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Resolution No. 7500I RESOLUTION NO. 7500 2 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF 3 VERNON APPROVING AND AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR CONSULTING SERVICES BY AND BETWEEN THE 4 CITY OF VERNON AND HOLMES & NARVER, INC. FOR REVIEW OF DESIGN SUBMITTALS AND TRAFFIC MANAGEMENT PLANS 5 ASSOCIATED WITH THE ALAMEDA CORRIDOR PROJECT 6 WHEREAS, on August 5, 1998, the City of Vernon and the 7 8 Alameda Corridor Transportation Authority executed a Memorandum of 9 Understanding ("MOU") which gives the City certain review and approval 10 responsibilities of design submittals and traffic management plans 11 ("TMP") submitted by the design/build contractor responsible for 12 constructing the Alameda Corridor Project; and 13 WHEREAS, in order to satisfy its review and approval 14 responsibilities under the MOU, the City retained MK Centennial 15 16 Engineer, Inc. ("MK Centennial") as a consultant to provide 17 engineering services on an as -needed basis pursuant to an Agreement 18 for Consulting Services approved by Resolution No. 7343 adopted on 19 June 1, 1999; and 20 WHEREAS, MK Centennial is also working for the Alameda 21 Corridor Transportation Authority as Project Manager on a south end 22 construction project and, therefore, it is possible that MK Centennial 23 24 may encounter conflict of interest problems during the performance of 25 its agreement with the City; and 26 WHEREAS, the Director of Community Services & Water has 27 recommended that the City of Vernon enter into a back-up agreement 28 with Holmes & Narver, Inc. to provide said design and traffic management plan review services, should it be determined by the City at some time in the future that MK Centennial has an unacceptable conflict of interest. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF VERNON AS FOLLOWS: SECTION 1: The City Council of the City of Vernon hereby finds and determines that the recitals contained hereinabove are true and correct. SECTION 2: The City Council of the City of Vernon hereby approves the Agreement for Consulting Services with Holmes & Narver, Inc., a copy of which has been presented to the City Council concurrently with this resolution, and the City Council hereby orders said Agreement to be received and filed by the City Clerk. SECTION 3: The City Council of the City of Vernon hereby authorizes the Mayor and the City Clerk to execute said Agreement for, and on behalf of, the City of Vernon. SECTION 4: The City Clerk of the City of Vernon shall certify to the passage of this resolution, and thereupon and thereafter the same shall be in full force and effect. APPROVED AND ADOPTED this 7tn day of March, 2000. LEONIS C. MAAPURG, Mayor ATTEST• BRUCE V. MALKENHORST, City Clerk - 2 - STATE OF CALIFORNIA ) ) ss COUNTY OF LOS ANGELES ) I, BRUCE V. MALKENHORST, City Clerk of the City of Vernon, do hereby certify that the foregoing Resolution, being Resolution No. 7500, was duly adopted by the City Council of the City of Vernon at a regular meeting of the City Council duly held on Tuesday, March 7. 2000, and thereafter was duly signed by the Mayor of the City of Vernon. BRUCE V. MALKENHORST, City Clerk (SEAL) - 3 - SUPPORTING DOCUMENTS CITY COUNCIL LEONIS C. MALBURG Mayor THOMAS A. YBARRA Mayor Pro -Tern Wm. 'BILL" DAVIS Councilman H. "LARRY" GONZALES Councilman W. MICHAEL McCORMICK Councilman BRUCE V. MALKENHORST City Administrator / City Clerk FAX (323) 581-7924 DAVID B. BREARLEY City Attorney FAX: (626) 330-5818 KEVIN WILSON Director of Community Services & Water FAX: (323) 588-2761 CITY HALL 4305 SANTA FE AVENUE, VERNON, CALIFORNIA 90058 TELEPHONE (323) 583-8811 March 2, 2000 City Council City of Vernon Honorable Members: KENNETH J. DeDARIO Director of Municipal Utilities FAX: (323) 583-1983 DAVE TELFORD Fire Chief FAX: (323) 581-1385 BRUCE W. OLSON Police Chief FAX: (323) 583-5236 Both the City of Vernon and ACTA have retained the services of MK Centennial for the Alameda Corridor construction. With MK Centennial working for both the City and ACTA, this creates the potential for a conflict of interest, and in addition, if the City should miss any of the required submittal dates, it could affect how the project is constructed in Vernon. This matter has been reviewed by the Director of Community Services and Water and the City Attorney, and it is hereby recommended that the City retain Holmes and Narver as a back-up consulting engineer should MK Centennial not be able to provide the agreed upon services or if a conflict would arise. All costs will be reimbursed by ACTA per the MOU. Very truly yours, ✓ Bruce V. Malkenhorst City Clerk BVM:rcm February 28, 2000 TO: Bruce V. Malkenhorst, City Administrator FROM: Samuel "Kevin" Wilson, Director of Community Services & Water SUBJECT: CONSULTANT FOR REVIEW OF ALAMEDA CORRIDOR PLANS The City of Vernon currently has retained the services of MK Centennial to provide plan check and traffic control review for plans submitted by ACTA for the Alameda Corridor construction. The City recently became aware that MK Centennial was also retained by ACTA to provide construction management for a project on the south end of the corridor. The fact that MK Centennial is working for both the City and ACTA creates the potential for a conflict of interest. Additionally the Memorandum of Understanding (MOU) that the City entered into with ACTA allows for extremely short time frames for plan check review. If the City misses any of the required submittal dates it could have serious consequences on how the project is constructed in Vernon. MK Centennial has performed their services in a thorough and professional manner to date, however the Community Services Department is recommending that the City retain Holmes and Narver as a back-up consulting engineer. This will provide the City with insurance that, if for any reason, MK Centennial cannot provide the services as agreed upon, or a serious conflict arises, MK Centennial can be terminated and the City will have a consulting firm that can immediately review the plans, in their place. Holmes and Narver on a time and materials Engineering review and review. All costs will SKW:ps Attachment cc: City Attorney C:\My D0cuments\MEM0S\BVMa6.doc will invoice the City for their services basis at $85.00 per hour for Civil $100.00 per hour for Traffic Engineering be reimbursed by ACTA per the MOU. r Holmes & Narver INFRASTRUCTURE February 10, 2000 Mr. Samuel K. Wilson, P.E. Director of Community Services & Water City of Vernon a 4305 Santa Fe Ave. Vernon, CA 90058 Dear Mr. Wilson: L' ,:ZGEiVED FEB 14 2000 Community Services Attached per your request are the two signed duplicate originals for the Agreement for Consulting Services. Respectfully yours, Claudia Brown Administrative Secretary - Infrastructure Attachments as noted Post Office Box 6240, Orange, CA 92863-6240 999 Town & Country Road, Orange, CA 92868-4786 Fax (714) 567-2441 (714) 567-2400 AGREEMENT FOR CONSULTING SERVICES THIS AGREEMENT is made, entered into and executed in duplicate originals, either copy of which may be considered and used as the original hereof for all purposes, as of this day of February, 2000, in the City of Vernon, County of Los Angeles, California BY AND BETWEEN THE CITY OF VERNON (hereinafter referred to as the "City") 4305 Santa Fe Avenue AND Vernon, California 90058 HOLMES & NARVER, INC. (hereinafter referred to as "Consultant") 999 Town & Country Road Orange, CA 92868-4786 RECITALS WHEREAS, in June of 1999, the City entered into an agreement with MK CENTENNIAL ENGINEERING, INC. whereby MK CENTENNIAL agreed to provide assistance to the City in the reviewing of design submittals and traffic management planning work related to the construction of the Alameda Corridor by the Alameda Corridor Transportation Authority ("ACTA"); and WHEREAS, pursuant to letter dated November 3, 1999, MK CENTENNIAL advised the City that one of the principals in their Company had been retained to do work for ACTA; and 1 WHEREAS, a potential conflict of interest exists with MK CENTENNIAL's review of design submittals for the City and its work for ACTA; and WHEREAS, MK CENTENNIAL has continued to perform under their agreement, but the City is concerned that'in the future MK CENTENNIAL's conflict may require the City's termination of their agreement; and WHEREAS, the City must assure that if it becomes necessary to terminate the MK CENTENNIAL agreement, a substitute consultant is immediately available to continue the review of design submittals and traffic management planning work related to the Alameda Corridor; and WHEREAS, Consultant has submitted a proposal for the provision of such back-up review services; and WHEREAS, the City desires to engage Consultant for the services described in Exhibit "A"; and WHEREAS, the Consultant represents that it is qualified to perform such service under this Agreement for Consulting Services (hereinafter "Agreement"). NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS SET FORTH HEREIN: I. SCOPE OF SERVICES. Consultant shall perform all requested services described in Exhibit "A", a copy of which is attached hereto and incorporated herein by this reference as though fully set forth at length. 2 II. TIME OF PERFORMANCE. Consultant's services under this Agreement shall only commence if the City provides written notice to Consultant of the termination of the MK CENTENNIAL agreement, and shall terminate upon completion of the necessary review of design submittals and traffic management planning work related to the construction of the Alameda Corridor. III. COMPENSATION. i. Fee for Services. The City shall compensate Consultant on a time and materials basis for services performed at the rate of Eighty -Five Dollars and No Cents ($85.00) per labor hour. The City understands that Consultant may use Kaku Associates in connection with Consultant's performance of this Agreement. The work performed by Kaku Associates shall be billed on a time and materials basis for services performed at a rate of One Hundred Dollars and No Cents ($100.00) per labor hour. Labor rates are inclusive of all costs and expenses associated with the scope of work. IV. METHOD OF PAYMENT. Within thirty (30) days after the last day of any month in which services have been performed or costs incurred hereunder, Consultant shall submit an invoice to the City stating the amount due to Consultant. The invoice shall also contain an itemization of directly related job expenses and subcontract charges incurred by Consultant and for which compensation is due. Consultant shall be responsible for paying any subcontractor used 3 a in the performance of this Agreement. Subcontractors shall not bill the City directly. Payment of the invoice shall be made after acceptance and approval by the City within thirty (30) days of receipt of such invoice. The City's approval of the invoice shall not be unreasonably withheld. V. CHANGES AND EXTRA SERVICES. The City reserves the right to request changes in the services to be performed by Consultant. All such changes shall be incorporated in written change orders executed by the City and Consultant which shall specify the changes ordered and the adjustment of compensation and completion time required thereof. Any services added to the scope of this Agreement by a change order shall be executed under all applicable conditions of this Agreement. No claim for additional compensation or extension of time shall be recognized unless contained in a duly executed change order. VI. CONFIDENTIAL INFORMATION. 1. Access to Confidential Information. The City may provide Consultant with, or allow Consultant access to, certain information not available to the public concerning the City, or businesses located in the City. The information may include company information, taxes, sales, value of assets, or other such information. All such information shall be stamped by City as "Confidential Information". 4 2. No Disclosure. Except as expressly permitted, Consultant shall not disclose, permit the disclosure of, release disseminate, or transfer, whether orally or by any other means, any part of such Confidential Information to any other person or entity, whether corporate, governmental, or individual, without the express prior written conssnt of an authorized representative of the City. Consultant shall return any written Confidential Information, and all copies made of such items, to the City upon the City's written request, but in any event not later than the date that Consultant has performed all services to be performed pursuant to this Agreement. Consultant hereby agrees that such Confidential Information and any documents provided may be used by Consultant only as authorized by the City. Consultant shall take reasonable measures to avoid any disclosure of any such Confidential Information to any unauthorized person. 3. Court Ordered Disclosure. Consultant shall immediately notify the City of any court order or subpoena requiring disclosure of Confidential Information, and shall cooperate with legal counsel in the appeal or challenge of any such order or subpoena. Recipient may only disclose Confidential Information required to be disclosed pursuant to court order or subpoena after legal counsel has exhausted any lawful and timely appeal or challenge. 4. Remedies. In addition to any other remedies that it may have at law or in equity, the City shall be entitled 5 to a temporary and permanent injunction by a court of competent jurisdiction against any breach or threatened breach of the Confidential Information provisions of this Agreement. Consultant acknowledges that in case of such breach or threatened breach of said provisions, the City would have no adequate remedy at law. VII. INDEMNITY AND INSURANCE. 1. Indemnification. The Consultant shall indemnify, defend, protect and hold the City and its officers, agents and employees, free and harmless from and against any and all claims, demands, losses, damages, liabilities, fines, charges, penalties, orders, judgments, and all costs and expenses incurred in connection therewith, including reasonable attorney's fees and costs of defense arising out of or attributable to the negligent or wrongful acts of Consultant or its subcontractors, employees or agents in the perofrmance of services under this Agreement, except to the extent arising from or caused by the sole active negligence or willful misconduct of the City, its officers, agents or employees. 2. Insurance. Consultant agrees to provide insurance in the amounts and forms specified in Exhibit "B" which is attached hereto and made a part hereof by reference. Comparable coverage shall be provided for each subcontractor used in the performance of this Agreement. Consultant shall submit to the City documentation indicating compliance with these minimum requirements no less than one (1) day prior to the beginning of R performance under this Agreement. Consultant shall not commence performance of its services under this Agreement until the above insurance has been obtained and proof of insurance has been filed with and approved by the City. VIII. GENERAL PROVISIONS. 1. Independent Contractor. At all times during the term of this Agreement, Consultant shall be an independent contractor and shall not be an employee of the City. The City shall have the right to control Consultant only insofar as the results of Consultant's services rendered pursuant to this Agreement; however the City shall not have the right to control the means by which Consultant accomplishes services rendered pursuant to the Agreement except to the extent that such services involve the use of City property or Confidential Information. 2. Consultant Not Agent. Except as the City may specify in writing, Consultant shall have no authority, express or implied, to act on behalf of the City in any capacity whatsoever as an agent. Consultant shall have no authority, expressed or implied, pursuant to this Agreement to bind the City to any obligation whatsoever. 3. Validity. The validity, interpretation and performance of this Agreement shall be controlled and construed under the laws of the State of California. 4. Products of Consulting. All City work products of consulting services, with the exception of computer software developed by Consultant, shall become the property of 7 the City and shall be delivered to the City before the end of the performance of this Agreement. Copies may be retained by Consultant. However, computer software shall remain the property of Consultant, except for the City's continued right to use said software at no extra cost. 5. Assignment and Subcontracts Prohibited. Except as provided in Paragraph III of this Agreement, Consultant may not assign or subcontract any right or obligation pursuant to this Agreement except with the express written consent of the City. Any other attempted or purported assignment of any right or obligation pursuant to this Agreement shall be void and of no effect. 6. Termination. This Agreement may be terminated by the City on thirty (30) days written notice to Consultant. The effective date of cancellation shall be after the 30th day after said written notice. Consultant shall be entitled to the compensation earned by it prior to the date of the termination notice, computed pro rata up to and including that date, plus compensation for work performed during the thirty (30) day notice period and authorized in the termination notice. 7. Notices. Notices to the parties unless otherwise requested in writing shall be sent to: AGENCY: THE CITY OF VERNON ATTN: BRUCE V. MALKENHORST CITY ADMINISTRATOR 4305 SANTA FE AVENUE VERNON, CA 90058-0805 8 CONSULTANT: HOLMES & NARVER, INC. ATTN: VICTOR MARTINEZ, P.E. 999 TOWN &COUNTRY ROAD ORANGE, CA 92868-4786 8. Record Retention. Consultant's records shall be retained for inspection by the State of California, the'Federal Highway Administration,, or City, or their authorized representatives, for a period of three (3) years after final payment under this Agreement. 9. Cost Principles. Federal Acquisition Regulations (48 C.F.R. Part 31) shall govern allowable elements of cost, if applicable. 10. Covenant Against Contingent Fees. Consultant warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or persons, other than a bona fide employee. Any fee, commission, percentage, brokerage fee, gift, or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the City shall have the right to annul this Agreement without liability, or at its discretion to deduct from the Agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee. 11. Compliance with Law and Wage Rate. Consultant shall comply with all Federal, State and local laws, regulations, 2 orders and ordinances applicable to the work, including compliance with applicable provisions of the California Labor Code for payment of prevailing wages. 12. Non -Discrimination. Consultant certifies that there shall be no discrimination against any employee who is employed in the work covered by this Agreement, or against any applicant for such employment, because of race, religion, color, sex or national origin including but not limited to, the following; employment, upgrading, demotion or transfer, recruitment, or recruitment advertising, lay-off or termination, rate of pay or other forms of compensation, and selection for training, including apprenticeship. 13. Disabled Veteran Business Enterprises. It is understood that a goal of this Agreement is that three percent (3%) of the work shall be subcontracted to one or more Disabled Veteran Business Enterprises ("DVBE"). Consultant certifies that it has made and will continue to make a good faith effort toward fulfilling that goal. The term DVBE shall have the meaning given in Military and Veterans Code section 999. Upon reasonable request, Consultant shall furnish City with evidence and/or certifications reflecting Consultant's compliance with this section. IX. ENTIRE AGREEMENT. This Agreement is the entire Agreement of the parties. Consultant represents that in entering into this Agreement, it has not relied on any previous representations or understandings of any kind or nature. 10 B X. BENEFIT OF AGREEMENT. This Agreement shall bind and benefit the parties hereto and their heirs, successors, and permitted assigns. XI. GOVERNING LAW. This Agreement shall be governed, construed and enforced in accordance with the laws of the State of California. IN WITNESS WHEREOF, the City and Consultant have executed this Agreement as of the date first hereinabove set forth. ATTEST: BRUCE V. MALKENHORST, City Clerk APPROVED AS TO FORM: EDUARDO OLIVO, City Attorney Apr-MMBNery M 11 THE CITY OF VERNON By: LEONIS C. MALBURG, Mayor HOLMES & NARVE/fR, INC. By: _1-�----- 1 t Title: `S,cv . c,4- V By: Title: V.P./General Counsel/Secretary By: "M Engineering Services for Review of Design Submittals uuRE Associated with the ACTA Project Introduction Holmes & Narver Infrastructure (HNI) is very excited about the opportunity to serve the City of Vernon on this important project to provide engineering services for the review of design submittals associated with the Alameda Corridor project. HNI, with offices in Orange, has provided design and construction support services for a variety of transpor- tation projects throughout southern California. In fact, HNI is currently ranked num- ber I7in Engineering News-Record's ranking oftop transportation engineering firms in the country. Scope Of Work HNI is very familiar with the project area since our firm was on the Kiewit Team for the Mid -Corridor Design Build project. Our firm reviewed the drawings that ACTA made available to the prospective bidders. Therefore, we are familiar with the proposed im- provements in and around the City of Vernon. We stand ready to support the City in the following areas: • Review of road improvements consisting of either portland cement concrete; asphalt concrete or a combination thereof. • Review of sewer plans. • Review of storm drain plans. • Review of signal and lighting plans • Utility reviews to ensure the conflicts are resolved. It is our understanding that the contractor Tutor -Saliba will be making three separate submittals at the 30%, 60% and 100% stages. The plans need to be reviewed and ap- proved in accordance with the MOU for each of the partial submittals. HNI recognizes the importance of this project and the potential impacts on the City. HNI will conduct its reviews in the best interest of the City and in accordance with the MOU. In the past 5 years HNI staff has completed a number of projects that contain similar elements associated with this project, including grade separations for ACTA and local agencies. We will be available to provide the needed services within 24 hours and will work closely with the City to expedite the review and approval of all design submittals. Our approach to the review of the documents will be as follows: • Review the submittal packages to ensure a complete submittal. HNI will immedi- ately notify the City if in our opinion the submittal is not complete. • HNI's review especially in the early submittals will focus on ensuring that the proposed improvements will meet City standards. • HNI's review of the plans will focus on protecting the City's interest especially in terms of liability and long term maintenance. • HNI will work closely with the City each step of the way to ensure that the provi- sions of the MOU are met. We will work as an extension of the City's staff on this vital capital improvement project. 199•5163 EXHIBIT "A" EXHIBIT B INSURANCE SCHEDULE (CONSULTANT) The Contractor shall provide proof of insurance, including a standard certificate of insurance, in at least the following amounts and coverage (combined single limit permitted): I Coverage and Limits Bodily Iniury Prooertv Damage Hazards Each Person Each Accident Each Accident Automobile Liability Owned Automobiles $ 500,000 $1,000,000 $ 500,000 Hired Automobiles $ 500,000 $1,000,000 $ 500,000 Non -Owned Automobiles $ 500,000 $1,000,000 $ 500,000 Workers' Compensation $ Statutory Employers' Liability $1 000 000 per employer il. General and Professional Liability General Liability $1,000,000 $2,000,000 $1,000,000 Premises Operations - $1,000,000 $2,000,000 $1,000,000 Elevators (if applicable) $1,000,000 $2,000,000 $1,000,000 Independent Contractors $1,000,000 $2,000,000 $1,000,000 Products - Completed Operations $1,000,000 $2,000,000 $1,000,000 Contract Liability $1,000,000 $2,000,000 $1,000,000 Professional Liability $2,000,000 $2,000,000 $2,000,000 a. The general liability policy shall contain the following special endorsements which shall be noted on or attached to the standard certificate of insurance: 1. An endorsement naming the City of Vernon, its officers and employees as additional insureds under the policy. 2. An endorsement providing the City of Vernon thirty (30) days notice of cancellation or material reduction of coverage. 3. An endorsement providing coverage for all operations under this Agreement. 4. Such other endorsement as may be required by addendum hereto. b. In addition to the standard certificate of insurance, proof of general and professional liability coverage shall be furnished in either of the forms checked below. Certification of the following proofs by the insurance accent or broker will not be accepted: X For each policy, a notarized letter from the underwriter or carrier certifying that the coverage and statements in the standard certificate of insurance (attached thereto) are true and correct and that the signature is an officer authorized to so certify. X A copy of each policy certified by an officer of the underwriter or carrier and notarized.