENDA REPORT D5 TO: Karen P. Brust, City Ma P"'I FROM: Nasser Abbaszadeh, Publi OWorks Director Keith Van Der Maaten, Utilities Director SUBJECT: Consideration of Approval of the Personal Services Agreement for Habitat Restoration Monitoring for Calendar Years 2012 and 2013 at Acu Canyon, Terminal Reservoir No. 3, and Placida; (Chambers Group, Inc.) (CIP Nos. 07811, 07803, 09211) RECOMMENDATIONS- By motion: 1) Approve the Personal Services Agreement in the amount of $46,500 with Chambers Group, Inc. for Calendar Years 2012 and 2013 for Habitat Restoration Monitoring Services at Acu Canyon-site, Terminal Reservoir No. 3 Project, and Placida Site; and, 2) Authorize the City Manager to approve changes in a total amount not to exceed 10% of the contract value. SITUATION, The construction of the 7605 Reservoir (760S) (July 2006), the Terminal Reservoir No. 3 (T3) (November 2006), the restoration of the impacts from the Placida landslide (Placida) (February 2006), and the emergency repair of a landslide at Camino Capistrano (February 2005), all impacted native habitat. These impacts necessitated the establishment of mitigation habitat on-site as well as off-site (Attachment 1, location map). In order to manage this program, the City has retained consultants to monitor and maintain these sites. The City had previously contracted with Merkel and Associates, Inc. (Merkel) to monitor the Acu Canyon-site (Acu), T3 site and the Placida site. As of January 2, 2012, this agreement expired and City Staff has performed the monitoring tasks. Staff has solicited proposals from four qualified local firms to perform the monitoring and received four responses. Staff recommends the selection of Chambers Group, Inc. and the approval of the Personal Services Agreement for this work (Attachment 2). Agenda Report Page 2 March 20, 2012 Background: The Resource Agencies, in granting their respective permits, have mandated that the City retain a habitat restoration monitor that provides the following services: ® Evaluation of the progress of the maintenance contractor at the site, N Monthly reports on the status, O Direction to the maintenance contractor for the removal of invasive species, and Annual reports to be submitted to the Resource Agencies. As a result, the City has been required to restore and maintain: 0 17.0 acres of coastal sage, including 0.529 acres of wetlands at the 760S site; • 0.34 acres of wetland at the Acu site; • 0.26 acres of wetland at the T3 site; and, • 4.92 acres of coastal sage at the Placida site. The combined restoration areas have 21.391 acres of coastal sage scrub and 1.13 acres of riparian habitats. Ed Stewart and Associates, Inc. are under contract to maintain all these sites for Calendar Years 2012 and 2013. Dudek Engineering is under contract to monitor and report on the progress of the 760S site for Calendar Years 2012 and 2013. The proposed agreement provides monitoring services for the remaining sites: Acu, T3, and Placida sites. Staff solicited proposals from four qualified local firms for this work consisting of monthly monitoring and reporting from March 2012 -- December 2013, and annual reporting to the resource agendas for Calendar Years 2012, and 2013. Four proposals were received with costs as follows: Firm Total Contract for work. Bonterra Consulting1 $48 054 Chambers Group Inc. $46,500 Dudek $65,810 I Merkel and Associates, Inc. $72,283 Staff recommends Chambers Group, Inc. since its proposal covers all the required work at the lowest cost. In 2008, the Acu site was established as off-site compensatory riparian restoration area since the 760S and T3 sites had insufficient suitable land area. The 760S site 1 The Army Corps of Engineers (ACOS), the California Department of Fish and Game (CDFG), the Regional Water Quality Control Board (RWQCB), and U.S. Fish &Wildlife Service (FWS) Agenda Report Page 3 March 20, 2012 mitigation was established on-site (July 2007), with a component of the riparian restoration off-site at the Acu site (June 2007). The mitigation for T3 was developed on- site (June 2007), and a portion was subsequently moved off-site to establish the Acu site in 2008. The Acu site required the installation of additional plants in 2011; setting the site on course for an anticipated completion of the maintenance phase to December 2014. The mitigation for T3 site was developed orb-site (June 2007). The site required the installation of additional plants in 2011; setting the site on course for anticipated completion of the maintenance phase to December 2014. The Placida site habitat restoration was established on-site (September 2008). Poor growth of seeded plants required the installation of additional container plants in 2011; setting the site on course for anticipated completion of the maintenance phase to December 2014. COMMISSIONIBOARD REVIEW AND RECOMMENDATIONS: The Utilities Commission reviewed this item at its meeting of February 21, 2012, and voted unanimously to recommend approval. FINANCIAL CONS]DERATIONS: Chambers Group, Inc.'s proposal of$46,500 covers expenditures of$10,000 at the Acu site, $15,500 at T3 site, and $15,500 at the Placida site to be spent between March 2012 and December 2013. The Water Enterprise CIP No. 07881 budget for the 760S site, which includes the Acu site restoration, has unencumbered funds totaling $176,630. In the table below, the portion of Chambers Group, Inc.'s contract at the Acu site of $15,500 over the next two years (March 2012 to December 2013) is highlighted and shown in the context of the estimate of other project expenditures. 2012 2012 2013 2013 Site CIP Q1&Q2 Q3& Q4 Q1 & Q2 Q3& 04 760SI Acu 7811 Fund Available Funds Carried Over $176,630 $136,462 $96,293 $57,205 Transfer out , in+ $0 $0 $0 $0 New Funds $0 $0 $0 $20,000 Funds Available $176,630 $136,462 $96,293 $77,205 7605 Monitor (Dudek) $10,350 $10,350 $9,270 $9,270 Monitor Acu CGI. $3,876 $3,875 $3,875 $3,875 Maint ESA $18,144 $18,144 $18,144 $18,144 Staff& Other $7,800 $7,800 $7,800 $7,800 Funds Remaining $136,462 $96,293 1 $57,205 1 $38,116 Agenda Report Page 4 March 20, 2012 The Water Enterprise CIP budget for CIP No. 07803 for T3 currently has $20,000. In the table below, the portion of Chambers Group, Inc.'s contract at the Terminal Reservoir No. 3 site of $15,500 over the next two years (March 2012 to December 2013) is highlighted and shown in the context of the estimate of other project expenditures. 2012 2012 2013 2013 Site ! CIP Q1 &Q2 Q3 & Q4 Q1 & Q2 Q3 & Q4 T3 _ __ 7803 Fund Available 1 Funds Carried Over i $20,000 $10,317 $10,634 $10,951 Transfer Loy, in+ $0 $0 $0 $0 ! New Funds $a $101000 $10,000 $10,000 Funds Available 1 $20,000 $20,317 $20,634 $20,951 Molitor. CGI : ($3;875 $3,875 $3,875) $3,875 Maint ESA $3,858 $3,858 $3,858 $3,858 Staff&Other $1,950 $1,950 _ $1,950 $1,950 Funds Rernainin $10,317 $10,634 $10,951 $11,268 The Parks and Open Space Enterprise CIP budget for CIP No. 09210 for Placida currently has $77,755. In the table below, the portion of Chambers Group, Inc.'s contract at the Placida site of $15,500 over the next two years (March 2012 to December 2013) is highlighted and shown in the context of the estimate of other project expenditures. 2012 2012 2013 2013 Site CIP Q1 &Q2 Q3 & Q4 Q1 & Q2 ! Q3& 04 Placida 9211 Fund Available 1� E Funds Carried Over $77,755 I $48,285 ; $34,550 Transfer (out), in+ ' $q _$63,020__$a $0 ' $0 New Funds $0 $0 $1,000 _ $5,000 Funds Available $77,755 $63,020 ______$49,285 $39,550 Monitor CGI. $3,875 $3,875 ($3,875) $3;875 Mains ESA $6,960 $6,96q $6,960 $6,960 Staff& Other �$3,900) $3,900 $3,900 $3,900_) Funds Remainin $63,020 $48,285 L $34,550 $24,815 All the sites will have sufficient funds for the work to be performed in Fiscal Year 201112012. The continued execution of this work will require the transfer of additional funds from their respective CIP funds in future fiscal years. Staff recommends the selection of Chambers Group, Inc. Agenda Report Page 5 March 20, 2012 NOTIFICATIONS: Bonterra Consulting Chambers Group, Inc. Dudek Merkel & Associates, Inc. RECOMMENDATION: By motion: 1) Approve the Persona[ Services Agreement in the amount of $46,500 with Chambers Group, Inc. for Calendar Years 2012 and 2013 for Habitat Restoration Monitoring Services at, Acu Canyon-site, Terminal Reservoir No. 3 Project, and Placida Site; and, 2) Authorize the City Manager to approve changes in a total amount not to exceed 10% of the contract value. Respectfully submitted,,:, Respectfully submitted, � Nagser Abbaszadeh, P.E. Keith Van Der Maaten, E. Pw lic Works Director Utilities Director �.s Prepared by, Eric Bauman, P.E. Utilities Engineer Attachment(s): 1. Location Map 2. Personal Services Agreement-Monitoring City of San Juan Capistrano Habitat Restoration Sites t� T3 Habitat i, Restoration Site ' �.1' lig l P f i lig 1 t'. r �GP�i { {j'I 1 ✓� /r l%\/ :, 1 / 1 ` C A � 5 l CAMINO DEL AVJON d y�. lu l F�!it Placida Habitat Restoration Site ! 760S Habitat Restoration Site .i_ 1CAMi C)I: w E '` Acca Canyon Habitat Restoration Site s 0 4,000 8,000 16,000 Attachment 1 Feet PERSONAL SERVICES .AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this day of , 2012, by and between the San Juan Capistrano (hereinafter referred to as the "City") and "Chambers Group, Inc." (hereinafter referred to as the "Consultant"). RECITALS: WHEREAS, City desires to retain the services of Consultant regarding the City's request for proposals to Provide Habitat Monitoring and Reporting Services for the Acu Canyon, Terminal Reservoir No. 3, and Placida Habitat Restoration Projects for Calendar Years 2012-2013; 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 the Consultant shall consist of those tasks set forth in Exhibit 'A" described as the Consultant's Proposal of February 8, 2012, 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 27 months after the effective date. Section 3, Compensation. 3.1 Amount. Total compensation for the services hereunder shall not exceed$46,500 total contract amount, including expenses, mileage, printing, and other costs related to the performance of the work; as set forth in Exhibit "A," described as the cost proposal submitted by Consultant, dated February 8, 2012, attached and incorporated herein by reference. 1 ATTACHMENT 2 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. 3.3 Records of Expenses. I 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 the City. Invoices shall be addressed as provided for in Section 16 below. Section 4. Indeoendent Contractor. It is agreed that Consultant shall act and be an independent contractor and not an agent or employee of the City, and shall obtain no rights to any benefits which accrue to Agency's employees. i 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 the 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 the City for the acts and omissions of its subcontractor as it is for persons directly employed. .1 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. 3 Section 6. Changes to Scope-of Work. 1 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 i 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. i Section 7. Familiarily 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 t 2 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. 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 I 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. 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, after Consultant has received payment for the same, 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. E Section 13, Indemnity. To the fullest extent permitted by law, Consultant agrees to protect, defend, and 3 3 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. 1 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. i 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 j better. 14.1 Comprehensive General Liability. 3 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 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. i 14.2 Comprehensive Automobile Liability. i 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). 1 i E 4 1 14.3 Workers' Compensation. If Consultant intends to employ employees to perform services under this Agreement, Consultant shall obtain and maintain, during the term of this Agreement, Workers'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 insured 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 I Throughout the term of this Agreement, if the Consultant's General Liability Insurance excludes "errors and omissions," the 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. 14.5 Notice of CancellationlTermMation of Insurance. The above policylpolicies 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. 14.7 Perms of Compensation. Consultant shall not receive any compensation until all insurance provisions have been satisfied. j 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. 5 l 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: Nasser Abbaszadeh RE, Director of Public Works To Consultant: Chambers Group, Inc. 5 Hutton Centre Drive, Ste 750 Santa Ana, CA 92707 Attn: Craig Neslage, Vice President Section 17. Attorneys` l=ees. i 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. I 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"). i 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. I 6 [SIGNATURE PAGE FOLLOWS] IN WITNESS WHEREOF, the parties hereto have executed this Agreement. CITY OF SAN JUAN CAPISTRANO By: Larry Kramer, Mayor CONSULTANT I By: C ges a9 jiVce qresident ATTEST: i I I Maria Morris, City Clerk APPROVED AS TO FORM: 01ASDA Omar Sandoval, City Attorney i i F l 7 i a February 8, 2012 Eric Bauman City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano,California 92675 SUBJECT: Proposal to Provide Monitoring Services for the Acu Canyon,Terminal Reservoir No.3,and Avenida Placida Restoration Sites Located in the City of Saar Juan Capistrano,California i f Dear Mr.Bauman: i Chambers Group, Inc. (Chambers Group) is pleased to provide the City of San Juan Capistrano (the City) with this scope of work and cost proposal for mitigation services associated with remediation work for the 0.26-acre Terminal Reservoir No. 3 riparian restoration site, the 0.34-acre Acu Canyon riparian restoration site, and 4.92 acre Avenida Placida coastal sage scrub restoration site. These restoration sites are located in the City of San Juan Capistrano, California (Project). Chambers Group will complete the scope of work in three general tasks: (1) Monthly and Annual Field Surveys, (2) Monthly and Annual f Reporting, (3) Replanting Oversight,and (4)Project Management. l SCOPE OF WORK Chambers Group can commence work on this project as soon as written notice to proceed is received. The scope of work will be completed as described below. Task 1: Monthly and Annual Field Surveys Chambers Group biologists will conduct monthly and annual monitoring surveys for each restoration site to assess the status of the wetland enhancement effort at the Acu Canyon and Terminal Reservoir No. 3 project sites and the coastal sage scrub restoration effort at the Avenida Placida project site. Monitoring will begin in March of 2012 and continue through December 2013. During the monthly monitoring surveys, the biologists will qualitatively assess the progress of the project sites. During the annual monitoring visits, the biologists will qualitatively and quantitatively assess the progress of the project sites. Quantitative monitoring will be conducted using point intercept transects and quadrat methodologies. Data collected during the annual monitoring surveys will include: percent cover of E native and non-native vegetation within the planting areas, percent cover of each species within the t planting areas, and the percent survival of container plantings installed at each site. Site photographs from fixed locations will also be taken during each monitoring visit. I I Exhibit A ��tiv�:Cl�t'16eF�rcVpr�^cp±r r;Cat;;±s;e.t Csis,3t�ied Veteran�fA5lC.#''Ss�istar�r��-= E.Bauman February 8, 2012 Page 2 .i Note: Under this scope of work and cost proposal, Chambers Group assumes that monthly monitoring surveys will commence in March 2012 and conclude in December 2013. Chambers Group also assumes two annual monitoring surveys; the first survey will be conducted during the spring of 2012 and the second survey will be conducted during the spring of 2013. Task Z:Month! and Annual Mqnitarin ate arts I Chambers Group will submit a monthly monitoring report to the City within two nays of completing each monthly survey.The monthly monitoring reports will include a description of the overall site conditions and recommendations for specific maintenance measures to ensure successful plant establishment,The monthly monitoring reports will consist of a two page checklist and a recommendations section. The monthly reports will also include site photographs. 1 Chambers Group will submit draft annual monitoring survey reports detailing the results of the survey to the City within one month of completing the annual monitoring visit. The annual reports will provide a detailed analysis of the data gathered during the site visit and include recommendations for remedial maintenance actions, if necessary.These suggested maintenance actions will ensure permit compliance and the reaching of restoration success criteria requirements. Each annual monitoring report will contain up to 20 pages of text including tables,and up to 10 graphics. Chambers Group will provide two draft copies of the annual report to the City for review, and will incorporate one round of consensus comments into a final annual report within two weeks of receiving the comments. Chambers Group will provide up to four copies of the final annual reports to the City to submit to the interested agencies. Note:Chambers Group assumes four annual reports under this cost and scope of work. Task 3: Replanting Oversight A chambers Group biologist will assist the City and the Landscape Contractor with replanting efforts at each site. Under this task,the biologist will make plant pallet recommendations and assist the landscape Contractor with proper plant placement within the restoration areas. Note:This cost estimate does not include the preparation of habitat mitigation and monitoring plan. Task 4:Proiect Management E The Chambers Croup Project Manager designated for this project will function as the day-to-day liaison to the City. The Project Manager will also be the main point of contact for all administrative and contractual matters including: scheduling, controlling budgets, fulfilling scoping requirements, and quality control and assurance. a._;-r :e=z •:: ..::-., Hrr :"_ -->a T' `.' .� ,w_', .,air':: '�". - .,Y,. �;' E. Bauman February 8,2012 Fuge 3 COSTS The services described in each task will be performed on a time-and-materials basis,as shown below. 0 a 1 Monthly and Annual Field Surveys $22,500.00 2 Monthly and Annual Monitoring Reports $16,900.00 3 Replanting Oversight $3,300.00 4 Project Management $3,700.00 Total for Tasks 1-3 $46,500,00 ASSUMPTIONS ■ The cost and schedule are based on our best judgment of the requirements known at the time of the proposal and can be influenced favorably or adversely by agency coordination needs and other circumstances. Chambers Group will endeavor to perform the services and accomplish the objectives within the proposed budget and schedule; however, if the scope of work or schedule changes,Chambers Group reserves the right to revise our costs accordingly. i Chambers Group assumes that, by receipt of notice to proceed,full access to the properties will be provided, including keys to locked gates and advance notice to property owners of our right of entry.Should Chambers Group be denied access to any of the properties at the time prearranged for the monitoring visits, the additional costs incurred by our staff will be billed separately on a time- and-materials basis. ■ if replacement planting is recommended, Chambers Group assumes that the City will hire a Landscape Contractor for such work. Chambers Group also assumes the Landscape Contractor will be responsible for all maintenance work. AUTHORIZATION Chambers Group prepared this proposal solely for your internal use in evaluating Chambers Group's business proposal. Chambers Group considers the pricing and other business information the property of Chambers Group. This proposal and the information contained herein shall not be used for any purpose other than as specifically stated in this proposal and shall not be disclosed to any other party without Chambers Group's written consent. I E.Bauman February B, 2012 Page 4 I This scope of work will be performed under the terms and conditions specified in a new contract between The City of San Juan Capistrano and Chambers Group. if this scope of work and cost meet your satisfaction,please execute one copy of this letter and return it to Chambers Group as our authorization to begin work. The schedule and cost quoted herein are valid for 30 days. Please do not hesitate to contact me at (949) 261-5414 ext. 724$ to discuss these services in more detail. As always, we look forward to assisting you. Sincerely, Authorized By: CHAMBERS GROUP,INC. The City of San Juan Capistrano Nichole Cervin j Staff Biologist Signature Date i i i r f�M4A 32400 PASEO ADELANTO iii MEMBERS OF THE CITU COUNCIL SAN JUAN CAPIST RANO,CA 92675 , (949)493.1171 LAM AFREESE TO (949)4931053 FAx j 1 uatrtuut LARRAFRAME t$lttl1t1t1 � 196) tARRVKRAMER www.sanjuancapistrano.org 1776 DEREK REEVE • • JOHN TAYLOR NOTIFICATION OF MEETING OF POTENTIAL INTEREST OF THE SAN JUAN CAPISTRANO CITY COUNCIL The City Council of San Juan Capistrano will meet at 6:00 p.m. on Tuesday, March 20, 2012, in the City Council Chamber in City Hall, to consider: "Consideration of Approval of the Personal Services Agreement for Habitat Restoration Monitoring for Calendar Years 2012 and 2013 at Acu Canyon, Terminal Reservoir No. 3, and Placida; (Chambers Group, Inc.) (CIP Nos. 07811, 07803, 09211)" — Item No. 135. If you have specific thoughts or concerns regarding this item, you are encouraged to participate in this decision making process. You can communicate with the City Council through correspondence addressed to the Council and/or by attending the meeting and speaking to the Council during the public meeting. Correspondence related to this item must be received at the City Clerk's office by 5:00 p.m. on Monday, March 19, 2012, to allow time for the Council to consider its content. If you would like to speak at the meeting, please complete a yellow "Request to Speak" form found inside the entrance to the Council Chamber. This form is turned in at the staff table, just in front of the Council dais. You will be called to speak by the Mayor when the item is considered. You have received this notice at the request of the City staff member Eric Bauman, Utilities Engineer. You may contact that staff member at (949) 487-4312 with any questions. The agenda, including agenda reports, is available to you on our web site: www.sanjuancapistrano.org. If you would like to subscribe to receive a notice when agendas are posted to the web site, please make that request by sending an e-mail to: cityclerk(cD.sanivancapistrano.org. Maria Morris, CMC City Clerk cc: Bonterra Consulting; Chambers Group, Inc.; Dudek; Merkel & Associates San Juan Capistrano: Preserving the Past to Enhance the Future 32400 PASEO AOELANTO MEMBERS OF THE CItt COUNCIL SAN JOAN CAPISTRANO,CA 92675 SAMA1WATO (949)49&1171 nn,nn111 LAURA FREESE (949)4931053 F" � I D10111411961 DERV ER wwwsanjuancapistr1776REEVE ano.oJg V7B DEREK REEVE • • JOHN TAYLOR TRANSMITTAL TO: Chambers Group, Inc. Attn: Craig Neslage, Vice President 5 Hutton Centre Drive, Ste 750 Santa Ana, CA 92707 DATE: April 5, 2012 FROM: Christy Jakl, Deputy City Clerk (949) 443-6310 RE: Personal Services Agreement — Habitat Monitoring for Auc Canyon, Terminal Res. No. 3 and Placida Habitat Restoration Projects for 2012-2013 Thank you for maintaining documentation confirming compliance with the terms of the agreements related to insurance. Please keep in mind this documentation must remain current with our office during the term of the agreements. If you have questions related to insurance requirements, please call me at (949) 443-6310. If you have questions concerning the agreement, please contact Eric Bauman, Utilities Engineer at (949) 487-4312. An original agreement is enclosed for your records. Cc: Eric Bauman, Utilities Engineer San Juan Capistrano: Preserving the Past to Enhance the Future H BxoceB e ,mx acyem reFa. Today's Dater Ig ay :y =_r k CONTRACT TRANSMITTAL CIP No. (if any): me LlI Project Manager's Last Name: f/ UU,6%JK Phone Extension: ��12 Council or CRA Meeting Date (if applicable): j2DbW CITY OF SAN JUAN CAPISTRANO APPROVING AUTHORITY: (Check One) 0 Mayor , DO NOT REMOVE CRA Chair City Manager Provide (1) executed original contract for each signing party, including the City. If the agreement is to be recorded—only (1) original will be recorded with certified copies going to other parties. Please provide the mailing address of any party to receive an agreement — unless the mailing address is included within the body of the agreement: (Not necessary if information is included in the contract) Names Street City St Zi OTHER INSTRUCTIONS: .� rov��vtl-V1�r� �n � �f't�•� 1� o� , 51�� O Christy Jaki From: Christy Jakl Sent: Thursday, April 05, 2012 10:20 AM To: Eric Bauman Subject: Chambers Group PSA Attachments: 2012 Chambers Group PSA.pdf Good Morning, Attached is the Chambers Group PSA. Thanks! Christi JAI Deputy City Clerk City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 (949) 443-6310 1 (949) 493-1053 fax i