02-1119_AKM CONSULTING ENGINEERS_Personal Services AgreementPERSONAL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this � d�V�ay of _n�
, 2002,
by and between the Capistrano Valley Water District (hereinafter referred to as the
"District") and AKM Consulting Engineers (hereinafter referred to as "Consultant").
RECITALS:
WHEREAS, District desires to retain the services of Consultant to update its
Financial Plan for the Domestic Water Master Plan; and,
WHEREAS, Consultant is qualified by virtue of experience, training, education
and expertise to accomplish such services.
NOW, THEREFORE, District 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," described as the Consultants proposal of November 8, 2002,
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 60 days from the
effective date of this contract.
Section 3. Compensation.
3.1 Amount.
Total compensation for the scope of services for this Project shall not
exceed Ten Thousand Dollars ($10,000), as set forth in Exhibit "A," attached and
incorporated herein by reference.
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3.2 Rate Schedule.
The services shall be billed to the District at the hourly rate set forth in
Exhibit "A," 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 District 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 District. The District 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
District 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 District.
Section 4. Independent Contractor.
It is agreed that Consultant shall act and be an independent contractor and not
an agent or employee of District, and shall obtain no rights to any benefits which accrue
to District'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 District to enter into this Agreement.
Consultant shall not contract with any other entity to perform the services required
without written approval of the District. This Agreement may not be assigned,
voluntarily or by operation of law, without the prior written approval of the District. If
Consultant is permitted to subcontract any part of this Agreement by District, Consultant
shall be responsible to District 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 District. All persons engaged
in the work will be considered employees of Consultant. District will deal directly with
and will make all payments to Consultant.
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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 District, 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; and, (2) 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 District, it shall immediately inform District of this and shall not proceed
with further work under this Agreement until written instructions are received from the
District.
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
District 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 District shall be in reproducible format.
All services to be rendered hereunder shall be subject to the direction and
approval of the District.
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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
District. All such reports, information, data, and exhibits shall be the property of the
District and shall be delivered to the District upon demand without additional costs or
expense to the District. The District acknowledges such documents are instruments of
Consultant's professional services.
Section 13. Indemnity.
Consultant agrees to protect, defend and hold harmless District, its elected and
appointed officials and employees from any and all claims, liabilities, expenses or
damages of any nature, including attorneys' fees, for injury or death of any person or
damage to property or interference with use of property and for errors and omissions
committed by Consultant arising out of or in connection with the work, operation or
activities of Consultant, its agents, employees and subcontractors in carrying out its
obligations under this Agreement.
Section 14. Insurance.
Insurance required herein shall be provided by Admitted Insurers in good
standing with the State of California and having a minimum Best's Guide Rating of A -
Class VII or better.
14.1 Comprehensive General Liability.
Throughout the term of this Agreement, Consultant shall maintain in full
force and effect Comprehensive General Liability coverage in the following minimum
amounts:
$500,000 property damage;
$500,000 injury to one person/any one occurrence/not limited to
contractual period;
$1,000,000 injury to more than one person/any one occurrence/not limited
to contractual period.
14.2 Comprehensive Automobile Liability.
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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 Clerk of the Board'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 District,
except that ten (10) days' notice shall be given if there is a cancellation due to failure to
pay a premium.
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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
District has issued a written "Notice to Proceed" verifying that Consultant has complied
with all insurance requirements of this Agreement.
Section 15. Termination.
District 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: AKM Consulting Engineers
101 Pacifica, Suite 150
Irvine, CA 92618
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.
U.
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.
ATTEST:
WATER DISTRICT
By:
George�ScwWrougl% General Manager
CONSUL-iANT V
Monahan, Clerk of the Board
APPROVED AS TO FORM:
John R. Sha , District Counsel
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AKM Consulting sneers
November 8, 2002
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, California 92675
Attention: Mr. Eric Bauman
Subject: Proposal to Provide Professional Services for Updating of Water Rate Study
Dear Mr. Bauman:
AKM Consulting Engineers is pleased to submit this proposal to undertake the subject project per
your request. The purpose of the project is to update the water rate study to reflect the currently
recommended CIP and include the bonded indebtedness recently incurred by the Capistrano Valley
Water District. The scope of work will consist of:
1. Utilizing the previous model as the base, update the CIP and the existing bonded
indebtedness.
2. Update the development charges to reflect the recommended CIP, estimate the amount and
phasing of the revenues that would be generated from developer charges.
3. Determine the reserves to be maintained, and update the current status of the water fund.
4. Determine the fixed meter charges and commodity charges necessary to support the water
enterprise fund through the completion of the CIP program.
5. Prepare a summary report recommending revisions to the developer charges and water rates.
6. Participate in public/council presentations and meetings.
We propose to undertake this assignment for a fee of $10,000 which will not be exceeded without
your authorization. We will complete the study within eight weeks of your notice to proceed and
receipt of the updated water fund information.
We appreciate the opportunity to submit our proposal on this important assignment, and look
forward to being of service to the City of San Juan Capistrano. Should you have any questions or
require additional information, please do not hesitate in contacting the undersigned.
Very truly yours,
AKM Consulting Engineers
Ze� n, P.E.
Principal
AKM Proposal No. 02-2401 EXHIBIT „A„
Water
Resources
s
AKM Consulting Engineers
7ransportetion
101 Pacifica, Suite 150
Irvine, California 92618
/nfrestmpure
Telephone: 949.753.7333
Facsimfis� 949.753.7320
Construction
Management
November 8, 2002
City of San Juan Capistrano
32400 Paseo Adelanto
San Juan Capistrano, California 92675
Attention: Mr. Eric Bauman
Subject: Proposal to Provide Professional Services for Updating of Water Rate Study
Dear Mr. Bauman:
AKM Consulting Engineers is pleased to submit this proposal to undertake the subject project per
your request. The purpose of the project is to update the water rate study to reflect the currently
recommended CIP and include the bonded indebtedness recently incurred by the Capistrano Valley
Water District. The scope of work will consist of:
1. Utilizing the previous model as the base, update the CIP and the existing bonded
indebtedness.
2. Update the development charges to reflect the recommended CIP, estimate the amount and
phasing of the revenues that would be generated from developer charges.
3. Determine the reserves to be maintained, and update the current status of the water fund.
4. Determine the fixed meter charges and commodity charges necessary to support the water
enterprise fund through the completion of the CIP program.
5. Prepare a summary report recommending revisions to the developer charges and water rates.
6. Participate in public/council presentations and meetings.
We propose to undertake this assignment for a fee of $10,000 which will not be exceeded without
your authorization. We will complete the study within eight weeks of your notice to proceed and
receipt of the updated water fund information.
We appreciate the opportunity to submit our proposal on this important assignment, and look
forward to being of service to the City of San Juan Capistrano. Should you have any questions or
require additional information, please do not hesitate in contacting the undersigned.
Very truly yours,
AKM Consulting Engineers
Ze� n, P.E.
Principal
AKM Proposal No. 02-2401 EXHIBIT „A„