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HomeMy WebLinkAboutAgr 2005-12-20 (Pedersen Associates) itA Pedersen Associates Landscape Architecture Peder Jens Pedersen ASLA 24 H Street San Rafael CA 94901 415 456 2070 RECEIVED JAN - 3 2006 415 456 2086 F CA Reg. No. 2300 HI Reg. No. 7273 TOWN MANAGERS OFFICE TOWN OF TIBURON www.peJerse/lCl.\:wH.:iale.\..com iJVe : I' December 20, 2005 -:f9f Alex McIntyre Town of Tiburon 1505 Tiburon Blvd. Tiburon, CA 94920 Dear Alex, Enclosed are the signed proposals for the Tiburon Fountain Plaza project. We'll look forward to receiving return copies with the appropriate signatures from the city for our fiI es. I've included a copy of Pete's automobile insurance policy declarations, and have contacted our insurance company to list the town of Tiburon as additional insured. You should receive a certificate from them sometime in the next week or so. Please contact me with any questions. We look forward to working on this project! Sincerely, v~ Kirsten Rea Office Manager AGREEMENT FOR PROFESSIONAL SERVICES - P ARKW A Y PLAZA DESIGN PLANS 1k- THIS AGREEMENT, made and entered this 2() day of December, 2005, 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, " RECITALS A. The Town Council has comlnissioned a new fountain to be installed at the southwest corner of Tiburon Boulevard and Main Street in the Town of Tiburon. The Town Council desires to retain a qualified and competent landscape architect to develop a design for the plaza area surrounding new fountain. B. The Consultant has the skill and experience to undertake the design. Consultant has submitted a proposal, dated November 29, 2005, for Plaza Parkway Design Plans and Supporting Graphics, 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 Noven1ber 29, 2005 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 an1aximUln of $6,600. Consultant's total cOlnpensation shall not exceed this maxin1um without prior T own approval of an amendment to this Agreelnent. 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 to the Proposal. 3. Standard of Work: Indemnity. Consultant shall perform the services in a skillful and professional mam1er compatible with the usual, custoluary standard of Consultant's profession. Consultant shall indelnnify, 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 perfonnance of the Services pursuant to this Agreement. 4. Consultant as Independent Contractor. Consultant (including its agents and employees) is not an agent or elnployee of the Town but is an independent contractor not subj ect 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 PARKWAY PLAZA DESIGN PLANS AND SUPPORTING GRAPHICS 1 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 of Documents: 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 with 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 Proj ect. 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 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 PARKWAY PLAZA DESIGN PLANS AND SUPPORTING GRAPHICS 2 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. 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. PARKWAY PLAZA DESIGN PLANS AND SUPPORTING GRAPHICS 3 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 APPROVED AS TO FORM: ,//~/~_. ~ I/~~ Ann R. Danforth, Town Attorney TOWN OF TIBURON PARKWAY PLAZA DESIGN PLANS AND SUPPORTING GRAPHICS 4 itA 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.pedersenassociale.\'.conl December 20, 2005 Alex McIntyre Town of Tiburon 1505 Tiburon Blvd. Tiburon, CA 94920 RE: Town of Tiburon Parkway Plaza Design Plans and Supporting Graphics Dear Alex: I am pleased to submit my proposal for services for the above referenced project. This proposal is based on my familiarity with the site, discussions with you, and base information provided by Dave Bernardi and the city counciI at the November 16th meeting. The following scope of work is proposed: 1.00 Coordination With Fountain Artist This involves two meetings and follow-up with Jennifer Madden and Jeff Reed. 2.00 Base Plan Development Existing site information shall be reviewed by Pedersen Associates (P A) for use in generating bases for the work. Review time and conversion of existing information into electronic files is included in this proposal fee. 3.00 Annotated Illustrative Plaza Design Plan This work will include a freehand plan study at 1/4" = 1'-0" detaiI plans, sections and sketches at various scales to establish a preliminary design concept. This presentation plan shall include: a. Paving and fountain interface b. Conceptual treatments of mechanical and utility infrastructure Tiburon Fountain Plaza Page 1 of 5 c. Conceptual furniture selections and locations d. Tree plantingsj other plantings e. Conceptual lighting and power f. Materials image board Compensation for the above work shall be a fixed fee of $6,600. Upon approval of the design by the town council, P A shall prepare a proposal for construction documents, bidding, and construction observation services. Revisions to the design required by the council shall be billed hourly as extra service. Please refer to Schedule A for reimbursable expenses, hourly rates, billing practices and other contract provisions. If the scope or magnitude of the project changes substantially, P A reserves the right to renegotiate fees. If you have any questions regarding this proposal, please don't hesitate to call me. If this proposal is acceptable please sign this agreement page and return it to me as authorization to proceed. I look forward to working together. Accepted by: Alex McIntyre Tiburon Town Manager Tiburon Fountain Plaza Page 2 of 5 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 DesignerjCAD Operator Administra ti ve $ 135jhr. $ 150jhr. $100-120jhr. $ 65-85jhr. $ 50-65jhr. $ 45-50jhr. 2.00 EXPENSES 2.01 Expenses wiIl be reimbursed at cost plus 15 percent (15 %) 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 $.48jmile), lodging, meals, etc. when required in connection with the performance of this contract. 3.00 RETAINER 3.01 Work wiIl commence upon receipt of a $1,000 retainer fee. This fee will be credi ted to your final bill. 4.00 PURCHASES 4.01 Any items purchased by us for you will be billed at cost plus thirty percent (30%) 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 (80%) deposit wiIl be required on all items at the time they are ordered. We are 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 5 5.02 Invoices not paid within thirty (30) days following receipt are subject to a finance charge of 1.5% 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 P A may reserve the right to withhold delivery of work products and extend the time limits required for P A' s performance under this contract accordingl y. 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 faiI 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 Tiburon Fountain Plaza Page 4 of 5 American Arbitration Association, and judgment upon the award rendered by the arbitrators may be entered in any court having jurisdiction thereof. 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 Oient 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 LIMITATION 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 $50,000. This limitation shall apply regardless of the cause of action or legal theory asserted. LANDSCAPE ARCHITECTS ARE REGULATED BY THE STATE OF CALIFORNIA. ANY QUESTIONS CONCERNING A LANDSCAPE ARCHITECT MAY BE REFERRED TO: THE LANDSCAPE ARCHITECTS' TECHNICAL COMMITTEE: 400 R STREET, SUITE 4000 SACRAMENTO, CA 95814 (916) 445-4954 Tiburon Fountain Plaza Page 5 of 5 DEC-13-2005 12:45 FROM:CSAA SAN FRANCISCO 4155524637 TO: 4562086 Automobile Po,'icy Declarations Please keep wi1h your polley. See Important Notice on reverSe. For ql.les.t1on$ car l:han~Si (:,,11: 1-800-9~;l-8228 PAGE DECLARATIONS lYPF Renewal C~rtific.te ~ POL'l:;Y f'/PE . .-, ..- ,. i= Member '< ..... ~ POLICY NLJtABE~ a: 5P-10-60-6 o LI. !: 12:1)1 A.M. S'bImhllfd Time 81 Vllll 21ddr css. IJ f 1tU!1 ~~ m",d I n."t ur ~d, 01-27-2005 but nat prior to the Urn" 1lF'Plh~d . fer cr, if this illl !II replacement , dAC l"rJllt'lcnr nD't pr lar tc thlt 'ti'l'ne : CDyt:!.~C: ..~~~~g~ WIlI!!J requested. TO , 12:P1 A.M. StAndZlfd Tlmo lit tho 01-2'-2006 'address 01 the NAmAd Insur~d.. ~;~;~2~J;R~R ~iF:~~:~;;~R .-.. _ CrI"ICrs I !lAME ~ do nat PEDJ:R i! nOCeBB8r lIy V I CTOR I A \Ll I::Drrtlspond ~ to pr InE< ipe-Hy r:z: Dp~rl1tod Q w"'le It'A. ,L.1A8L1IY"U~rii-' "" I-ry;.~.. ~,l.. ."..... ....., lTE~ oj ,-.- FACH_~~~SO~ EACH OCCI,IRRF,NCF OFDUCi. PREMIUM ol!!ouC:T. 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