HomeMy WebLinkAboutAgr 2006-05-15 (Pedersen Associates)
1151D
j
AGREEMENT FOR PROFESSIONAL SERVICES
LANDSCAPE CONSTRUCTION DOCUMENTS
AND CONSTRUCTION SERVICES
~ fL-1
THIS AGREEMENT, made and entered thil ~ day of March, 2006, by and between the TOWN
OF TIBURON, a political subdivision of the State of California, hereinafter called "Town," and
PEDERSEN ASSOCIATES LANDSCAPE ARTICHECTS, hereinafter referred to as "Consultant,"
RECIT ALS
A. The Town Council has commissioned a new fountain to be installed at the southwest comer
ofTiburon Boulevard and Main Street in the Town ofTiburon. The Town Council retained
Consultant to develop a design for the plaza area surrounding ne\\' fountain. Consultant has
completed that work to the Town's satisfaction.
B. Town now desires to retain a qualified and competent landscape architect firm to develop
construction documents and construction services to implement the approved design.
Consultant has the skill and experience to undertake the design and has submitted a
proposal, dated March 9, 2006, for Tiburon Fountain Plaza - Landscape Construction
Documents and Construction Services, as set forth in Exhibit A, which is attached hereto
and incorporated herein by reference. The parties wish to contract for the provision of
services as described in this Agreement.
AGREEMENT
1. Scope of Consultant Services. Consultant shall perform the services described in its March
9, 2006 letter to Town Manager Alex McIntyre ("Proposal"), set forth in Exhibit A, which is
attached hereto and incorporated herein by reference ("Services").
2. Compensation. Town agrees to pay Consultant as set forth in Proposal, up to a maximum of
$17,100.00 for professional services and up to $1,000.00 for expenses. Consultant shall bill
for costs as set forth in Section 2 of Schedule A of the Proposal ("Schedule A").
Consultants will submit invoices as set forth in Section 5 of Schedule A. In the event that
the Town requires additional services from the Consultant beyond those listed in the
Proposal, the Town will compensate Consultant according to Schedule A. Consultant's
total compensation shall not exceed the maximums set forth in this section without prior
Town approval of an amendment to this Agreement.
3. Standard of W ork~ Indemnity. Consultant shall perform the services in a skillful and
professional manner compatible with the usual, customary standard of Consultant's
profession. Consultant shall indemnify, defend and hold Town harmless from and against
claims, liabilities, suits, loss, cost, expense and damages to the extent caused by a negligent
act or omission of Consultant's in the performance of the Services pursuant to this
Agreement.
Landscape Construction Documents and Construction Services
1
4. Consultant as Independent Contractor. Consultant (including its agents and employees) is
not an agent or employee of the Town but is an independent contractor not subject to the
direction and control of the Town. Without limiting the foregoing, Consultant shall
maintain complete control of its operations and personnel and shall be solely liable and
responsible to pay all required salaries, wages, expenses, taxes and other obligations,
including, but not limited to, withholding and Social Security.
5. Attendance at Hearings. If requested by the Town Manager, Consultant shall appear at
Councilor other hearings that pertain to the Services.
6. Audit of Books and Records. Town may, in its sole discretion, undertake an independent
audit and/or evaluation of the Consultant's records and accounts of expenditures and
program activities at its own expense. Consultant shall furnish all items necessary in the
Town's discretion to complete said audit and/or evaluation subject to restrictions on
confidentiality limited to expenditure or receipt of program funds, and program quality.
7. Insurance. Consultant shall maintain insurance as set forth below. Town shall be added as
an additional insured to all required insurance policies. The limits set forth below are not
intended to operate as a limit to Consultant's liability under Sections 3 and 4 of this
Agreement.
A. Professional Liability: Combined single limit of $1,000,000 for each single
occurrence and $2,000,000 annual aggregate.
B. Comprehensive Automobile Liability: Combined single limit of$300,000 for each
single occurrence for bodily injury and property damages.
8. Ownership ofDocuments~ Re-Use~ Indemnity. For the purpose of this Agreement,
"Documents" shall include text copy, graphics, code, disks, diskettes, CDs, and other
written or electronic communications or data. All Documents, including drawings and
specifications prepared by Consultant pursuant to this Agreement shall be the property
of Town. Town acknowledges that said Documents are prepared for use only in
connection \vith the Project described in Exhibit A. Consultant makes no representation
that said Documents are suitable for re-use on any other project or on any expansion of
the Project. Any such re-use by Town without specific written approval by Consultant
shall be at Town's sole risk. Town shall indemnify and hold Consultant harmless from
all claims, losses, damages and expenses, including attorneys fees, that may arise from
Town's unauthorized re-use of said Documents for another project or for any expansion
of the Project.
9. Stop Work Order. Town may at any time, by written notice to Consultant ("Stop Work
Order"), require Consultant to stop or suspend performance of the Services, in whole or in
part, for a period of up to ninety days after such notice is delivered to Consultant. Upon
receipt of the Stop Work Order, Consultant shall immediately comply therewith and take all
reasonable steps to minimize the incurrence of costs allocable to the Services covered by the
Landscape Construction Documents and Construction Services
2
Stop Work Order during the period of work stoppage. Within ninety days of the delivery of
the Stop Work Order, or such later time as may be agreed to by the parties, Town shall
either cancel the Stop Work Order or terminate this Agreement as provided in Paragraph 13.
Consultant shall resume work upon the cancellation of the Stop Work Order. To the extent
that the Stop Work Order results in a documentable increase in the cost of performing the
Services or the time required for such performance, Consultant shall receive an equitable
adjustment in compensation or an extension of time for performance, as appropriate.
10. Delinquency. In the event that a proper invoice remains unpaid for more than 30 days after
submittal, Consultant may commence to charge interest of the unpaid amounts at the lesser
of 1.50/0 per month or the maximum rate allowed under applicable usury laws. In addition,
Consultant may suspend the performance of the Services after giving Town 10 days notice
of its intent to do so. In the event of such suspension, the Base Fee shall be increased to
include Consultant's reasonable costs of suspending and restarting the Services.
11. Termination of Contract. It is expressly understood that either party shall have the right to
terminate this agreement within five (5) days written notice to the other party. In such
event, Consultant shall deliver to the Town copies of all finished and unfinished surveys,
studies, documents, computer disks, and/or reports pertaining to the contract, and
Consultant shall be entitled to receive just and equitable compensation equal to his hourly
rate as outlined in Exhibit A for any satisfactory work completed as determined by the
Town.
12. Discrimination. In the performance of the terms of this Agreement, Consultant shall not
engage in nor permit others he may employ to engage in discrimination in the employment
of such persons based on race, color, religion, sex, sexual preference, age, or handicapped
conditions.
13. Miscellaneous.
A. Other Contract Provisions. To the extent that there are any inconsistencies with the
Exhibit( s) to this Agreement and the main body thereof, the latter shall prevail. The
following sections of Schedule A to the Proposal are excluded from this Agreement:
Sections 7.00, 8.00, 9.00, 10.00, 11.00, 12.00 and 13.00.
B. Governing Law~ venue. The laws of the State of California shall govern this
Agreement. In the event that a dispute arises under this agreement, Marin County
shall be the proper venue for any judicial resolution of said dispute.
C. Severability. If any provision of this Agreement is found to be invalid or
unenforceable, the validity and enforceability of the remaining portions shall not be
affected unless the effect thereof would materially change the economic burden on
either party.
Landscape Construction Documents and Construction Services
3
D. Successors in Interest Assignment. This Agreement shall be binding on the assigns
and successors in interest to both parties. Neither party may assign their obligations
under this Agreement without the written consent of the other party.
E. Entire Agreement Amendment. This Agreement represents the entire Agreement
between the parties. This Agreement may only be amended in writing.
IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to
execute this Agreement the day and year above written.
CONSULTANT
Pedersen Associates
TOWN OF TIBURON
~~~
~ Alex McIntyre, Town ~ager
APPROVED AS TO FORM:
~~/~
Ann R. Danforth, Town Attorney
Landscape Construction Documents and Construction Services
4
.
EXHIBIT No.A
p~
Pedersen Associates
Landscape Architecture
Peder Jens Pedersen ASLA
24 H Street
San Rafael CA 94901
415 456 2070
415 456 2086 F
CA Reg. No. 2300
HI Reg. No. 7273
www.pedersenassociates.com
March 9, 2006
Alex Mcintyre
Town of Tiburon
1505 Tiburon Blvd.
Tiburon, CA 94920
RE: PROPOSAL FOR DESIGN SERVICES
Town of Tiburon - Tiburon Fountain Plaza
LANDSCAPE CONSTRUCTION DOCUMENTS AND
CONSTRUCTION SERVICES
Dear Alex:
I am pleased to submit my proposal for services for the above referenced project.
This proposal is based on the preliminary designs approved by the Tiburon Town
Council on March 1 st and discussions with Dave Bernardi regarding the project
schedule. Base information provided by Dave Bernardi has been incorporated into the
drawings prepared to date. Bidding shall be handled the Town of Tiburon
SCOPE:
Phase One, Preliminary Design & Coordination with Artist: Complete
Phase Two, Construction Documents
Based on approved preliminary design drawings, PA shall produce drawings and
specifications as required for implementation of the designs. Refer to Schedule "B" for a
list of drawings, details and tasks.
Phase Three, Construction Observation
This includes but is not limited to review of submittals, change orders, requests for
information and evaluating substitutions and weekly meetings during the construction
process to monitor construction progress. This estimate is based on a 6 week
construction duration: 6 site visits and follow up: three (3) hours in field and one (1 )
hour office follow-up per visit.
Tiburon Fountain Plaza
Page 1 of 6
!t
.~-
:i \.
PA shall make periodic visits to the site to familiarize itself generally with the progress
and quality of construction and to determine in general if the construction is proceeding
in accordance with PA's design intent and construction documents. On the basis of its
observations while at the site, PA will keep the client informed of the progress of
construction. PA may recommend to the client the rejection of work that fails to
conform to the contract documents.
PA shall not be responsible for construction means, methods, techniques, sequences
or procedures in connection with the work and PA shall not be responsible for the
contractor's errors or omissions or failure to carry out the work in accordance with the
contract documents.
PA shall be involved in the placement of plants on site to make adjustments to the
planting design as needed
FEES AND TERMS
Professional service fee breakdown by phase:
Phase
Preliminary Design
Construction Documents
Construction Observation
Fee
Complete
$11,400
$5,700
Please let me know if you have any questions or comments regarding the design
process overview or this proposal.
Sincerely,
Peder Jens Pedersen
Principal .
CLA#2300
.Accepted by:
Alex Mcintyre
Tiburon Town Manager
Tiburon Fountain Plaza
Page 2 of 6
SCHEDULE "A"
FEE SCHEDULE AND CONTRACT PROVISIONS
1.00 CONSULTING SERVICES
1.01 The professional consulting services described in this proposal shall be billed at
the following rates:
Principal Landscape Architect
Principal Landscape Architect in the field
Landscape Architect
Senior Landscape Designer
Junior Landscape Designer/CAD Operator
Administrative
$ 135/hr.
$ 150/hr.
$ 100-120/hr.
$ 65-85/hr.
$ 50-65/hr.
$ 45-50/hr.
2.00 EXPENSES
2.01 Expenses will be reimbursed at cost plus 15 percent (150/0) and are not included
in the hourly fee for consulting services. Unless otherwise noted in this proposal,
these include but are not limited to:
1) Reproduction costs
2) Long distance telephone and facsimile charges
3) Laboratory fees
4) Fees paid to subcontractors
5) Travel expenses, including auto (at $.48/mile), lodging, meals, etc.
when required in connection with the performance of this contract.
3.00 RETAINER
3.01 Work will commence upon receipt of a $1,000 retainer fee. This fee will be
credited to your final bill.
4.00 PURCHASES
4.01 Any items purchased by us for you will be billed at cost.plus thirty percent (300/0)
for plant material and other items. In addition, you will be billed for the time spent
sourcing and coordinating these materials at the hourly rates. An eighty percent
(800/0) deposit will be required on all items at the time they are ordered. Weare
not responsible for any items not ordered through our office.
5.00 BILLING AND PAYMENT
5.01 Invoices will be submitted periodically for work completed to date. Expenses will
be billed on the same invoice identified separately from labor. Progress
payments thereon shall be due and payable upon receipt.
Tiburon Fountain Plaza
Page 3 of 6
5.02 Invoices not paid within thirty (30) days following receipt are subject to a finance
charge of 1.50/0 per month on the outstanding balance.
5.03 In the event you become more than ninety (90) days delinquent in making
payments on your account as provided for herein, you hereby agree that PA
may, at their discretion, halt all landscape architectural work on the project until
payments on your account are made current. In addition, for non-payment on
outstanding balances more than forty-five (45) days delinquent you hereby agree
that PA may reserve the right to withhold delivery of work products and extend
the time limits required for PA's performance under this contract accordingly.
6.00 ADDITIONAL SERVICES
6.01 Services not listed in the scope above shall be performed upon request and shall
be billed as Additional Services. Additional Services include, but are not limited
to additional meetings and coordination time; revisions of designs when such
revisions are inconsistent with instructions previously given by you; revisions
made necessary by adjustments in your program, budget, or schedule; services
required as a result of the your failure to render decisions in a timely manner;
and revisions due to substitutions proposed by contractor or due to change
orders.
7.00 TERMINATION OF SERVICES
7.01 This contract may be terminated upon written notice by either party should the
other party fail substantially to perform in accordance with its terms through no
fault of the other party. However, in that event, payment for all services rendered
and expenses incurred prior thereto and including the date of termination shall
then become immediately due and payable.
8.00 REVOCATION
8.01 This proposal shall be deemed revoked if acceptance is not received within thirty
(30) days of the date first written above.
9.00 LEGAL ACTION
9.01 In the event legal action is taken to enforce any provision of this contract, the
prevailing party shall be entitled to reasonable attorney's fees and costs of suit.
10.00 ARBITRATION
10.01 Any controversy or claim arising out of or relating to this contract, or the breach
thereof, may be settled by arbitration in accordance with the rules of the
American Arbitration Association, and judgment upon the award rendered by the
arbitrators may be entered in any court having jurisdiction thereof.
Tiburon Fountain Plaza
Page 4 of 6
11.00 SUCCESSORS AND ASSIGNS
11.01 It is mutually understood and agreed that this agreement shall be binding upon
Town of Tiburon and its successors and assigns, and upon Pedersen Associates
and its successors and assigns. Neither party shall assign nor transfer its
interest in this agreement or any part thereof without the written consent of the
other party.
12.00 PROJECT MAINTENANCE
12.01 The Client acknowledges and agrees that proper project maintenance is required
after the project is complete. A lack of or improper maintenance in the planted
areas, public and semi-public spaces may result in damage to property or
persons. The Client further acknowledges that as between the parties to this
Agreement, the Client is solely responsible for the results of any lack of or
improper maintenance.
12.02 The design professional's commitments as set forth in this agreement are based
on the expectation that the Construction Phase services described in this
Agreement will be provided. In the event Client later elects to reduce design
professional's scope of services, Client hereby agrees to release, hold harmless,
defend, and indemnify design professional from any and all claims, damages,
losses or costs associated with or arising out of such reduction in services.
13.00 L IMITATION OF LIABILITY
13.01 To the maximum extent permitted by law, the client agrees to limit the Design
Professional's liability for client damages to the sum of $50.000. This limitation
shall apply regardless of the cause of action or legal theory asserted.
LANDSCAPE ARCHITECTS ARE REGULATED BY THE STATE OF
CALIFORNIA. ANY QUESTIONS CONCERNING A LANDSCAPE
ARCHITECT MAY BE REFERRED TO:
THE LANDSCAPE ARCHITECTS' TECHNICAL COMMITTEE:
400 R STREET, SUITE 4000
SACRAMENTO, CA 95814
(916) 445-4954
Page 5 of 6
Tiburon Fountain Plaza
SCHEDULE "8"
LIST OF DRAWINGS, DETAILS AND TASKS
Construction Documents Phase:
Plans:
Cover sheet
Landscape layout plan and detail reference
Fine grading and landscape drainage plan
Planting plan, details and specifications
Irrigation plan, details and specifications
Lighting plan, details and specifications
Construction Details:
Concrete/Brick section (1)
Concrete/Planting section (1)
Tree guards and grates (1) section, (1) detail
Custom Conc. Bench detail (1) plan (1) section
Custom concrete detail at benches-plan & section
Tree lighting/seasonal
Tree up lighting
Trench section
Pot grouping and section (1)
Notes and Specifications:
Finish schedule
Pot schedule
Landscape planting and irrigation specifications
Meetings:
Meeting with clients to review final drawings and plant selections
Meetings with building and planning departments
Adm i n istrati on:
Preparation of meeting notes
Correspondence with client, and consultants
Correspondence with consultants:
Artist
Irrigation consultant
Tiburon Fountain Plaza
Page 6 of 6