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TO: BOARD OF SUPERVISORS
FROM: J. MICHAEL WALFORD, PUBLIC WORKS DIRECTOR
DATE: March 5, 1996
SUBJECT: Consulting Services Agreement with PSC Associates, Inc. for San Pablo Dam Road Slide
Repair Sta 254+00, Orinda Area
Project No.: 0672-6R6210-95
SPECIFIC REQUEST(S)OR RECOMMENDATION(S)&BACKGROUND AND JUSTIFICATION
I. Recommended Action:
APPROVE a Consulting Services Agreement with PSC Associates, Inc. for geotechnical services
related to the San Pablo Dam Road Slide Repair, Sta. 254+00 project in the Orinda area, and
AUTHORIZE the Director of the Public Works Department to execute the Agreement.
II. Fing ncial Impact:
The maximum amount of the contract is $25,000. It is to be funded by the FHWA (88.53%) and
Road Funds (11.47%).
III. Reasons for Recommendations and Background:
The landslide was identified as a FEMA storm damage project after the March 1995 storms. The
geotechnical investigations are needed to determine the type of repair to be constructed. Five
firms were considered and PSC Associates, Inc. was determined to be the best qualified to
perform this work.
IV. Consequences of Negative Action:
If geotechnical services are not provided, the completion of final construction plans will be
delayed.
Continued on Attachment: SIGNATURE:
_RECOMMENDATION OF COUNTY ADMINISTRATOR
_RECOMMENDATION OF BOARD COMMITTEE
APPROVE OTHER
SIGNATURE(S):
ACTION OF BOARD ON March 5, 1996 APPROVED AS RECOMMENDED x OTHER_
VOTE OF SUPERVISORS
X UNANIMOUS (ABSENT III )
AYES: NOES:
ABSENT: ABSTAIN:
KE:jlg
\desi n\bo\bo27c.t2 n actioreby takeertify thatthisentered Is a
on the orrectempyof
and
9� 9 an action taken and entered on the minutes of the
Board of supervisors on the date shown.
Contact: Kevin Emi h, 313-2233 ATTESTED: Marsh 5.1 996
9 ( ) PHIL BATCHELOR,Clerk of the Board
Orig. Div: Public Works (Design Division) of Supervisors and County Administrator
cc: Auditor Controller D �
County Administrator By—
.Deputy
E. Kuevor
J. Bueren, Transportation Engineering
CONSULTING SERVICES AGREEMEN
- U
V
1, Special Conditions, These Special Conditions are incorporated below by reference. �\
(a) Public Agency. CONTRA COSTA COUNTY, PUBLIC WORKS DEPARTMENT
(b) Consultant's Name&Address: PSC ASSOCIATES,INC.
P.O.Box 699 �!
Mountain View,CA 94042-0699
(c) Project Name, Number&Location: San Pablo Dam Road Slide Repair STA 254+00,0672-6R6210-95
(d) Effective Date Phase 1: February 27, 1996 (e) Phase 1 Payment Limit(s): $9,170
Effective Date Phase 2: may—g,;Igg6 Phase 2 Payment Limits(s):$3,000
(f) Completion Date(s)Phase 1: duly-l--igg6 A441(, (Q4 t4
Completion Date(s)Phase 2: Upon project acceptance by the County Board of Supervisors
(g) Federal Taxpayer's I.D.or Social Security Number: 94-22090123
2. Signatures. These signatures attest the parties'agreement hereto:
PUBLIC AGENCY COAN
By: J.Michael Watford
Public Works Director/ By: j
Chief Engineer (Deial capacity in the business Type of Business:
(sole proprietorship,government agency,partnership,corporation,etc.)
If CAsState of Incorpor
b iciarcapacity in the business)
Note to Co sultant: For corporation�thentract must be signed by two officers. The first signature must be that of the chairman of the board,president or vice-
president;the second signature'must be that of the secretary,assistant secretary,chief financial officer or assistant treasurer.(Civ.Code,Sec. 1190 and Corps.
Code.Sec.313.) The acknowledgment below must be signed by a Notary Public.
CERTIFICATE OF ACKNOWLEDGMENT
State of California )
County of J Qh'tA CIA RA ) ss.
/,e-(� -` e x r L personally appeared(insert name and title of the
On the date written below,before me, �u 1 {�" b' D f
officer fe'tefL ~ c6 ,f C ,:Jnc ,personally known to me(or proved
to me on the basis of q factory evidence)to be the person(*-whose nine �i subscribed to the within instrument and acknowledged to me that�ie'['�heAfmy
executed the same it hi satheir authorized capacity(j0o;and that b i it signature4Wbn the instrument the persoro( 'or the entity upon be}Ta1f of which
the person( acted,executed the instrument.
WITNESS my hand and official seal.
Dated: 2--z-3 w
RON K IKEBE N ary Public
Seal z ;.=m;.. COMM,#966223
(Notary's ) z Notary Public-California
- s SAMA CLARA COUNT
�'' My comm.expires JUN 17.1996
3. Parties. Effective on the above date,the above-named Public Agency and Consultant mutually agree and promise as follows:
4. Employment. Public Agency hereby employs Consultant,and Consultant accepts such employment,to perform the professional services described herein,
upon the terms and in consideration of the payments stated herein.
5. Scope of Service. Scope of service shall be as described in Appendix A,attached hereto and made a part hereof by this reference.
6. Report Disclosure Section. Any document or written report prepared hereunder by Consultant,or a subcontractor,for Public Agency shall contain,in a
separate section,the numbers and dollar amounts of this contract and all subcontracts relating to the preparation of such document or written report,
provided that the payment limit specified in Sec. 1(e)exceeds$5,000. When multiple documents or written reports are the subject or products of this
agreement,the disclosure section may also contain a statement indicating that the total contract amount represents compensation for multiple documents
or written reports.
7. Insurance. Consultant shall,at no cost to Public Agency,obtain and maintain during the term hereof:(a)Workers'Compensation Insurance pursuant to
state law; (b) Professional Liability Insurance with minimum coverage of$1,000,000 and a maximum deductible of$50,000;and(c)Comprehensive
General Liability Insurance,including blanket contractual(or contractual liability)coverage,broad form property damage coverage,and coverage for owned
and non-owned vehicles,with a minimum combined single limit coverage of$500,000 for all damages due to bodily injury,sickness or disease,or death
.to any person,and damage to property,including the loss of use thereof,arising out of each accident or occurrence,and naming Public Agency,its/their
governing bodies,officers and employees as additional insureds. Consultant shall promptly furnish to Public Agency certificates of insurance evidencing
such coverage and requiring 30 days'written notice to Public Agency of policy lapse,cancellation or material change in coverage.
8. Payment. Public Agency shall pay Consultant for professional services performed at the rates shown in Appendix B attached hereto,which include all
overhead and incidental expenses,for which no additional compensation shall be allowed. Notwithstanding the foregoing,those incidental expenses
specifically itemized in Appendix B shall be reimbursable by Public Agency to Consultant,provided that Consultant submits copies of receipts and,if
applicable,a detailed mileage log to Public Agency. In no event shall the total amount paid to Consultant exceed the payment limit(s)specified in Sec. 1(e)
without prior written approval of the Public Agency, Consultant's billing statements shall be submitted at convenient intervals approved by Public Agency
and shall list, for each item of services, the employee categories, hours and rates. Payment will be made within thirty(30)days after receipt of each
statement.
9. Status. The Consultant is an independent contractor,and shall not be considered an employee of Public Agency.
10. Time for Completion. Unless the time is extended in writing by Public Agency,Consultant shall complete all services covered by this Agreement no later
than the Completion Date(s)listed above.
11. Record Retention and Auditing. Except for materials and records delivered to Public Agency,Consultant shall retain all materials and records prepared
or obtained in the performance of this Agreement,including financial records,for a period of at least five years after Consultant's receipt of the final payment
under this Agreement. Upon request by Public Agency,at no additional charge,Consultant shall promptly make such records available to Public Agency,
or to authorized representatives of the state and federal governments,at a convenient location within Contra Costa County designated by Public Agency,
and without restriction or limitation on their use.
12. Documentation. Consultant shall prepare and deliver to Public Agency at no additional charge,the items described in Appendix A to document the
performance of this Agreement and shall furnish to Public Agency such information as is necessary to enable Public Agency to monitor the performance
of this Agreement.
13. Ownership of Documents. All materials and records of a finished nature,such as final plans,specifications,reports,and maps,prepared or obtained in
the performance of this Agreement,shall be delivered to and become the property of Public Agency. All materials of a preliminary nature,such as survey
notes,sketches,preliminary plans,computations and other data,prepared or obtained in the performance of this Agreement,shall be made available,upon
request,to Public Agency at no additional charge and without restriction or limitation on their use.
14. Extra Work. Any work or services in addition to the work or services described in Appendix A shall be performed by Consultant according to the rates or
charges listed in Appendix B. In the event that no rate nr r+nrno rcto,t fnr_
V '
a rate t6 be mutually'agreed on prior toencement of the extra work. In no event shall Con*nt be entitled to compensation for extra work unless
a written authorization or change order tote the work and payment terms has been executed by Public Agency prior to the commencement of the
work.
15. Payment Retention. Public Agency shall retain ten percent(10%)of the monies due the Consultant as security for the fulfillment of this Agreement. After
the Consultant has completed all work under this Agreement,submitted final billing,and the Public Agency has found the work to be accurate,the Public
Agency will pay all withheld funds. Payment of withheld funds will be made within thirty(30)days of completing this work and submittal of a final billing.
A retention will not be withheld for any"on-call"work.
16. Termination by Public Agency. At its option, Public Agency shall have the right to terminate this Agreement at any time by written notice to Consultant,
whether or not Consultant is then in default. Upon such termination,Consultant shall,without delay,deliver to Public Agency all materials and records
prepared or obtained in the performance of this Agreement,and shall be paid,without duplication,all amounts due for the services rendered up to the date
of termination.
17. Abandonment by Consultant. In the event the Consultant ceases performing services under this Agreement or otherwise abandons the project prior to
completing all of the services described in this Agreement,Consultant shall,without delay,deliver to Public Agency all materials and records prepared or
obtained in the performance of this Agreement, and shall be paid for the reasonable value of the services performed up to the time of cessation or
abandonment,less a deduction for any damages or additional expenses which Public Agency incurs as a result of such cessation or abandonment.
18. Breach. In the event that Consultant fails to perform any of the services described in this Agreement or otherwise breaches this Agreement,Public Agency
shall have the right to pursue all remedies provided by law or equity. Any disputes relating to the performance of this Agreement shall not be subject to
non-judicial arbitration. Any litigation involving this Agreement or relating to the work shall be brought in Contra Costa County,and Consultant hereby
waives the removal provisions of Code of Civil Procedure Section 394.
19. Compliance with Laws. In performing this Agreement,Consultant shall comply with all applicable laws,statutes,ordinances,rules and regulations,whether
federal,state or local in origin.This includes compliance with prevailing wage rates and their payment in accordance with California Labor Code,Section
1775.
20, Assignment. This Agreement shall not be assignable or transferable in whole or in part by Consultant,whether voluntarily,by operation of law or otherwise;
provided, however,that Consultant shall have the right to sub-contract that portion of the services for which Consultant does not have the facilities to
perform so long as Consultant notifies Public Agency of such subcontracting prior to execution of this Agreement.Any other purported assignment,transfer
or sub-contracting shall be void.
21 Subcontracting. All subcontracts exceeding$25,000 in cost shall contain all of the required provisions of this contract.
22. Endorsement on Plans. Consultant shall endorse all plans,specifications,estimates,reports and other items described in Appendix A prior to delivering -
them to Public Agency,and where appropriate,indicate his/her registration number.
23. Patents and Copyrights. The issuance of a patent or copyright to Consultant or any other person shall not affect Public Agency's rights to the materials
and records prepared or obtained in the performance of this Agreement. Public Agency reserves a license to use such materials and records without
restriction or limitation,and Public Agency shall not be required to pay any additional fee or royalty for such materials or records. The license reserved
by Public Agency shall continue for a period of fifty years from the date of execution of this Agreement,unless extended by operation of law or otherwise.
24. Indemnification, Consultant shall defend,indemnify,save and hold harmless Public Agency, its/their governing bodies,officers and employees from any
and all claims,costs and liability for any damages,injury or death arising directly or indirectly from,or connected with,the services provided hereunder and
due to,or claimed or alleged to be due to,negligence or willful misconduct of Consultant,its officers,employees,agents,subconsultants,or any person
under its direction or control,save and except claims or litigation arising through the sole negligence or sole willful misconduct of Public Agency,and will
make good to and reimburse the indemnitees for any expenditures,including reasonable attorney's fees,the indemnitees may make by reason of such
matters and,K requested by any of the indemnitees,will defend any such suits at the sole cost and expense of Consultant., Consultant's obligations under
this section shall exist regardless of concurrent negligence or willful misconduct on the part of the Public Agency or any other person;provided,however,
that Consultant's obligation to indemnify shall be limited to the proportion of negligence or willful misconduct attributable to Consultant,its subconsultants,
or any person under Consultant's direction or control.
25. Heirs, Successors and Assigns. Except as provided otherwise in Section 20 above,this Agreement shall inure to the benefit of and bind the heirs,
successors,executors,personal representatives and assigns of the parties.
26. Public Endorsements. Contractor shall not in its capacity as a contractor with Public Agency publicly endorse or oppose the use of any particular brand
name or commercial product without the prior approval of the Public Agency's governing board. In its Public Agency Contractor capacity,Contractor shall
not publicly attribute qualities or lack of qualities to a particular brand name or commercial product in the.absence of a well-established and widely-accepted
scientific basis for such claims or without the prior approval of the Public Agency's governing board. In its Public Agency contractor capacity,Contractor
shall not participate or appear in any commercially-produced advertisements designed to promote a particular brand name or commercial product,even
if Contractor is not publicly endorsing a product, as long as the Contractor's presence in the advertisement can reasonably be interpreted as an
endorsement of the product by or on behalf of Public Agency. Notwithstanding the foregoing, Contractor may express its views on products to other
contractors,the Public Agency's governing board,its officers,or others who may be authorized by the Public Agency's governing board or by law to receive
such views.
27. Proiect Personnel. In performing the services under this Agreement,Consultant shall use the personnel listed in Appendix C,attached hereto and made
a part hereof by this reference. Changes in project personnel may only be made with Public Agency's written consent,and Consultant shall notify Public
Agency in writing at least thirty(30)days in advance of any proposed change. Any person proposed as a replacement shall possess training,experience
and credentials comparable to those of the person being replaced.
USE THE FOLLOWING PARAGRAPH FOR FEDERAL AID FUNDED PROJECTS ONLY
28. Consultants must give consideration to DBE Firms as specified in 23 CFR 172.5(e)
Attachments:Appendix A,Appendix B,Appendix C
Form approved by County Counsel(2/96)
g:\design\work\:psc.t2
February 21, 1996