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HomeMy WebLinkAboutAgr 2000-10-06 (Wetlands Research Association) AGREEMENT FOR PROFESSIONAL SERVICES THIS AGREEMENT, made and entered this 6th day of October, 2000, by and between the TOWN OF TffiURON, a political subdivision of the State of California, hereinafter called "Town," and WETLANDS RESEARCH ASSOCIATES, INC., a California corporation, hereinafter referred to as "Consultant," RECITALS A. The Town desires to retain a qualified professional to provide those services described in Exhibit A, which is attached hereto and incorporated herein by reference ("Services"). Consultant is fully qualified and possess all necessary licenses and credentials to provide the Services. B. The parties wish to contract for the Consultant to provide the Services as set forth herein. AGREEMENT 1. Scope of Consultant Services. Consultant shall perform those Services described in the Consultant's Proposal for Services ("Exhibit A"). Any Additional Services must be authorized by the Town in writing. 2. Compensation. Consultant's fee for the Services shall be $7,508 (seven thousand five hundred and eight dollars) ("Base Fee"). Consultant shall submit monthly invoices for payment based on the percentage of Services completed. All invoices shall be paid within 30 days of submission to the Town. Consultant's fee for any Additional Services shall be compensated on a time and materials basis up to a maximum amount that shall be established in the document in which the Town authorizes the Additional Services. 3. Time of Performance. Consultant shall deliver a first draft of the Report described in Exhibit A within 120 days of the date of this Agreement. Consultant shall deliver a final version of the. Report within one week of receiving the Town's comments on the draft report. 4. Standard of Work: 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 arising from Consultant's performance of the Services pursuant to this Agreement. 5. 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 "-.Ql i'7r;......n I. -;a1 /' (' -'._~ n ~'. [.:-:".:J u ;' ,1':1' \, . I 1 Dei 1 7 2000 TC\'Jf\J r,//\r!..~.CE~3 ::j'l~-Fi!~-'~ nF ' ;:-::;:! pay all required salaries, wages, expenses, taxes and other obligations, including, but not limited to, withholding and Social Security. 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. A. Comprehensive General Liability: Combined single limit of $1,000,000 for each single occurrence and $2,000,000 annual aggregate. B. Comprehensive Automobile Liabiiity: Combined single limit of $1,000,000 for each single occurrence and $2,000,000 annual aggregate. C. Architects & Engineers Professional Liability: Combined single limit of$I,OOO,OOO for each single occurrence and $2,000,000 annual aggregate. 8. Ownership of Documents. All plans, studies, documents and other writings prepared for and by Consultant, its officers, employees and agents and subcontractors in the course of performing the Services shall be the property of Town and Town shall have the sole right to use such materials in its discretion without further compensation to Company or to any other party. Consultant shall, upon request, provide such materials to Town. Unless otherwise provided in Exhibit A, this paragraph shall not apply to formulae, modes of analyses or other instruments used by Consultant to develop the plans, studies, documents and other writings prepared in the course of performing the Services. Town acknowledges that such documents are prepared for use only in connection with particular projects. Consultant makes no representation that said documents are suitable for re-use on any other project or on any expansion of the original project. Any such re- use by Town without specific written approval by Consultant shall be at Town's sole risk. 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 11. 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 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 45 days after submittal, Consultant may commence to charge interest of the unpaid amounts at the lesser of 1.5% 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 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. Other contract provisions are set forth in Exhibits A. To the extent that there are any inconsistencies with such Exhibit and the other portions of this Agreement, the latter shall prevail. B. Governing Law. This Agreement shall be governed by the laws of the State of California. 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. 3 14. Exhibits. This Agreement includes the following Exhibit(s), which are attached hereto and incorporated herein by reference: Exhibit A: Proposal from Wetlands Research Associates, Inc dated August 22, 2000. IN WITNESS WHEREOF the parties hereto have caused their duly authorized representatives to execute this Agreement the day and year above written. CONSUL T ANT TOWN TOWN OF TIB' Alex McIntyre, APPRdvEn AS TO FORM: ~Z:~ - 4 Em Wetlands ResearchAssociates, Inew August 22, 2000 RIECIE~V~D Robert Kleinert, Town Manager AUG 24 2000 Town of Tiburon 1505 Tiburon Boulevard - TOWN MAN;'GERS OFFICE Tiburon, CA 94920 101m GF T/[]URPN RE: ~'!ar.agement Plan for the Tiburon Freshwater Marsh ; Dear Bob: - Our firm is responding to your request to prepare an updated Management Plan for the Tiburon Freshwater Marsh. Our firm is experienced in this type of work having completed the original plan for the Tiburon Freshwater Marsh and prepared management plans for other freshwater marshes and lagoons such as the Baypointe Lagoon in the City of San Rafael. You may wish to contact Dave Bernardi with the City of San Rafael concerning our work for them. Additional . information on our firm is available at 'www. wra-ca.com' . The proposed management program will focus on the primary objecti ve for the original enhancement of the Tiburon Freshwater Marsh: Improve wildlife habitat quality within the Marsh for waterfowl and nesting birds. Human-oriented recreation is not considered an objective of the Marsh and will not be considered in the management plan. Our scope of work for the project will involve the following: 1. Assessment of existing conditions. WRA will acquire a recent aerial photograph of the marsh and use the photograph to determine the habitat areas surrounding the marsh. In addition, WRA will conduct a field reconnaissance of the marsh to evaluate current conditions including vegetative habitats, general wildlife usage, presence of any exotic or nuisance plants, and bathymetry of the open water areas of the marsh. WRA will also examine condition of inlet and outlet structures and determine their relative elevations given the wetland water level and bathymetry. 2. Review of mana~ement issues. WRA will interview Town personnel to determine what management'issues have developed over the years since the wetland was constructed. If desired, WRA will also meet with interested citizens (eg. Wetland Committee) in a meeting to discuss concerns affecting the habitat quality or management of the marsh. , 3. Preparation of draft plan. WRA will prepare a draft management plan for the Town of Tiburon to include issues such as vegetation management, sediment loading, and 2169-G East Francisco Blvd., San Rafael, CA 94901 (415) 454-8868/FAX (415) 454-0129 PRINT~f) ON R~("y('l ~n PAP~R nuisance plant control. In addition, WRA will investigate potential water level management methods to control cattail growth in the marsh. The draft plan win include a schedule for various management activities. The draft report will be submitted to the Town of Tiburon for review and comment. WRA staff will meet with the Town to discuss the report and respond to questions. 4. Final management plan. Based on comments received from the Town, WRA will prepare a final plan that is responsive to Town needs and the Scope of Work. Our estimate cost for the completion of thi~ Scope of Work is $7,500 and is.based on our finn's current rate schedule. A detailed. budget is provided below. Task Task description lirre Assignrrent in cays Expenses Total Fee # MNJ NV8 SR ASSOC ASSOC lEa-i ) f EXisting -cCiditions--.....-m"'.,hh' '" ~"6.25 ". . . .-. ..,...... ... .....-......... 4 h $45b -$3;00"7 2 Meeting wth Town corrrnttee 0.25 0.5 $608 3 Draft report 0.5 4 $50 $2,903 4 R naJ repc>rt h 0.25 1 $100 $990 ..... $0 $0 . otals Project days 1.25 0 0 0 9.5 Expenses $600 Total fee $7,508 I appreciate your consideration of this proposal and would be glad to meet with you to discuss the Scope of Work and estimated fee. Sincerely yours, Michael Josselyn, PhD Certified Professional Wetland Scientist . Em Wetlands Research Associates, Inc. RATE SCHEDULE Effective: August, 2000 . - PRINCIPALS: Michael Josselyn, PresJdent -. . . . . . . . . . . 0 . . . . 00 . . $ 168/H R Jarlles Buchholz ......... 0 0 0 0 . . . . . . 0 . . . . . 0 . . . 0 .. 144/HR SENIOR ASSOCIATES: Doug Spicher, Senior Associate . . . . . . . . 0 . . 0 . . . 0 . .. 110/HR Thomas Fraser, Senior Associate ............ 0 . . . .. 90/HR . ASSOCIATES: Jeffrey Dreier, Associate Wildlife Ecologist. . . . . . . . 0 o. 80/HR LANDSCAPE ARCHITECT: George Salvaggio, Landscape Architect . 0 0 . 0 . . 0 0 0 . . 0 68/HR TECHNICIANS: Phil Greer, Plant Ecologist . 0 . , .0 . . 0 . . 0 . 0 0 . 0 . . . 0 . . 0 68/HR Shannon Lucas, Biologist o 0 . . . . 0 0 . 0 . 0 . . 0 -0 . 0 - 0 0 0 0 . 0 68/H R Evelyn Buchwitz, Environmental Planner .. 0 0 o. 0 0 . . .. 63/HR Mary Hammer, Wildlife Biologist . 0 0 . 0 0 . 0 . . . . 0 . . . . .. 63/HR Lisa Hill, CAD/GIS Technician. . . . . . . . . . 0 . . . 0 0 0 . . . .. 63/HR Heather Larson, Biologist . 0 . . . . . 0 . . . . . 0 . . . 0 . . . 0 . .. 63/HR Francis Lozier, CAD/GIS Technician 0... 0 . 0 . . . 0 . 0 . 0 0 63/HR Tom Mahony, Botanist. . 0 . . . . . 0 0 . . .-. . . . . 0 . . . . . 0 . o. 63/HR Peter Tomsovic, Biologist 0........ 0 . . . . . . . . . . . . . o. 63/HR Brent Zacharia, Biologist 0 .. 0 . . . . . . . . . . . . . . . . . . 0 . .. 63/HR Field Staff 0..... 0 . 0 . . . . . . . . 0 . . . . . . . . . . 0 . . . . . . . .. 30/HR - C LERI C AL SUP PO RT 0.... 0 . . . . . 0 . . . 0 . . . 0 . . . . . . . . . . . .. 54/H R EXPENSES . 0 . . . . . . . 0 . . . 0 . . . . . . . 0 . 0 0 . . . . . COST PLUS 100/0 2169-G East Francisco Blvd., San Rafael, CA 94901 (415) 454-8868/FAX (415) 454-0129 PRINTED ON RECYCLED PAPER