2012 07 03 HAT
F
U S
OF
Housing Authority agendas and staff reports
are available on the City's web site:
www.la-quinta.org
HOUSING AUTHORITY
AGENDA
CITY COUNCIL CHAMBERS
78-495 Calle Tampico I La Quinta, California
SPEC/AL MEETING
TUESDAY, JULY 3, 2012 AT 4:00 P.M.
Beginning Resolution No. HA 2012-006
CALL TO ORDER
Roll Call:
Board Members: Adolph, Franklin, Henderson, Osborne and Chairperson Evans
VERBAL ANNOUNCEMENT — AB 23 [CITY CLERK]
PUBLIC COMMENT
At this time members of the public may address the Housing Authority on any matter not
listed on the agenda. Please complete a "request to speak" form and limit your comments
to three minutes.
CONFIRMATION OF AGENDA
APPROVAL OF MINUTES
1. APPROVAL OF MINUTES OF JUNE 19, 2012
CONSENT CALENDAR
NOTE: Consent Calendar items are routine in nature and can be approved by one motion.
1. ADOPTION OF A RESOLUTION APPROVING THE FISCAL YEAR 2012/2013
CITY OF LA QUINTA BUDGET AND ESTABLISHING THE CITY'S
APPROPRIATION LIMIT
001
HOUSING AUTHORITY AGENDA 1 JULY 3, 2012
2. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT WITH THE TALL
MAN GROUP FOR PROJECT MANAGEMENT OF THE WASHINGTON STREET
APARTMENTS REHABILITATION PROJECT
3. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT WITH THE
ALTUM GROUP FOR ENGINEERING SERVICES RELATED TO THE
WASHINGTON STREET APARTMENTS REHABILITATION PROJECT
4. APPROVAL OF A PROFESSIONAL SERVICES AGREEMENT WITH RGA
LANDSCAPE FOR LANDSCAPE ARCHITECTURE SERVICES RELATED TO
THE WASHINGTON STREET APARTMENTS REHABILITATION PROJECT
BUSINESS SESSION — NONE
CHAIR AND BOARD MEMBERS' ITEMS — NONE
PUBLIC HEARINGS — NONE
ADJOURNMENT
The next regular meeting of the Housing Authority will be held on July 17, 2012 at
4:00 p.m. in the City Council Chambers, 78-495 Calle Tampico, La Quinta, CA
92253.
DECLARATION OF POSTING
I, Susan Maysels, Interim City Clerk of the City of La Quinta, do hereby declare
that the foregoing agenda for the La Quinta Housing Authority was posted on the
outside entry to the Council Chamber at 78-495 Calle Tampico and on the bulletin
boards at 51-321 Avenida Bermudas and 78-630 Highway 111, on June 29, 2012.
DATED: June 28, 2012
SUSAN MAYSELS, Inte m City Clerk
City of La Quinta, California
Public Notice
Any writings or documents provided to a majority of the Housing Authority regarding any
item on this agenda will be made available for public inspection at the City Clerk counter at
City Hall located at 78-495 Calle Tampico, La Quinta, California, 92253, during normal
business hours.
HOUSING AUTHORITY AGENDA 2 JULY 3, 2012 002
S
GF`y OF
NOTICE AND CALL OF SPECIAL MEETING
OF THE LA QUINTA HOUSING AUTHORITY
TO THE MEMBERS OF THE HOUSING AUTHORITY OF THE CITY OF LA QUINTA
AND TO THE CITY CLERK:
NOTICE IS HEREBY GIVEN that a special meeting of the Housing Authority
of the City of La Quinta is hereby called to be held on July 3, 2012 starting at'4:00
p.m. at La Quinta City Hall, 78-495 Calle Tampico, La Quinta, California.
Said special meeting shall be for the purpose of (1) adopting a
resolution approving the fiscal year 2012/13 budget, (2) approving
four professional services agreements for services related to the
Washington Street Apartments rehabilitation project.
Dated: % • Z$ • 2.41 z,
Attest:
Lil'�
Susan Maysels
Interim Housing Authority Secretary
/ Linda Evans / $
LINDA EVANS, Chairperson
DECLARATION OF POSTING
I, Susan Maysels, Interim La Quinta Housing Authority Secretary, do hereby declare
that the foregoing agenda for the Special La Quinta Housing Authority meeting of
July 3, 2012, was posted on the outside entry to the Council Chamber at 78-495
Calle Tampico and on the bulletin boards at 51-321 Avenida Bermudas and 78-630
Highway 111 on June 29, 2012.
DATED: June 28, 2012
Susan Maysels, InterimPSecretary
La Quinta Housing Authority
003
HOUSING AUTHORITY 1 July 3, 2012
4 lwQu&r�,
CITY/SA HBTA MEETING DATE: July 3, 2012
ITEM TITLE: Adoption of a Resolution Approving the
Fiscal Year 2012/2013 La Quinta Housing Authority
Budget
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION: _
CONSENT CALENDAR: I =.
STUDY SESSION:
PUBLIC HEARING:
Adopt a Resolution of the La Quinta Housing Authority approving the Fiscal Year
2012/2013 La Quinta Housing Authority Budget.
SEE CITY COUNCIL STAFF REPORT
.,.6 004
RESOLUTION NO. HA 2012-
A RESOLUTION OF THE LA QUINTA HOUSING
AUTHORITY APPROVING A BUDGET FOR FISCAL
YEAR 2012/2013
WHEREAS, each year the La Quinta Housing Authority adopts a Budget for
Revenues and Expenditures for the upcoming Fiscal Year; and
WHEREAS, the Housing Authority desires to make provisions for a level of
services commensurate with the needs of the City; and
WHEREAS, the Housing Authority has reviewed said budget and has had several
public meetings to receive public input; and
WHEREAS, the Housing Authority has, after due deliberation and consideration,
made such amendments in the proposed budget as it considers desirable; and
NOW, THEREFORE, BE IT RESOLVED by the La Quinta Housing Authority to
adopt, as follows:
SECTION 1. The Fiscal Year 2012/2013 Budget which is on file with the La
Quinta Housing Authority Secretary is hereby approved.
SECTION 2. Continuing Appropriations which remain unspent and were
authorized by Council in Fiscal Year 201 1 /2012 are approved in the Fiscal Year
2012/2013 Budget in an amount not to exceed $65,000 (Exhibit A).
SECTION 3. Budget adjustment procedures are approved as follows:
A. Additional appropriations and the transfer of cash or
unappropriated fund balance from one fund to another shall be
made only upon Housing Authority approval.
B. Transfers of budgeted appropriations between divisions or capital
projects shall be made only upon Housing Authority approval.
C. Transfers of budgeted appropriations between accounts within a
division or capital project may be made with the approval of the
Executive Director or his designee.
D. Prior year budget continuing Appropriations and Encumbrances for
unexpended capital project appropriations remaining from
uncompleted prior year capital projects shall be made with
.,.N.� . 005
Resolution No. HA 2012-
Budget Approval FY 2012/2013
Adopted: July 3, 2012
Page 2
Executive Director approval. These carry-over appropriations are
for prior year Housing Authority approved capital projects and shall
not exceed the approved project budget.
SECTION 4. The Executive Director shall render a monthly report to the Housing
Authority on the status of City operations as it relates to the approved budget and any
amendments thereto.
PASSED, APPROVED, and ADOPTED at a regular meeting of the La Quinta Housing
Authority held on this 3rd day of July, 2012, by the following vote:
AYES:
NOES:
ABSENT:
ABSTAIN:
LINDA EVANS, Chairperson
La Quinta Housing Authority
ATTEST:
SUSAN MAYSELS, Interim Secretary
La Quinta Housing Authority
(AUTHORITY SEAL)
Resolution No. HA 2012-
Budget Approval FY 2012/2013
Adopted: July 3, 2012
Page 3
APPROVED AS TO FORM:
M. KATHERINE JENSON, Attorney
La Quinta Housing Authority
..0 007
EXHIBIT A
La Quints Housing Authority
Fiscal Year 2011112 Continuing Appropriations/Encumbrances - Note 1 25-Jun-12
Aa nresnnfnd in Rudnc/ rinoimnnln
Department
Account
Description
Continuing
A ro riation
Encumbrances
Total
Housing Authority PA 1
241-9101-705.51-43
Total
53-645 Avenida Navarro 2nd Trust Deed
65,000
65,000
65,000
0
65,000
Housing Authority PA 2
Total
Total Housing Authority
65,000
0
66,000
Note 1 - The appropriations and encumbrances listed will be adjusted to reflect actual expenditures as of June 30, 2012 in Fiscal Year 2011-2012
a 008
cedf 4 4 a"
CITY / SA HA FA MEETING DATE: July 3, 2012 AGENDA CATEGORY:
ITEM TITLE: Approval of a Professional Services BUSINESS SESSION:
Agreement with Tall Man Group for Project Management
of the Washington Street Apartments Rehabilitation CONSENT CALENDAR:
Project STUDY SESSION:
PUBLIC HEARING:
RECOMMENDATION:
Approve a Professional Services Agreement with Tall Man Group for project
management services related to the Washington Street Apartments Rehabilitation
Project and authorize the Executive Director to execute the Agreement subject to any
final revisions authorized by the La Quinta Housing Authority Counsel.
FISCAL IMPLICATIONS:
The proposed contract amount with Tall Man Group is for a total of up to $785,200.
The payments under this contract would have to be consistent with the approved
Recognized Obligation Payment Schedule ("ROPS"). That schedule authorizes
expenditures of up to $40,000 per month for the time period between July and
December 2012. The source of the payments will be the 2004 Housing Bond
Proceeds. Payments in 2013 will be subject to approval on the updated BOPS. If the
funding is not approved as part of the BOPS process, the contract will be terminated.
This contract amount includes $728,200 for overall project management, plus
$57,000 for additional sub consultants (Attachment 1). The funding has been
appropriated for this project.
BACKGROUND AND OVERVIEW:
The former redevelopment agency engaged RSG to act as project manager for the
Washington Street Apartments Rehabilitation Project. Jon McMillen performed much
of the work as a contractor to RSG. RSG conducted a Request for Proposal process to
select a development team, consisting of an architectural firm, civil engineering firm,
and landscape design firm. The project is fully entitled, and the team was ready to
move into construction drawings when redevelopment was dissolved. The project was
009
placed on hold temporarily so staff could work through the ABx1 26 process.
In early June 2012, the Successor Agency to the La Quinta Redevelopment Agency,
the Housing Authority, and the Oversight Board of the Successor Agency to the La
Quinta Redevelopment Agency adopted resolutions approving the implementation of
the Washington Street Apartments Rehabilitation Project, and approving the use of
2003 tax-exempt and 2011 taxable housing bond proceeds to fund the project. The
Oversight Board's action, along with an amended Recognized Obligation Payment
Schedule was sent to the State Department of Finance ("DOV) on June 6, 2012. To
date, staff has not received any response from the DOF regarding this action;
therefore, according to the provisions of ABx1 26, the action is deemed approved.
Staff is proceeding cautiously with the project, moving into construction drawings.
Because the project management agreement between the former RDA and RSG has
been terminated, the Housing Authority must enter into new agreements with the
design team. Jon McMillen, principal of Tall Man Group, was a sub -consultant under
RSG, acting as project manager. For the sake of consistency, staff recommends hiring
the same consultants. This agreement is with the project manager, Tall Man Group,
and does contain a provision whereby the agreement can be terminated for any reason
at any time by the Housing Authority with a 30-day notice. Thus, the Agreement can
be terminated if the State makes a determination that the bond funds can no longer be
used for this project.
The Housing Authority is not required to competitively bid service contracts.
However, as a matter of policy, both the former RDA and the Housing Authority have
followed the City's service procurement procedures. Section 3.32.050 Exceptions to
the Procedures Prescribed in Sections 3.32.010 and 3,32.030 paragraph "C" states
that "the City Council may authorize award and execution of service contracts with no
competitive proposals where experience with the proposed service provider has
demonstrated competence and satisfactory performance or in the renewal or
renegotiation of existing contracts for continuing services."
FINDINGS AND ALTERNATIVES:
The alternatives available to the Housing Authority include:
1. Approve a Professional Services Agreement with Tall Man Group for engineering
services related to the Washington Street Apartments Rehabilitation Project and
authorize the Executive Director to execute the Agreement subject to any final
revisions authorized by the Authority Counsel; or
2. Provide staff With alternative direction.
'.0 010
Respectfully submitted,
Debbie Powell
Economic Development/Housing Manager
Approved for submission by:
2nk . p cek, Executive Director
Attachment: 1. Professional Services Agreement with Tall Man Group
ATTACHMENT 1
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made
and entered into by and between the LA QUINTA HOUSING AUTHORITY,
("Housing Authority"), a public body, corporate and politic, and Tall Man Group
("Consultant"). The parties hereto agree as follows:
1.0 SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, Consultant shall provide those services related to Washington Street
Apartments Rehabilitation Project, as specified in the "Scope of Services" attached
hereto as Exhibit "A" and incorporated herein by this reference (the "services" or
.work"). Consultant warrants that all services will be performed in a competent,
professional and satisfactory manner in accordance with the standards prevalent in
the industry for such services.
1.2 Compliance with Law. All services rendered hereunder shall be provided
in accordance with all ordinances, resolutions, statutes, rules, regulations and laws
of the Housing Authority and any Federal, State or local governmental agency of
competent jurisdiction.
1.3 Licenses, Permits, Fees and Assessments. Except as otherwise specified
herein, Consultant shall obtain at its sole cost and expense such licenses, permits
and approvals as may be required by law for the performance of the services
required by this Agreement. Consultant shall have the sole obligation to pay for
any fees, assessments and taxes, plus applicable penalties and interest, which may
be imposed by law and arise from or are necessary for the performance of the
services required by this Agreement.
1.4 Familiarity with Work. By executing this Agreement, Consultant
warrants that (a) it has thoroughly investigated and considered the work to be
performed, (b) it has investigated the site of the work and fully acquainted, itself
with the conditions there existing, (c) it has carefully considered how the work
should be performed, and (d) it fully understands the facilities, difficulties and
restrictions attending performance of the work under this Agreement. Should.
Consultant discover any latent or unknown conditions materially differing from
those inherent in the work or as represented by Housing Authority, Consultant shall
immediately inform Housing Authority of such fact and shall not proceed except at
Consultant's risk until written instructions are received from the Contract Officer
(as defined in Section 4.2 hereof).
012
1.5 Care of Work and Standard of Work.
a. Care of Work. Consultant shall adopt reasonable methods during
the life of the Agreement to furnish continuous protection to the work performed
by Consultant, and the equipment, materials, papers and other components thereof
to prevent losses or damages, and shall be responsible for all such damages, to
persons or property, until acceptance of the work by Housing Authority, except
such losses or damages as may be caused by Housing Authority's own negligence.
The performance of services by Consultant shall not relieve Consultant from any
obligation to correct any incomplete, inaccurate or defective work at no further
cost to Housing Authority, when such inaccuracies are due to the negligence of
Consultant.
b. Standard of Work. Consultant acknowledges and understands that
the services and work contracted for under this Agreement require specialized skills
and abilities and that, consistent with this understanding, Consultant's services and
work will be held to a heightened standard of quality and workmanship. Consistent
with Section 1.4 hereinabove, Consultant represents to Housing Authority that it
holds the necessary skills and abilities to satisfy the heightened standard of work
as set forth in this Agreement.
1.6 Additional Services. In accordance with the terms and conditions of this
Agreement, Consultant shall perform services in addition to those specified in the
Scope of Services ("Additional Services") when directed to do so by the Contract
Officer. Consultant shall not perform any Additional Services until receiving prior
written authorization from the Contract Officer. It is specifically understood and
agreed that oral requests and/or approvals of Additional Services shall be barred
and are unenforeceable. Failure of Consultant to secure the Contract Manager's
written authorization for Additional Services shall constitute a waiver of any and all
right to adjustment of the Contract Sum or time due, whether by way of
compensation, restitution, quantum meruit, etc. for Additional Services provided
without the appropriate authorization from the Contract Manager. Compensation
for properly authorized Additional Services shall be made in accordance with
Section 2.2 of this Agreement.
1.7 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in Exhibit "D" (the
"Special Requirements"). In the event of a conflict between the provisions of the
Special Requirements and any other provisions of this Agreement, the provisions of
the Special Requirements shall govern.
2
^ 013
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with Exhibit "B" (the "Schedule of
Compensation") in a total amount not to exceed Seven hundred eight five
thousand, two hundred Dollars ($785,200) (the "Contract Sum"), except as
provided in Section 1.6. The method of compensation is set forth in the Schedule
of Compensation. Compensation may include reimbursement for actual and
necessary expenditures for reproduction costs, transportation expense, telephone
expense, and similar costs and expenses when and if specified in the Schedule of
Compensation. Consultant's overall compensation shall not exceed the Contract
Sum, except as provided in Section 1.6 of this Agreement, "Additional Services."
In addition, the rate of compensation shall not exceed the amounts authorized for
the Washington Street Apartments Rehabilitation Project in the approved
Recognized Obligation Payment Schedule.
2.2 Compensation for Additional Services. Additional services approved in
advance by the Contract Manager pursuant to Section 1.6 of this Agreement,
"Additional Services," shall be paid for in an amount agreed to in writing by both
Housing Authority and Consultant in advance of the Additional Services being
rendered by Consultant. Any compensation for Additional Services amounting to
five percent (5%) or less of the Contract Sum may be approved by the Contract
Officer. Any greater amount of compensation for additional services must be
approved by the La Quinta Housing Authority. Under no circumstances shall
Consultant receive compensation for any Additional Services unless prior written
approval for the Additional Services is obtained from the Contract Officer pursuant
to Section 1.6 of this Agreement.
2.3 Method of Billing. Any month in which Consultant wishes to receive
payment, Consultant shall submit to Housing Authority no later than the tenth
(10th) working day of such month, in the form approved by Housing Authority's
Finance Director, an invoice for services rendered prior to the date of the invoice.
Such invoice shall (1) describe in detail the services provided, including time and
materials, and (2) specify each staff member who has provided services and the
number of hours assigned to each such staff member. Such invoice shall contain a
certification by a principal member of Consultant specifying that the payment
requested is for work performed in accordance with the terms of this Agreement.
Housing Authority will pay Consultant for all expenses stated thereon which are
approved by Housing Authority pursuant to this Agreement no later than thirty (30)
days after invoices are received by the Housing Authority's Finance Department.
3 .,.a 014
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
3.2 Schedule of Performance. All services rendered pursuant to this
Agreement shall be performed diligently and within the time period established in
Exhibit C (the "Schedule of Performance"). Extensions to the time period specified
in the Schedule of Performance may be approved in writing by the Contract Officer.
3.3 Force Majeure. The time period specified in the Schedule of Performance
for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of Consultant, including, but not restricted to,
acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine
restrictions, riots, strikes, freight embargoes, acts of any governmental agency
other than Housing Authority, and unusually severe weather, if Consultant shall
within ten (10) days of the commencement of such delay notify the Contract
Officer in writing of the causes of the delay. The Contract Officer shall ascertain
the facts and the extent of delay, and extend the time for performing the services
for the period of the forced delay when and if in his or her judgment such delay is
justified, and the Contract Officer's determination shall be final and conclusive
upon the parties to this Agreement. Extensions to the Schedule of Performance
which are determined by the Contract Officer to be justified pursuant to this
Section shall not entitle the Consultant to additional compensation in excess of the
Contract Sum.
3.4 Term. The term of this agreement shall commence on July 9, 2012 and
terminate on December 31, 2015 (initial term), unless terminated earlier in
accordance with Section 8.7 or 8.8. This agreement may be extended for one
additional year(s) upon mutual agreement by both parties (extended term).
4.0 COORDINATION OF WORK
4.1 Representative of Consultant. The following principals of Consultant are
hereby designated as being the principals and representatives of Consultant
authorized to act in its behalf with respect to the work specified herein and make
all decisions in connection therewith:
a. Jon McMillen, Principal
It is expressly understood that the experience, knowledge, capability,
and reputation of the foregoing principals were a substantial inducement for
Housing Authority to enter into this Agreement. Therefore, the foregoing principals
4 N 015
shall be responsible during the term of this Agreement for directing all activities of
Consultant and devoting sufficient time to personally supervise the services
hereunder.
The foregoing principals may not be changed by Consultant and no other
personnel may be assigned to perform the service required hereunder without the
express written approval of Housing Authority.
4.2 Contract Officer. The Contract Officer shall be Frank J. Spevacek,
Housing Authority Executive Director or such other person as may be designated
by the Executive Director of Housing Authority. It shall be Consultant's
responsibility to assure that the Contract Officer is kept informed of the progress of
the performance of the services and Consultant shall refer any decisions, which
must be made by Housing Authority to the Contract Officer. Unless otherwise
specified herein, any approval of Housing Authority required hereunder shall mean
the approval of the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of Consultant, its principals and employees
were a substantial inducement for Housing Authority to enter into this Agreement.
Except as set forth in this Agreement, Consultant shall not contract with any other
entity to perform in whole or in part the services required hereunder without the
express written approval of Housing Authority. In addition, neither this Agreement
nor any interest herein may be assigned or transferred, voluntarily or by operation
of law, without the prior written approval of Housing Authority.
4.4 Independent Contractor. Neither Housing Authority nor any of its
employees shall have any control over the manner, mode or means by which
Consultant, its agents or employees, perform the services required herein, except
as otherwise set forth. Consultant shall perform all services required herein as an
independent contractor of Housing Authority and shall remain at all times as to
Housing Authority a wholly independent contractor with only such obligations as
are consistent with that role. Consultant shall not at any time or in any manner
represent that it or any of its agents or employees are agents or employees of
Housing Authority.
4.5 Housing Authority Cooperation. Housing Authority shall provide
Consultant with any plans, publications, reports, statistics, records or other data or
information pertinent to services to be performed hereunder which are reasonably
available to Consultant only from or through action by Housing Authority.
5 016
5.0 INSURANCE
5.1 Insurance. Prior to the beginning of and throughout the duration of the
Work performed under this Agreement, Consultant shall procure and maintain, at
its cost, and submit concurrently with its execution of this Agreement, Commercial
General Liability insurance against all claims for injuries against persons or damages
to property resulting from Consultant's acts or omissions rising out of or related to
Consultant's performance under this Agreement. The insurance policy shall contain
a severability of interest clause providing that the coverage shall be primary for
losses arising out of Consultant's performance hereunder and neither Housing
Authority nor its insurers shall be required to contribute to any such loss. A
certificate evidencing the foregoing and naming Housing Authority and its officers
and employees as additional insured (on the Commercial General Liability policy
only) shall be delivered to and approved by Housing Authority prior to
commencement of the services hereunder.
The following policies shall be maintained and kept in full force and
effect providing insurance with minimum limits as indicated below and issued by
insurers with A.M. Best ratings of no less than A-:Vl:
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Errors and Omissions Liability
$1,000,000 (per claim and aggregate)
Workers' Compensation
(per statutory requirements)
Consultant shall carry automobile liability insurance of $1,000,000 per
accident against all claims for injuries against persons or damages to property
arising out of the use of any automobile by Consultant, its officers, any person
directly or indirectly employed by Consultant, any subcontractor or agent, or
anyone for whose acts any of them may be liable, arising directly or indirectly out
of or related to Consultant's performance under this Agreement. If Consultant or
Consultant's employees will use personal autos in any way on this project,
Consultant shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle,
trailer or semi -trailer designed for travel on public roads. The automobile insurance
policy shall contain a severability of interest clause providing that coverage shall be
6 _..d 017
primary for losses arising out of Consultant's performance hereunder and neither
Housing Authority nor its insurers shall be required to contribute to such loss.
Professional Liability or Errors and Omissions Insurance as appropriate
shall be written on a policy form coverage specifically designed to protect against
acts, errors or omissions of the consultant and "Covered Professional Services" as
designated in the policy must specifically include work performed under this
agreement. The policy limit shall be no less than $1,000,000 per claim and in the
aggregate. The policy must "pay on behalf of" the insured and must include a
provision establishing the insurer's duty to defend. The policy retroactive date shall
be on or before the effective date of this agreement.
Consultant shall carry Workers' Compensation Insurance in accordance
with State Worker's Compensation laws with employer's liability limits no less than
$1,000,000 per accident or disease.
All insurance required by this Section shall be kept in effect during the
term of this Agreement and shall not be cancelable without written notice to
Housing Authority of proposed cancellation. The procuring of such insurance or
the delivery of policies or certificates evidencing the same shall not be construed as
a limitation of Consultant's obligation to indemnify Housing Authority, its officers,
employees, contractors, subcontractors, or agents.
5.2 Remedies. In addition to any other remedies Housing Authority may
have if Consultant fails to provide or maintain any insurance policies or policy
endorsements to the extent and within the time herein required, Housing Authority
may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Consultant to stop work under this Agreement and/or
withhold any payment(s) which become due to Consultant hereunder until
Consultant demonstrates compliance with the requirements hereof.
C. Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to any
other remedies Housing Authority may have. The above remedies are not the
exclusive remedies for Consultant's failure to maintain or secure appropriate
policies or endorsements. Nothing herein contained shall be construed as limiting
in any way the extent to which Consultant may be held responsible for payments
of damages to persons or property resulting from Consultant's or its
subcontractors' performance of work under this Agreement.
7 .a 018
5.3 General Conditions pertaining to provisions of insurance coverage by
Consultant. Consultant and Housing Authority agree to the following with respect
to insurance provided by Consultant:
1. Consultant agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds Housing
Authority, its officials, employees and agents, using standard ISO endorsement No.
CG 2010 with an edition prior to 1992. Consultant also agrees to require all
contractors, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this
Agreement shall prohibit Consultant, or Consultant's employees, or agents, from
waiving the right of subrogation prior to a loss. Consultant agrees to waive
subrogation rights against Housing Authority regardless of the applicability of any
insurance proceeds, and to require all contractors and subcontractors to do
likewise.
3. All insurance coverage and limits provided by Contractor and
available or applicable to this agreement are intended to apply to the full extent of
the policies. Nothing contained in this Agreement or any other agreement relating
to the Housing Authority or its operations limits the application of such insurance
coverage.
4. None of the coverages required herein will be in compliance with
these requirements if they include any limiting endorsement of any kind that has
not been first submitted to Housing Authority and approved of in writing.
5. No liability policy shall contain any provision or definition that would
serve to eliminate so-called "third party action over" claims, including any exclusion
for bodily injury to an employee of the insured or of any contractor or
subcontractor.
6. All coverage types and limits required are subject to approval,
modification and additional requirements by the Housing Authority, as the need
arises. Consultant shall not make any reductions in scope of coverage (e.g.
elimination of contractual liability or reduction of discovery period) that may affect
Housing Authority's protection without Housing Authority's prior written consent.
7. Proof of compliance with these insurance requirements, consisting
of certificates of insurance evidencing all of the coverages required and an
additional insured endorsement to Consultant's general liability policy, shall be
delivered to Housing Authority at or prior to the execution of this Agreement. In
the event such proof of any insurance is not delivered as required, or in the event
8 019
such insurance is canceled at any time and no replacement coverage is provided,
Housing Authority has the right, but not the duty, to obtain any insurance it deems
necessary to protect its interests under this or any other agreement and to pay the
premium. Any premium so paid by Housing Authority shall be charged to and
promptly paid by Consultant or deducted from sums due Consultant, at Housing
Authority option.
8. It is acknowledged by the parties of this agreement that all
insurance coverage required to be provided by Consultant or any subcontractor, is
intended to apply first and on a primary, non-contributing basis in relation to any
other insurance or self insurance available to Housing Authority.
9. Consultant agrees to ensure that subcontractors, and any other
party involved with the project that is brought onto or involved in the project by
Consultant, provide the same minimum insurance coverage required of Consultant.
Consultant agrees to monitor and review all such coverage and assumes all
responsibility for ensuring that such coverage is provided in conformity with the
requirements of this section. Consultant agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to Housing
Authority for review.
10. Consultant agrees not to self -insure or to use any self -insured
retentions or deductibles on any portion of the insurance required herein (with the
exception of professional liability coverage, if required) and further agrees that it
will not allow any contractor, subcontractor, Architect, Engineer or other entity or
person in any way involved in the performance of work on the project
contemplated by this agreement to self -insure its obligations to Housing Authority.
If Consultant's existing coverage includes a deductible or self -insured retention, the
deductible or self -insured retention must be declared to the Housing Authority. At
that time the Housing Authority shall review options with the Consultant, which
may include reduction or elimination of the deductible or self -insured retention,
substitution of other coverage, or other solutions.
11. The Housing Authority reserves the right at any time during the
term of the contract to change the amounts and types of in required by
giving the Consultant ninety (90) days advance written notice of such change. If
such change results in substantial additional cost to the Consultant, the Housing
Authority will negotiate additional compensation proportional to the increased
benefit to Housing Authority.
12. For purposes of applying insurance coverage only, this Agreement
will be deemed to have been executed immediately upon any party hereto taking
any steps that can be deemed to be in furtherance of or towards performance of
this Agreement.
9 020
13. Consultant acknowledges and agrees that any actual or alleged
failure on the part of Housing Authority to inform Consultant of non-compliance
with any insurance requirement in no way imposes any additional obligations on
Housing Authority nor does it waive any rights hereunder in this or any other
regard.
14. Consultant will renew the required coverage annually as long as
Housing Authority, or its employees or agents face an exposure from operations of
any type pursuant to this agreement. This obligation applies whether or not the
agreement is canceled or terminated for any reason. Termination of this obligation
is not effective until Housing Authority executes a written statement to that effect.
15. Consultant shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced
with other policies providing at least the same coverage. Proof that such coverage
has been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these specifications
applicable to the renewing or new coverage must be provided to Housing Authority
within five (5) days of the expiration of coverages.
16. The provisions of any workers' compensation or similar act will not
limit the obligations of Consultant under this agreement. Consultant expressly
agrees not to use any statutory immunity defenses under such laws with respect to
Housing Authority, its employees, officials and agents.
17. Requirements of specific coverage features or limits contained in
this section are not intended as limitations on coverage, limits or other
requirements nor as a waiver of any coverage normally provided by any given
policy. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue, and is not intended by any party or
insured to be limiting or all-inclusive.
18. These insurance requirements are intended to be separate and
distinct from any other provision in this agreement and are intended by the parties
here to be interpreted as such.
19. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision
conflicts with or impairs the provisions of this Section.
20. Consultant agrees to be responsible for ensuring that no contract
used by any party involved in any way with the project reserves the right to charge
Housing Authority or Consultant for the cost of additional insurance coverage
10
,.n 021
required by this agreement. Any such provisions are to be deleted with reference
to Housing Authority. It is not the intent of Housing Authority to reimburse any
third party for the cost of complying with these requirements. There shall be no
recourse against Housing Authority for payment of premiums or other amounts
with respect thereto.
21. Consultant agrees to provide immediate notice to Housing Authority
of any claim or loss against Consultant arising out of the work performed under this
agreement. Housing Authority assumes no obligation or liability by such notice,
but has the right (but not the duty) to monitor the handling of any such claim or
claims if they are likely to involve Housing Authority.
6.0 INDEMNIFICATION.
6.1 General Indemnification Provision.
a. Indemnification for Professional Liability. When the law establishes
a professional standard of care for Consultant's Services, to the fullest extent
permitted by law, Consultant shall indemnify, protect, defend and hold harmless
Housing Authority and any and all of its officials, employees and agents
("Indemnified Parties") from and against any and all claims, losses, liabilities of
every kind, nature and description, damages, injury (including, without limitation,
injury to or death of an employee of Consultant or subconsultants), costs and
expenses of any kind, whether actual, alleged or threatened, including, without
limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred, in
connection therewith and costs of investigation, to the extent same are cause in
whole or in part by any negligent or wrongful act, error or omission of Consultant,
its officers, agents, employees or subconsultants (or any entity or individual that
Consultant shall bear the legal liability thereof) in the performance of professional
services under this agreement. With respect to the design of public improvements,
the Consultant shall not be liable for any injuries or property damage resulting from
the reuse of the design at a location other than that specified in Exhibit A without
the written consent of the Consultant.
b. Indemnification for Other Than Professional Liability. Other than in
the performance of professional services and to the full extent permitted by law,
Consultant shall indemnify, defend and hold harmless Housing Authority, and any
and all of its employees, officials and agents from and against any liability
(including liability for claims, suits, actions, arbitration proceedings, administrative
proceedings, regulatory proceedings, losses, expenses or costs of any kind,
whether actual, alleged or threatened, including, without limitation, incidental and
consequential damages, court costs, attorneys' fees, litigation expenses, and fees
of expert consultants or expert witnesses) incurred in connection therewith and
1 1 .A 022
costs of investigation, where the same arise out of, are a consequence of, or are in
any way attributable to, in whole or in part, the performance of this Agreement by
Consultant or by any individual or entity for which Consultant is legally liable,
including but not limited to officers, agents, employees or subconsultants of
Consultant.
6.2 Standard Indemnification Provisions. Consultant agrees to obtain
executed indemnity agreements with provisions identical to those set forth herein
this section from each and every subconsultant or any other person or entity
involved by, for, with or on behalf of Consultant in the performance of this
agreement. In the event Consultant fails to obtain such indemnity obligations from
others as required herein, Consultant agrees to be fully responsible according to the
terms of this section. Failure of Housing Authority to monitor compliance with
these requirements imposes no additional obligations on Housing Authority and will
in no way act as a waiver of any rights hereunder. This obligation to indemnify and
defend Housing Authority as set forth herein is binding on the successors, assigns
or heirs of Consultant and shall survive the termination of this agreement or this
section.
a. Indemnity Provisions for Contracts Related to Construction.
Without affecting the rights of Housing Authority under any provision of this
agreement, Consultant shall not be required to indemnify and hold harmless
Housing Authority for liability attributable to the active negligence of Housing
Authority, provided such active negligence is determined by agreement between
the parties or by the findings of a court of competent jurisdiction. In instances
where Housing Authority is shown to have been actively negligent and where
Housing Authority's active negligence accounts for only a percentage of the liability
involved, the obligation of Consultant will be for that entire portion or percentage
of liability not attributable to the active negligence of Housing Authority.
b. Indemnification Provision for Design Professionals.
1. Applicability of Section 6.2(b). Notwithstanding Section
6.2(a) hereinabove, the following indemnification provision shall apply to
Consultants who constitute "design professionals" as the term is defined in
paragraph 3 below.
2. Scope of Indemnification. To the fullest extent permitted by
law, Consultant shall indemnify, defend, and hold harmless Housing Authority and
Housing Authority's agents, officers, officials, employees, representatives, and
departments ("Indemnified Parties") from and against any and all claims, losses,
liabilities of every kind, nature and description, damages, injury (including, without
limitation, injury to or death of an employee of Consultant or subconsultants), costs
and expenses of any kind, whether actual, alleged or threatened, including, without
12 023
limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred in
connection therewith and costs of investigation, that arise out of, pertain to, or
relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or
willful misconduct of Consultant, any subconsultant, anyone directly or indirectly
employed by them or anyone that they control.
3. Design Professional Defined. As used in this Section 6.2(b),
the term "design professional" shall be limited to licensed architects, registered
professional engineers, licensed professional land surveyors and landscape
architects, all as defined under current law, and as may be amended from time to
time by Civil Code § 2782.8.
7.0 RECORDS AND REPORTS.
7.1 Reports. Consultant shall periodically prepare and submit to the Contract
Officer such reports concerning Consultant's performance of the services required
by this Agreement as the Contract Officer shall require.
7.2 Records. Consultant shall keep such books and records as shall be
necessary to perform the services required by this Agreement and enable the
Contract Officer to evaluate the cost and the performance of such services. Books
and records pertaining to costs shall be kept and prepared in accordance with
generally accepted accounting principals. The Contract Officer shall have full and
free access to such books and records at all reasonable times, including the right to
inspect, copy, audit, and make records and transcripts from such records.
7.3 Ownership of Documents. Originals of all drawings, specifications,
reports, records, documents and other materials, whether in hard copy or electronic
form, which are prepared by Consultant, its employees, subcontractors and agents
in the performance of this Agreement, shall be the property of Housing Authority
and shall be delivered to Housing Authority upon termination of this Agreement or
upon the earlier request of the Contract Officer, and Consultant shall have no claim
for further employment or additional compensation as a result of the exercise by
Housing Authority of its full rights of ownership of the documents and materials
hereunder. Consultant shall cause all subcontractors to assign to Housing
Authority any documents or materials prepared by them, and in the event
Consultant fails to secure such assignment, Consultant shall indemnify Housing
Authority for all damages suffered thereby.
In the event Housing Authority or any person, firm or corporation
authorized by Housing Authority reuses said documents and materials without
written verification or adaptation by Consultant for the specific purpose intended
and causes to be made or makes any changes or alterations in said documents and
13 .,ib 024
materials, Housing Authority hereby releases, discharges, and exonerates
Consultant from liability resulting from said change. The provisions of this clause
shall survive the completion of this Contract and shall thereafter remain in full force
and effect.
7.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Consultant in the performance of
services under this Agreement shall not be released publicly without the prior
written approval of the Contract Officer or as required by law. Consultant shall not
disclose to any other entity or person any information regarding the activities of
Housing Authority, except as required by law or as authorized by Housing
Authority.
8.0 ENFORCEMENT OF AGREEMENT.
8.1 California Law. This Agreement shall be construed and interpreted both
as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising
out of or in relation to this Agreement shall be instituted in the Superior Court of
the County of Riverside, State of California, or any other appropriate court in such
county, and Consultant covenants and agrees to submit to the personal jurisdiction
of such court in the event of such action.
8.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by
submitting a claim therefore. The injured party shall continue performing its
obligations hereunder so long as the injuring party commences to cure such default
within ten (10) days of service of such notice and completes the cure of such
default within forty-five (45) days after service of the notice, or such longer period
as may be permitted by the Contract Officer; provided that if the default is an
immediate danger to the health, safety and general welfare, Housing Authority may
take such immediate action as Housing Authority deems warranted. Compliance
with the provisions of this section shall be a condition precedent to termination of
this Agreement for cause and to any legal action, and such compliance shall not be
a waiver of any party's right to take legal action in the event that the dispute is not
cured, provided that nothing herein shall limit Housing Authority's right to terminate
this Agreement without cause pursuant to Section 8.7.
8.3 Retention of Funds. Housing Authority may withhold from any monies
payable to Consultant sufficient funds to compensate Housing Authority for any
losses, costs, liabilities, or damages it reasonably believes were suffered by
Housing Authority due to the default of Consultant in the performance of the
services required by this Agreement.
14 ,n 025
8.4 Waiver. No delay or omission in the exercise of any right or remedy of a
non defaulting party on any default shall impair such right or remedy or be
construed as a waiver. Housing Authority's consent or approval of any act by
Consultant requiring Housing Authority's consent or approval shall not be deemed
to waive or render unnecessary Housing Authority's consent to or approval of any
subsequent act of Consultant. Any waiver by either party of any default must be
in writing and shall not be a waiver of any other default concerning the same or
any other provision of this Agreement.
8.5 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or
more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other
default by the other party.
8.6 Legal Action. In addition to any other rights or remedies, either party
may take legal action, at law or at equity, to cure, correct or remedy any default,
to recover damages for any default, to compel specific performance of this
Agreement, to obtain injunctive relief, or to obtain any other remedy consistent
with the purposes of this Agreement.
8.7 Termination Prior To Expiration Of Term. This section shall govern any
termination of this Agreement, except as specifically provided in the following
Section 8.8 for termination for cause. Housing Authority reserves the right to
terminate this Agreement at any time, with or without cause, upon thirty (30)
days' written notice to Consultant. Upon receipt of any notice of termination,
Consultant shall immediately cease all services hereunder except such as may be
specifically approved by the Contract Officer. Consultant shall be entitled to
compensation for all services rendered prior to receipt of the notice of termination
and for any services authorized by the Contract Officer thereafter in accordance
with the Schedule of Compensation or such as may be approved by the Contract
Officer, except as provided in Section 8.3. Consultant recognizes that the use of
the funding designated for this Agreement is subject to approval
8.8 Termination for Default of Consultant. If termination is due to the failure
of Consultant to fulfill its obligations under this Agreement, Housing Authority may,
after compliance with the provisions of Section 8.2, take over work and prosecute
the same to completion by contract or otherwise, and Consultant shall be liable to
the extent that the total cost for completion of the services required hereunder
exceeds the compensation herein stipulated (provided that Housing Authority shall
use reasonable efforts to mitigate such damages), and Housing Authority may
withhold any payments to Consultant for the purpose of setoff or partial payment
of the amounts owed Housing Authority as previously stated in Section 8.3.
15 a 026
8.9 Attorneys' Fees. If either party commences an action against the other
party arising out of or in connection with this Agreement, the prevailing party shall
be entitled to recover reasonable attorneys' fees and costs of suit from the losing
party.
9.0 HOUSING AUTHORITY OFFICERS AND EMPLOYEES;
NONDISCRIMINATION.
9.1 Non -liability of Housing Authority Officers and Employees. No officer or
employee of Housing Authority shall be personally liable to Consultant, or any
successor in interest, in the event or any default or breach by Housing Authority or
for any amount which may become due to Consultant or to its successor, or for
breach of any obligation of the terms of this Agreement.
9.2 Conflict of Interest. No officer or employee of Housing Authority shall
have any personal interest, direct or indirect, in this Agreement nor shall any such
officer or employee participate in any decision relating to the Agreement which
affects his or her personal interest or the interest of any corporation, partnership or
association in which she or he is, directly or indirectly, interested, in violation of
any State statute or regulation. Consultant warrants that it has not paid or given
and will not pay or give any third party any money or general consideration for
obtaining this Agreement.
9.3 Covenant against Discrimination. Consultant covenants that, by and for
itself, its heirs, executors, assigns, and all persons claiming under or through them,
that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, creed, religion, sex, marital status, national
origin or ancestry in the performance of this Agreement. Consultant shall take
affirmative action to insure that applicants are employed and that employees are
treated during employment without regard to their race, color, creed, religion, sex,
marital status, national origin or ancestry.
10.0 MISCELLANEOUS PROVISIONS
10.1 Notice. Any notice, demand, request, consent, approval, communication
either party desires or is required to give the other party or any other person shall
be in writing and either served personally or sent by prepaid, first-class mail to the
address set forth below. Either party may change its address by notifying the other
party of the change of address in writing. Notice shall be deemed communicated
forty-eight (48) hours from the time of mailing if mailed as provided in this section.
16 u 027
To Housing Authority:
LA QUINTA HOUSING AUTHORITY
Attention: Frank Spevacek
Executive Director
78-495 Calle Tampico
P.O. Box 1504
La Quinta, California 92247-1504
To Consultant:
TALL MAN GROUP
Attention: Jon McMillen, Principal
74020 Alessandro, Suite E
Valley Center, CA 92260
10.2 Integrated Agreement. This Agreement contains all of the agreements of
the parties and all previous understanding, negotiations and agreements are
integrated into and superseded by this Agreement.
10.3 Amendment. This Agreement may be amended at any time by the
mutual consent of the parties by an instrument in writing signed by both parties.
10.4 Severability. In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable by a valid judgment or decree of a court of
competent jurisdiction, such invalidity or unenforceability shall not affect any of the
remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the
intent of the parties hereunder.
10.5 Authority. The persons executing this Agreement on behalf of the
parties hereto warrant that they are duly authorized to execute this Agreement on
behalf of said parties and that by so executing this Agreement the parties hereto
are formally bound to the provisions of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
dates stated below.
LA QUINTA HOUSING AUTHORITY, a public body, corporate and politic
Frank J. Spevacek, Executive Director
ATTEST:
Susan Maysels, Housing Authority Secretary
Date
17 -,n 028
APPROVED AS TO FORM:
M. Katherine Jenson, Housing Authority Counsel
CONSULTANT:
By:
Name:
Title:
18 -.n 029
Exhibit A
SCOPE OF WORK
This is TMG's Work Program to complete construction documents, entitlement, bid preparation,
resident relocation, construction management and final disposition activities pertaining to a two
phased, affordable senior housing development located at the corner of Washington Street and
Hidden River Road in the City of La Quinta. The La Quinta Housing Authority owns the 72 unit
apartment complex (Apartments) that is in need of substantial rehabilitation; further, the site can
accommodate 26 new multi -family dwellings (New Dwellings) and a community building. In
order to substantially rehabilitate the Apartments, the New Dwellings must first be constructed
so that the very -low income residents of the Apartments may be temporarily relocated to the
New Dwellings. The New Dwellings combined with the rehabilitated Apartments will preserve
and expand the community's affordable housing inventory.
Per the following Work Program TMG will assume full oversight of this endeavor, working as an
independent third party contractor. In this capacity, the TMG Project Team will:
■ Manage the design and engineering services to finalize construction plans and
specifications.
• Prepare cost estimates and construction schedules during the design process.
■ Meet with the Housing Authority's Washington Street Apartment Project Team to review
design details, cost estimates and timelines, and monitor construction and rehabilitation
activities.
• Meet with Rural Development (RD) to review project details and process necessary
applications and gain approvals.
• Define future disposition, locate and secure funding sources.
• Prepare and implement a temporary relocation plan.
■ Process and secure entitlements including RD.
• Apply for and attempt to secure Low Income Housing Investment Tax Credits.
• Finalize construction documents and manage bid process.
■ Provide complete construction management services for rehabilitation and new
construction.
■ Facilitate temporary relocation of all existing apartment residents.
• Coordinate and manage the final disposition of the property.
WORK PROGRAM
As part of its continued effort to increase and improve the community's supply of affordable
housing, the Agency purchased the Apartments which feature RD financing and operating
covenants. Per the RD operating covenants, the Apartments must be affordable to extremely
low and very low income senior, and disabled adult households. The Apartments were
constructed in 1980 and need substantial rehabilitation to address health, safety and
performance issues, and to extend their lifecycle. 'The site included vacant land that may
.1 030
accommodate the New Dwellings and a community building. The New Dwellings will facilitate
the temporary relocation of residents during a three phased rehabilitation of the Apartments.
This Work Program was prepared through consultation with engineers, designers, and RD, and
relied on our extensive knowledge of the site and buildings as experienced during the property
acquisition and initial design development phase.
Building and Site Improvement Plans
Site and building surveys combined with review of the existing building inspection reports
indicated several safety and deferred maintenance items that have been addressed through
design development and early entitlement phase of plans. The identified deficiencies include
existing site accessibility, dry rot and termite damage, roofing, inefficient and failing windows,
electrical and plumbing fixtures, appliances, HVAC and water heating systems, cabinetry,
counters, and floor coverings. Plans have been developed to address rehabilitation of existing
units and site in combination with adjacent new construction. Landscape plans have been
developed to improve site accessibility, reduce existing paved surface area, and enhance
outdoor community space. Durability, energy and water efficiency, and indoor air quality are
guiding principals followed during the design process. (Designing and engineering these
improvements required architecture and engineering services.) TMG will continue to assist
and/or manage the required professionals.
Completing construction drawings and specifications and securing RD approval will require
various architecture and engineering services being contracted by the Authority and assisted
and/or managed by TMG. Additional consultants and testing services along with associated
costs is included in the Anticipated Cost section of this Scope of Services. For contracts over
$5,000 TMG will obtain a minimum of 3 bids. They will be evaluated based upon their work
program, qualifications, local experience and presence, references and fee. The selection
committee will be the TMG Project Team.
Once retained, TMG would then work with these firms (Design Team) to generate construction
drawings and specifications and bid documents. During the construction documents phase we
would meet with Housing Authority staff to review the rehabilitation options, and their associated
cost and schedule. A new sewer alignment and associated easements with adjoining property
owners needs to be negotiated and finalized as it was not completed prior to the project being
suspended. The Design Team would then, in conjunction with staff, process the plans through
RD (RD will, at a minimum, require preliminary and final approval from RD's Architect, approval
for changes to property lines and unit counts, approval of financing and any changes of
ownership. These approvals must occur at both the local and national offices.) and obtain final
RD approval, as well approval from the City's various reviewing boards and commissions,
where applicable.
Low- and Moderate- Income Tax Credit Financin_p
TMG's initial review of available financing indicates that the rehabilitation and development
activities would qualify for 4% Low and Moderate Income Tax Credit Financing (Tax Credits).
As part of our initial activities, TMG would work with National CORE and other tax credit
,11 031
syndicators to conclusively determine if this development could obtain tax credit funding. If so,
TMG would then work with the selected non-profit entity to apply for, and attempt to secure Tax
Credits. Since this property is owned by the La Quinta Housing Authority (Authority), the
Authority may elect to serve as the non-profit entity to secure Tax Credits.
Tenant Interviews and Temporary Relocation
In conjunction with the site and building evaluation, TMG will conduct interviews with the
residents to determine specific needs that they might have during the anticipated 120 day
temporary relocation while under construction. This information will be critical in the preparation
of a relocation plan and refining a budget. Prior to unit rehabilitation TMG will coordinate and
assist with moving 73-residents and onsite management to new units and back again.
Additionally TMG will coordinate and secure necessary approvals with Rural Development in
order preserve the existing rental subsidies.
Construction Management
TMG will provide budgeting, construction estimates and manage the bidding process of up to
three phases of rehabilitation and construction plans. Upon award of the construction contracts
TMG will insure contractor has produced and is in compliance with all contract requirements as
identified within bid documents, including prevailing wage requirements. Prior to mobilization,
TMG will conduct a pre -construction meeting, and will review, develop and coordinate proposed
project methods and scheduling.
Once the contractor is mobilized we will serve as the construction manager overseeing the
contractor's work, coordinating with the property manager and tenants, processing payment
requests, conducting employee and resident interviews, addressing construction document
interpretation issues, processing and monitoring change orders, maintaining and preparing
required RD documentation, ensuring that the improvements are built in accordance with the
plans and specifications, monitor prevailing wage requirements, and process closeout
requirements. In addition TMG will retain specific consultants and testing firms to complete
course of construction services and include their costs as part of this work program.
Final Disposition
TMG will work with the Housing Authority's Project Team and RD to identify disposition options
the Authority may consider once the new construction and substantial rehabilitation is complete.
RD is a critical player in this decision since they must accept and approve any ownership
change. Discussions with RD staff indicate that if new entities are added to the current
Authority ownership, this process may require up to 12 months to process. If the Authority
elected to transfer the completed project to another entity, that process could take up to 24
months to compete.
PROJECT TEAM
I would serve as the Project Manager for this engagement overseeing and managing the entire
team and their respective responsibilities. Brandon Fender would oversee and perform
completion of construction drawings and specifications, required RD applications, easement
A 032
negotiations, assembly of bid documents and construction management. An additional member
of our team would be responsible for temporary residential relocation.
ANTICIPATED COST
TMG proposes to provide the services listed in this Work Program on a time and materials basis
for a fee not to exceed $785,200. This fee includes the costs of sub consultants and testing
services as detailed below.
Tall Man Group Inc. ("TMG")
Sub Consultants
Total
Construction Document Phase $ 25,000
Program Development RD. 20,000
Entitlement Process including RD 20,000
Relocation 144,000
Construction Management 499,200
Final Disposition 20,000
Total TMG $ 728,200
Soils Report and Testing 32,000
Acoustical Consultant 10,000
Waterproofing Consultant 7,000
Solar Consultant 8,000
Total Sub Consultants $ 57,000
$ 786,200
TMG's services would be charged on a time and materials basis per the hourly rate schedule
detailed in Exhibit B. The sub -consultant cost would be charged at their direct cost without an
overhead or invoice processing surcharge.
.0 033
Exhibit B
Schedule of Compensation
With the exception of compensation for Additional Services, provided for in
Section 2.2 of this Agreement, the maximum total compensation to be paid to
Consultant under this Agreement is Seven hundred eighty-five thousand two
hundred dollars ($785,200) ("Contract Sum"). The Contract Sum shall be paid to
Consultant in installment payments made on a monthly basis and in an amount
identified in Consultants Schedule of Compensation attached hereto for the work
tasks performed and properly invoiced by Consultant in conformance with Section
2.2 of the Agreement.
Schedule of Compensation attached.
Is 034
Exhibit B
SCHEDULE OF COMPENSATION
Principal $ 165
Senior Associate $ 145
Associate $ 130
Senior Analyst $ 110
Analyst $ 95
Research Assistant $ 85
Technician $ 70
Clerical $ 60
Reimbursable Expenses Cost plus 10%
TMG does not charge clients for mileage, parking, standard telephone/fax expenses, general
postage or incidental copies. However, we do charge for messenger services, overnight
shipping/express mail costs and teleconferencing services. We also charge for copies of
reports, documents, notices, and support materials in excess of five (5) copies. These costs are
charged back at the actual expense plus a 10% surcharge.
TMG issues monthly invoices payable within 30 days, unless otherwise agreed upon in
advance. Invoices identify tasks completed to date, hours expended and the hourly rate.
0 035
Exhibit C
Schedule of Performance
Consultant shall complete all services identified in the Scope of Services,
Exhibit "A" of this Agreement. It is anticipated the project will be completed by
July 31, 2015; however, the schedule may be delayed due to unforeseen
circumstances related to the USDA -Rural Development, or the State of California.
Therefore, the Agreement term includes an option for a one-year extension.
036
T'df 4 4 a"
CITY / SA HA FA MEETING DATE: JUIV 3, 2012
ITEM TITLE: Approval of a Professional Services
Agreement with the Altum Group for Engineering
Services Related to the Washington Street Apartments
Rehabilitation Project
RECOMMENDATION:
AGENDA CATEGORY:
BUSINESS SESSION:
CONSENT CALENDAR:
STUDY SESSION:
PUBLIC HEARING:
Approve a Professional Services Agreement with the Altum Group for engineering
services related to the Washington Street Apartments Rehabilitation Project and
authorize the Executive Director to execute the Agreement subject to any final
revisions authorized by the La Quinta'Housing Authority Counsel.
FISCAL IMPLICATIONS:
The proposed contract amount with the Altum Group is for a total up to $146,250
(Attachment 1). The payments under this contract would have to be consistent with
the approved Recognized Obligation Payment Schedule ("ROPS"). That schedule
authorizes expenditures of up to $40,000 per month for the time period between July
and December 2012. The source of the payments will be the 2004 Housing Bond
Proceeds. Payments in 2013 will be subject to approval on the updated BOPS. If the
funding is not approved as part of the BOPS process, the contract will be terminated.
The funding has been appropriated for this project.
BACKGROUND AND OVERVIEW:
The former redevelopment agency engaged RSG to act as project manager for the
Washington Street Apartments Rehabilitation Project. As such, RSG conducted a
Request for Proposal process to select a development team, consisting of an
architectural firm, civil engineering firm, and landscape design firm. The project is fully
entitled, and the team was ready to move into construction drawings when
redevelopment was dissolved. The project was placed on hold temporarily so staff
could work through the ABx1 26 process.
037
In early June 2012, the Successor Agency to the La Quinta Redevelopment Agency,
the Housing Authority, and the Oversight Board of the Successor Agency to the La
Quinta Redevelopment Agency adopted resolutions approving the implementation of
the Washington Street Apartments Rehabilitation Project, and approving the use of
2003 tax-exempt and 2011 taxable housing bond proceeds to fund the project. The
Oversight Board's action, along with an amended Recognized Obligation Payment
Schedule was sent to the State Department of Finance ("DOF") on June 6, 2012. To
date, staff has not received any response from the DOE regarding this action;
therefore, according to the provisions of ABx1 26, the action is deemed approved.
Staff is proceeding cautiously with the project, moving into construction drawings.
Because the project management agreement between the former RDA and RSG has
been terminated, the Housing Authority must enter into new agreements with the
design team. For the sake of consistency, staff recommends hiring the same
consultants. This agreement is with the engineering firm, the Altum Group, and does
contain a provision whereby the agreement can be terminated for any reason at any
time by the Housing Authority with a 30-day notice. Thus, the Agreement can be
terminated if the State makes a determination that the bond funds can no longer be
used for this project.
The Housing Authority is not required to competitively bid service contracts.
However, as a matter of policy, both the former RDA and the Housing Authority have
followed the City's service procurement procedures. Section 3.32.050 Exceptions to
the Procedures Prescribed in Sections 3.32.010 and 3.32.030 paragraph "C" states
that "the City Council may authorize award and execution of service contracts with no
competitive proposals where experience with the proposed service provider has
demonstrated competence and satisfactory performance or in the renewal or
renegotiation of existing contracts for continuing services."
FINDINGS AND ALTERNATIVES:
The alternatives available to the Housing Authority include:
1. Approve a Professional Services Agreement with the Altum Group for
engineering services related to the Washington Street Apartments Rehabilitation
Project and authorize the Executive Director to execute the Agreement subject
to any final revisions authorized by the Housing Authority Counsel; or
2. Provide staff with alternative direction.
Respectfully submitted,
Debbie Powell
Economic Development/Housing Manager N. U1 3 8
Approved for submission by:
rank pe ek, Executive Director
Attachment: 1. Professional Services Agreement with the Altum Group
ATTACHMENT 1
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made
and entered into by and between the LA QUINTA HOUSING AUTHORITY,
("Housing Authority"), a public body, corporate and politic, and The Altum Group
("Consultant"). The parties hereto agree as follows:
1.0 SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, Consultant shall provide those services related to Washington Street
Apartments Rehabilitation Project, as specified in the "Scope of Services" attached
hereto as Exhibit "A" and incorporated herein by this reference (the "services" or
"work"). Consultant warrants that all services will be performed in a competent,
professional and satisfactory manner in accordance with the standards prevalent in
the industry for such services.
1.2 Compliance with Law. All services rendered hereunder shall be provided
in accordance with all ordinances, resolutions, statutes, rules, regulations and laws
of the Housing Authority and any Federal, State or local governmental agency of
competent jurisdiction.
1.3 Licenses, Permits, Fees and Assessments. Except as otherwise specified
herein, Consultant shall obtain at its sole cost and expense such licenses, permits
and approvals as may be required by law for the performance of the services
required by this Agreement. Consultant shall have the sole obligation to pay for
any fees, assessments and taxes, plus applicable penalties and interest, which may
be imposed by law and arise from or are necessary for the performance of the
services required by this Agreement.
1.4 Familiarity with Work. By executing this Agreement, Consultant
warrants that (a) it has thoroughly investigated and considered the work to be
performed, (b) it has investigated the site of the work and fully acquainted itself
with the conditions there existing, (c) it has carefully considered how the work
should be performed, and (d) it fully understands the facilities, difficulties and
restrictions attending performance of the work under this Agreement. Should
Consultant discover any latent or unknown conditions materially differing from
those inherent in the work or as represented by Housing Authority, Consultant shall
immediately inform Housing Authority of such fact and shall not proceed except at
Consultant's risk until written instructions are received from the Contract Officer
(as defined in Section 4.2 hereof).
040
1.5 Care of Work and Standard of Work.
a. Care of Work. Consultant shall adopt reasonable methods during
the life of the Agreement to furnish continuous protection to the work performed
by Consultant, and the equipment, materials, papers and other components thereof
to prevent losses or damages, and shall be responsible for all such damages, to
persons or property, until acceptance of the work by Housing Authority, except
such losses or damages as may be caused by Housing Authority's own negligence.
The performance of services by Consultant shall not relieve Consultant from any
obligation to correct any incomplete, inaccurate or defective work at no further
cost to Housing Authority, when such inaccuracies are due to the negligence of
Consultant.
b. Standard of Work. Consultant acknowledges and understands that
the services and work contracted for under this Agreement require specialized skills
and abilities and that, consistent with this understanding, Consultant's services and
work will be held to a heightened standard of quality and workmanship. Consistent
with Section 1.4 hereinabove, Consultant represents to Housing Authority that it
holds the necessary skills and abilities to satisfy the heightened standard of work
as set forth in this Agreement.
1.6 Additional Services. In accordance with the terms and conditions of this
Agreement, Consultant shall perform services in addition to those specified in the
Scope of Services ("Additional Services") when directed to do so by the Contract
Officer. Consultant shall not perform any Additional Services until receiving prior
written authorization from the Contract Officer. It is specifically understood and
agreed that oral requests and/or approvals of Additional Services shall be barred
and are unenforeceable. Failure of Consultant to secure the Contract Manager's
written authorization for Additional Services shall constitute a waiver of any and all
right to adjustment of the Contract Sum or time due, whether by way of
compensation, restitution, quantum meruit, etc. for Additional Services provided
without the appropriate authorization from the Contract Manager. Compensation
for properly authorized Additional Services shall be made in accordance with
Section 2.2 of this Agreement.
1.7 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in Exhibit "D" (the
"Special Requirements"). In the event of a conflict between the provisions of the
Special Requirements and any other provisions of this Agreement, the provisions of
the Special Requirements shall govern.
2 ,n 041
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with Exhibit "B" (the "Schedule of
Compensation") in a total amount not to exceed One Hundred Forty -Six Thousand
Two Hundred Fifty Dollars ($ 146,250 ) (the "Contract Sum"), except as provided
in Section 1.6. The method of compensation is set forth in the Schedule of
Compensation. Compensation may include reimbursement for actual and necessary
expenditures for reproduction costs, transportation expense, telephone expense,
and similar costs and expenses when and if specified in the Schedule of
Compensation. Consultant's overall compensation shall not exceed the Contract
Sum, except as provided in Section 1.6 of this Agreement, "Additional Services."
In addition, the rate of compensation shall not exceed the amounts authorized for
the Washington Street Apartments Rehabilitation Project in the approved
Recognized Obligation Payment Schedule.
2.2 Compensation for Additional Services. Additional services approved in
advance by the Contract Manager pursuant to Section 1.6 of this Agreement,
"Additional Services," shall be paid for in an amount agreed to in writing by both
Housing Authority and Consultant in advance of the Additional Services being
rendered by Consultant. Any compensation for Additional Services amounting to
five percent (5%) or less of the Contract Sum may be approved by the Contract
Officer. Any greater amount of compensation for additional services must be
approved by the La Quinta Housing Authority. Under no circumstances shall
Consultant receive compensation for any Additional Services unless prior written
approval for the Additional Services is obtained from the Contract Officer pursuant
to Section 1.6 of this Agreement.
2.3 Method of Billing. Any month in which Consultant wishes to receive
payment, Consultant shall submit to Housing Authority no later than the tenth
(10th) working day of such month, in the form approved by Housing Authority's
Finance Director, an invoice for services rendered prior to the date of the invoice.
Such invoice shall (1) describe in detail the services provided, including time and
materials, and (2) specify each staff member who has provided services and the
number of hours assigned to each such staff member. Such invoice shall contain a
certification by a principal member of Consultant specifying that the payment
requested is for work performed in accordance with the terms of this Agreement.
Housing Authority will pay Consultant for all expenses stated thereon which are
approved by Housing Authority pursuant to this Agreement no later than thirty (30)
days after invoices are received by the Housing Authority's Finance Department.
3 042
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
3.2 Schedule of Performance. All services rendered pursuant to this
Agreement shall be performed diligently and within the time period established in
Exhibit C (the "Schedule of Performance"). Extensions to the time period specified
in the Schedule of Performance may be approved in writing by the Contract Officer.
3.3 Force Majeure. The time period specified in the Schedule of Performance
for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of Consultant, including, but not restricted to,
acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine
restrictions, riots, strikes, freight embargoes, acts of any governmental agency
other than Housing Authority, and unusually severe weather, if Consultant shall
within ten (10) days of the commencement of such delay notify the Contract
Officer in writing of the causes of the delay. The Contract Officer shall ascertain
the facts and the extent of delay, and extend the time for performing the services
for the period of the forced delay when and if in his or her judgment such delay is
justified, and the Contract Officer's determination shall be final and conclusive
upon the parties to this Agreement. Extensions to the Schedule of Performance
which are determined by the Contract Officer to be justified pursuant to this
Section shall not entitle the Consultant to additional compensation in excess of the
Contract Sum.
3.4 Term. The term of this agreement shall commence on July 9, 2012 and
terminate on July 31, 2015 (initial term), unless terminated earlier in accordance
with Section 8.7 or 8.8. This agreement may be extended for one additional
year(s) upon mutual agreement by both parties (extended term).
4.0 COORDINATION OF WORK
4.1 -Representative of Consultant. The following principals of Consultant are
hereby designated as being the principals and representatives of Consultant
authorized to act in its behalf with respect to the work specified herein and make
all decisions in connection therewith:
a. Doug Franklin, P.E., Vice President
It is expressly understood that the experience, knowledge, capability,
and reputation of the foregoing principals were a substantial inducement for
Housing Authority to enter into this Agreement. Therefore, the foregoing principals
4 1 1 043
shall be responsible during the term of this Agreement for directing all activities of
Consultant and devoting sufficient time to personally supervise the services
hereunder.
The foregoing principals may not be changed by Consultant and no other
personnel may be assigned to perform the service required hereunder without the
express written approval of Housing Authority.
- 4.2 Contract Officer. The Contract Officer shall be Frank J. Spevacek,
Housing Authority Executive Director or such other person as may be designated
by the Executive Director of Housing Authority. It shall be Consultant's
responsibility to assure that the Contract Officer is kept informed of the progress of
the performance of the services and Consultant shall refer any decisions, which
must be made by Housing Authority to the Contract Officer. Unless otherwise
specified herein, any approval of Housing Authority required hereunder shall mean
the approval of the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of Consultant, its principals and employees
were a substantial inducement for Housing Authority to enter into this Agreement.
Except as set forth in this Agreement, Consultant shall not contract with any other
entity to perform in whole or in part the services required hereunder without the
express written approval of Housing Authority. In addition, neither this Agreement
nor any interest herein may be assigned or transferred, voluntarily or by operation
of law, without the prior written approval of Housing Authority.
4.4 Independent Contractor. Neither Housing Authority nor any of its
employees shall have any control over the manner, mode or means by which
Consultant, its agents or employees, perform the services required herein, except
as otherwise set forth. Consultant shall perform all services required herein as an
independent contractor of Housing Authority and shall remain at all times as to
Housing Authority a wholly independent contractor with only such obligations as
are consistent with that role. Consultant shall not at any time or in any manner
represent that it or any of its agents or employees are agents or employees of
Housing Authority.
4.5 Housing Authority Cooperation. Housing Authority shall provide
Consultant with any plans, publications, reports, statistics, records or other data or
information pertinent to services to be performed hereunder which are reasonably
available to Consultant only from or through action by Housing Authority.
5 044
5.0 INSURANCE
5.1 Insurance. Prior to the beginning of and throughout the duration of the
Work performed under this Agreement, Consultant shall procure and maintain, at
its cost, and submit concurrently with its execution of this Agreement, Commercial
General Liability insurance against all claims for injuries against persons or damages
to property resulting from Consultant's acts or omissions rising out of or related to
Consultant's performance under this Agreement. The insurance policy shall contain
a severability of interest clause providing that the coverage shall be primary for
losses arising out of Consultant's performance hereunder and neither Housing
Authority nor its insurers shall be required to contribute to any such loss. A
certificate evidencing the foregoing and naming Housing Authority and its officers
and employees as additional insured (on the Commercial General Liability policy
only) shall be delivered to and approved by Housing Authority prior to
commencement of the services hereunder.
The following policies shall be maintained and kept in full force and
effect providing insurance with minimum limits as indicated below and issued by
insurers with A.M. Best ratings of no less than A-:Vl:
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Errors and Omissions Liability
$1,000,000 (per claim and aggregate)
Workers' Compensation
(per statutory requirements)
Consultant shall carry automobile liability insurance of $1,000,000 per
accident against all claims for injuries against persons or damages to property
arising out of the use of any automobile by Consultant, its officers, any person
directly or indirectly employed by Consultant, any subcontractor or agent, or
anyone for whose acts any of them may be liable, arising directly or indirectly out
of or related to Consultant's performance under this Agreement. If Consultant or
Consultant's employees will use personal autos in any way on this project,
Consultant shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle,
trailer or semi -trailer designed for travel on public roads. The automobile insurance
policy shall contain a severability of interest clause providing that coverage shall be
6 41 ) 045
primary for losses arising out of Consultant's performance hereunder and neither
Housing Authority nor its insurers shall be required to contribute to such loss.
Professional Liability or Errors and Omissions Insurance as appropriate
shall be written on a policy form coverage specifically designed to protect against
acts, errors or omissions of the consultant and "Covered Professional Services" as
designated in the policy must specifically include work performed under this
agreement. The policy limit shall be no less than $1,000,000 per claim and in the
aggregate. The policy must "pay on behalf of" the insured and must include a
provision establishing the insurer's duty to defend. The policy retroactive date shall
be on or before the effective date of this agreement.
Consultant shall carry Workers' Compensation Insurance in accordance
with State Worker's Compensation laws with employer's liability limits no less than
$1,000,000 per accident or disease.
All insurance required by this Section shall be kept in effect during the
term of this Agreement and shall not be cancelable without written notice to
Housing Authority of proposed cancellation. The procuring of such insurance or
the delivery of policies or certificates evidencing the same shall not be construed as
a limitation of Consultant's obligation to indemnify Housing Authority, its officers,
employees, contractors, subcontractors, or agents.
5.2 Remedies. In addition to any other remedies Housing Authority may
have if Consultant fails to provide or maintain any insurance policies or policy
endorsements to the extent and within the time herein required, Housing Authority
may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Consultant to stop work under this Agreement and/or
withhold any payment(s) which become due to Consultant hereunder until
Consultant demonstrates compliance with the requirements hereof.
C. Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to any
other remedies Housing Authority may have. The above remedies are not the
exclusive remedies for Consultant's failure to maintain or secure appropriate
policies or endorsements. Nothing herein contained shall be construed as limiting
in any way the extent to which Consultant may be held responsible for payments
of damages to persons or property resulting from Consultant's or its
subcontractors' performance of work under this Agreement.
7 1 ' 046
5.3 General Conditions pertaining to provisions of insurance coverage by
Consultant. Consultant and Housing Authority agree to the following with respect
to insurance provided by Consultant:
1. Consultant agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds Housing
Authority, its officials, employees and agents, using standard ISO endorsement No.
CG 2010 with an edition prior to 1992. Consultant also agrees to require all
contractors, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this
Agreement shall prohibit Consultant, or Consultant's employees, or agents, from
waiving the right of subrogation prior to a loss. —Consultant agrees to waive
subrogation rights against Housing Authority regardless of the applicability of any
insurance proceeds, and to require all contractors and subcontractors to do
likewise.
3. All insurance coverage and limits provided by Contractor and
available or applicable to this agreement are intended to apply to the full extent of
the policies. Nothing contained in this Agreement or any other agreement relating
to the Housing Authority or its operations limits the application of such insurance
coverage.
4. None of the coverages required herein will be in compliance with
these requirements if they include any limiting endorsement of any kind that has
not been first submitted to Housing Authority and approved of in writing.
5. No liability policy shall contain any provision or definition that would
serve to eliminate so-called "third party action over" claims, including any exclusion
for bodily injury to an employee of the insured or of any contractor or
subcontractor.
6. All coverage types and limits required are subject to approval,
modification and additional requirements by the Housing Authority, as the need
arises. Consultant shall not make any reductions in scope of coverage (e.g.
elimination of contractual liability or reduction of discovery period) that may affect
Housing Authority's protection without Housing Authority's prior written consent.
7. Proof of compliance with these insurance requirements, consisting
of certificates of insurance evidencing all of the coverages required and an
additional insured endorsement to Consultant's general liability policy, shall be
delivered to Housing Authority at or prior to the execution of this Agreement. In
the event such proof of any insurance is not delivered as required, or in the event
such insurance is canceled at any time and no replacement coverage is provided,
Housing Authority has the right, but not the duty, to obtain any insurance it deems
necessary to protect its interests under this or any other agreement and to pay the
premium. Any premium so paid by Housing Authority shall be charged to and
promptly paid by Consultant or deducted from sums due Consultant, at Housing
Authority option.
8. It is acknowledged by the parties of this agreement that all
insurance coverage required to be provided by Consultant or any subcontractor,, is
intended to apply first and on a primary, non-contributing basis in relation to any
other insurance or self insurance available to Housing Authority.
9. Consultant agrees to ensure that subcontractors, and any other
party involved with the project that is brought onto or involved in the project by
Consultant, provide the same minimum insurance coverage required of Consultant.
Consultant agrees to monitor and review all such coverage' and assumes all
responsibility for ensuring that such coverage is provided in conformity with the
requirements of this section. Consultant agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to Housing
Authority for review.
10. Consultant agrees not to self -insure or to use any self -insured
retentions or deductibles on any portion of the insurance required herein (with the
exception of professional liability coverage, if required) and further agrees that it
will not allow any contractor, subcontractor, Architect, Engineer or other entity or
person in any way involved in the performance of work on the project
contemplated by this agreement to self -insure its obligations to Housing Authority.
If Consultant's existing coverage includes a deductible or self -insured retention, the
deductible or self -insured retention must be declared to the Housing Authority. At
that time the Housing Authority shall review options with the Consultant, which
may include reduction or elimination of the deductible or self -insured retention,
substitution of other coverage, or other solutions.
11. The Housing Authority reserves the right at any time during the
term of the contract to change the amounts and types of insurance required by
giving the Consultant ninety (90) days advance written notice of such change. If
such change results in substantial additional cost to the Consultant, the Housing
Authority will negotiate additional compensation proportional to the increased
benefit to Housing Authority.
12. For purposes of applying insurance coverage only, this Agreement
will be deemed to have been executed immediately upon any party hereto taking
any steps that can be deemed to be in furtherance of or towards performance of
this Agreement.
9 048
13. Consultant acknowledges and agrees that any actual or alleged
failure on the part of Housing Authority to inform Consultant of non-compliance
with any insurance requirement in no way imposes any additional obligations on
Housing Authority nor does it waive any rights hereunder in this or any other
regard.
14. Consultant will renew the required coverage annually as long as
Housing Authority, or its employees or agents face an exposure from operations of
any type pursuant to this agreement. This obligation applies whether or not the
agreement is canceled or terminated for any reason. Termination of this obligation
is not effective until Housing Authority executes a written statement to that effect.
15. Consultant shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced
with other policies providing at least the same coverage. Proof that such coverage
has been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these specifications.
applicable to the renewing or new coverage must be provided to Housing Authority
within five (5) days of the expiration of coverages.
16. The provisions of any workers' compensation or similar act will not
limit the obligations of Consultant under this agreement. Consultant expressly
agrees not to use any statutory immunity defenses under such laws with respect to
Housing Authority, its employees, officials and agents.
17. Requirements of specific coverage features or limits contained in
this section are not intended as limitations on coverage, limits or other
requirements nor as a waiver of any coverage normally provided by any given
policy. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue, and is not intended by any party or
insured to be limiting or all-inclusive.
18. These insurance requirements are intended to be separate and
distinct from any other provision in this agreement and are intended by the parties
here to be interpreted as such.
19. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision
conflicts with or impairs the provisions of this Section.
20. Consultant agrees to be responsible for ensuring that no contract
used by any party involved in any way with the project reserves the right to charge
Housing Authority or Consultant for the cost of additional insurance coverage
10 .,II.J., 049
required by this agreement. Any such provisions are to be deleted with reference
to Housing Authority. It is not the intent of Housing Authority to reimburse any
third party for the cost of complying with these requirements. There shall be no
recourse against Housing Authority for payment of premiums or other amounts
with respect thereto.
21. Consultant agrees to provide immediate notice to Housing Authority
of any claim or loss against Consultant arising out of the work performed under this
agreement. Housing Authority assumes no obligation or liability by such notice,
but has the right (but not the duty) to monitor the handling of any such claim or
claims if they are likely to involve Housing Authority.
6.0 INDEMNIFICATION.
6.1 General Indemnification Provision.
a. Indemnification for Professional Liability. When the law establishes
a professional standard of care for Consultant's Services, to the fullest extent
permitted by law, Consultant shall indemnify, protect, defend and hold harmless
Housing Authority and any and all of its officials, employees and agents
("Indemnified Parties") from and against any and all claims, losses, liabilities of
every kind, nature and description, damages, injury (including, without limitation,
injury to or death of an employee of Consultant or subconsultants), costs and
expenses of any kind, whether actual, alleged or threatened, including, without
limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred in
connection therewith and costs of investigation, to the extent same are cause in
whole or in part by any negligent or wrongful act, error or omission of Consultant,
its officers, agents, employees or subconsultants (or any entity or individual that
Consultant shall bear the legal liability thereof) in the performance of professional
services under this agreement. With respect to the design of public improvements,
the Consultant shall not be liable for any injuries or property damage resulting from
the reuse of the design at a location other than that specified in Exhibit A without
the written consent of the Consultant.
b. Indemnification for Other Than Professional Liability. Other than in
the performance of professional services and to the full extent permitted by law,
Consultant shall indemnify, defend and hold harmless Housing Authority, and any
and all of its employees, officials and agents from and against any liability
(including liability for claims, suits, actions, arbitration proceedings, administrative
proceedings, regulatory proceedings, losses, expenses or costs of any kind,
whether actual, alleged or threatened, including, without limitation, incidental and
consequential damages, court costs, attorneys' fees, litigation expenses, and fees
of expert consultants or expert witnesses) incurred in connection therewith and
11 u..1 050
costs of investigation, where the same arise out of, are a consequence of, or are in
any way attributable to, in whole or in part, the performance of this Agreement by
Consultant or by any individual or entity for which Consultant is legally liable,
including but not limited to officers, agents, employees or subconsultants of
Consultant.
6.2 Standard Indemnification Provisions. Consultant agrees to obtain
executed indemnity agreements with provisions identical to those set forth herein
this section from each and every subconsultant or any other person or entity
involved by, for, with or on behalf of Consultant in the performance of this
agreement. In the event Consultant fails to obtain such indemnity obligations from
others as required herein, Consultant agrees to be fully responsible according to the
terms of this section. Failure of Housing Authority to monitor compliance with
these requirements imposes no additional obligations on Housing Authority and will
in no way act as a waiver of any rights hereunder. This obligation to indemnify and
defend Housing Authority as set forth herein is binding on the successors, assigns
or heirs of Consultant and shall survive the termination of this agreement or this
section.
a. Indemnity Provisions for Contracts Related to Construction.
Without affecting the rights of Housing Authority under any provision of this
agreement, Consultant shall not be required to indemnify and hold harmless
Housing Authority for liability attributable to the active negligence of Housing
Authority, provided such active negligence is determined by agreement between
the parties or by the findings of a court of competent jurisdiction. In instances
where Housing Authority is shown to have been actively negligent and where
Housing Authority's active negligence accounts for only a percentage of the liability
involved, the obligation of Consultant will be for that entire portion or percentage
of liability not attributable to the active negligence of Housing Authority.
b. Indemnification Provision for Design Professionals.
1. Applicability of Section 6.2(b). Notwithstanding Section
6.2(a) hereinabove, the following indemnification provision shall apply to
Consultants who constitute "design professionals" as the term is defined in
paragraph 3 below.
2. Scope of Indemnification. To the fullest extent permitted by
law, Consultant shall indemnify, defend, and hold harmless Housing Authority and
Housing Authority's agents, officers, officials, employees, representatives, and
departments ("Indemnified Parties") from and against any and all claims, losses,
liabilities of every kind, nature and description, damages, injury (including, without
limitation, injury to or death of an employee of Consultant or subconsultants), costs
and expenses of any kind, whether actual, alleged or threatened, including, without
12
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limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred in
connection therewith and costs of investigation, that arise out of, pertain to, or
relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or
willful misconduct of Consultant, any subconsultant, anyone directly or indirectly
employed by them or anyone that they control.
3. Design Professional Defined. As used in this Section 6.2(b),
the term "design professional" shall be limited to licensed architects, registered
professional engineers, licensed professional land surveyors and landscape
architects, all as defined under current law, and as may be amended from time to
time by Civil Code § 2782.8.
7.0 RECORDS AND REPORTS.
7.1 Reports. Consultant shall periodically prepare and submit to the Contract
Officer such reports concerning Consultant's performance of the services required
by this Agreement as the Contract Officer shall require.
7.2 Records. Consultant shall keep such books and records as shall be
necessary to perform the services required by this Agreement and enable the
Contract Officer to evaluate the cost and the performance of such services. Books
and records pertaining to costs shall be kept and prepared in accordance with
generally accepted accounting principals. The Contract Officer shall have full and
free access to such books and records at all reasonable times, including the right to
inspect, copy, audit, and make records and transcripts from such records.
7.3 Ownership of Documents. Originals of all drawings, specifications,
reports, records, documents and other materials, whether in hard copy or electronic
form, which are prepared by Consultant, its employees, subcontractors and agents
in the performance of this Agreement, shall be the property of Housing Authority
and shall be delivered to Housing Authority upon termination of this Agreement or
upon the earlier request of the Contract Officer, and Consultant shall have no claim
for further employment or additional compensation as a result of the exercise by
Housing Authority of its full rights of ownership of the documents and materials
hereunder. Consultant shall cause all sub Icontractors to assign to Housing
Authority any documents or materials prepared by them, and in the event
Consultant fails to secure such assignment, (Consultant shall indemnify Housing
Authority for all damages suffered thereby.
In the event Housing Authority o� any person, firm or corporation
authorized by Housing Authority reuses said documents and materials without
written verification or adaptation by Consultant for the specific purpose intended
and causes to be made or makes any changes or alterations in said documents and
13 n.J i 052
materials, Housing Authority hereby releases, discharges, and exonerates
Consultant from liability resulting from said change. The provisions of this clause
shall survive the completion of this Contract and shall thereafter remain in full force
and effect.
7.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Consultant in the performance of
services under this Agreement shall not be released publicly without the prior
written approval of the Contract Officer or as required by law. Consultant shall not
disclose to any other entity or person any information regarding the activities of
Housing Authority, except as required by law or as authorized by Housing
Authority.
8.0 ENFORCEMENT OF AGREEMENT.
8.1 California Law. This Agreement shall be construed and interpreted both
as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising
out of or in relation to this Agreement shall be instituted in the Superior Court of
the County of Riverside, State of California, or any other appropriate court in such
county, and Consultant covenants and agrees to submit to the personal jurisdiction
of such court in the event of such action.
8.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by
submitting a claim therefore. The injured party shall continue performing its
obligations hereunder so long as the injuring party commences to cure such default
within ten (10) days of service of such notice and completes the cure of such
default within forty-five (45) days after service of the notice, or such longer period
as may be permitted by the Contract Officer; provided that if the default is an
immediate danger to the health, safety and general welfare, Housing Authority may
take such immediate action as Housing Authority deems warranted. Compliance
with the provisions of this section shall be a condition precedent to termination of
this Agreement for cause and to any legal action, and such compliance shall not be
a waiver of any party's right to take legal action in the event that the dispute is not
cured, provided that nothing herein shall limit Housing Authority's right to terminate
this Agreement without cause pursuant to Section 8.7.
8.3 Retention of Funds. Housing Authority may withhold from any monies
payable to Consultant sufficient funds to compensate Housing Authority for any
losses, costs, liabilities, or damages it reasonably believes were suffered by
Housing Authority due to the default of Consultant in the performance of the
services required by this Agreement.
14 a;�;11 053
8.4 Waiver. No delay or omission in the exercise of any right or remedy of a
non defaulting party on any default shall impair such right or remedy or be
construed as a waiver. Housing Authority's consent or approval of any act by
Consultant requiring Housing Authority's consent or approval shall not be deemed
to waive or render unnecessary Housing Authority's consent to or approval of any
subsequent act of Consultant. Any waiver by either party of any default must be.
in writing and shall not be a waiver of any other default concerning the same or
any other provision of this Agreement.
8.5 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or
more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other
default by the other party.
8.6 Legal Action. In addition to any other rights or remedies, either party
may take legal action, at law or at equity, to cure, correct or remedy any default,
to recover damages for any default, to compel specific performance of this
Agreement, to obtain injunctive relief, or to obtain any other remedy consistent
with the purposes of this Agreement.
8.7 Termination Prior To Expiration Of Term. This section shall govern any
termination of this Agreement, except as specifically provided in the following
Section 8.8 for termination for cause. Housing Authority reserves the right to
terminate this Agreement at any time, with or without cause, upon thirty (30)
days' written notice to Consultant. Upon receipt of any notice of termination,
Consultant shall immediately cease all services hereunder except such as may be
specifically approved by the Contract Officer. Consultant shall be entitled to
compensation for all services rendered prior to receipt of the notice of termination
and for any services authorized by the Contract Officer thereafter in accordance
with the Schedule of Compensation or such as may be approved by the Contract
Officer, except as provided in Section 8.3. Consultant recognizes that the use of
the funding designated for this Agreement is subject to approval.
8.8 Termination for Default of Consultant. If termination is due to the failure
of Consultant to fulfill its obligations under this Agreement, Housing Authority may,
after compliance with the provisions of Section 8.2, take over work and prosecute
the same to completion by contract or otherwise, and Consultant shall be liable to
the extent that the total cost for completion of the services required hereunder
exceeds the compensation herein stipulated (provided that Housing Authority shall
use reasonable efforts to mitigate such damages), and Housing Authority may
withhold any payments to Consultant for the purpose of setoff or partial payment
of the amounts owed Housing Authority as previously stated in Section 8.3.
15 �.� c54
8.9 Attorneys' Fees. If either party commences an action against the other
party arising out of or in connection with this Agreement, the prevailing party shall
be entitled to recover reasonable attorneys' fees and costs of suit from the losing
party.
9.0 HOUSING AUTHORITY OFFICERS AND EMPLOYEES;
NONDISCRIMINATION.
9.1 Non -liability of Housing Authority Officers and Employees. No officer or
employee of Housing Authority shall be personally liable to Consultant, or any
successor in interest, in the event or any default or breach by Housing Authority or
for any amount which may become due to Consultant or to its successor, or for
breach of any obligation of the terms of this Agreement.
9.2 Conflict of Interest. No officer or employee of Housing Authority shall
have any personal interest, direct or indirect, in this Agreement nor shall any such
officer or employee participate in any decision relating to the Agreement which
affects his or her personal interest or the interest of any corporation, partnership or
association in which she or he is, directly or indirectly, interested, in violation of
any State statute or regulation. Consultant warrants that it has not paid or given
and will not pay or give any third party any money or general consideration for
obtaining this Agreement.
9.3 Covenant against Discrimination. Consultant covenants that, by and for
itself, its heirs, executors, assigns, and all persons claiming under or through them,
that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, creed, religion, sex, marital status, national
origin or ancestry in the performance of this Agreement. Consultant shall take
affirmative action to insure that applicants are employed and that employees are
treated during employment without regard to their race, color, creed, religion, sex,
marital status, national origin or ancestry.
10.0 MISCELLANEOUS PROVISIONS
10.1 Notice. Any notice, demand, request, consent, approval, communication
either party desires or is required to give the other party or any other person shall
be in writing and either served personally or sent by prepaid, first-class mail to the
address set forth below. Either party may change its address by notifying the other
party of the change of address in writing. Notice shall be deemed communicated
forty-eight (48) hours from the time of mailing if mailed as provided in this section.
16 ,.:� 055
To Housing Authority:
LA QUINTA HOUSING AUTHORITY
Attention: Frank Spevacek
Executive Director
78-495 Calle Tampico
P.O. Box 1504
La Quinta, California 92247-1504
To Consultant:
THE ALTUM GROUP
Attention: Doug Franklin, P.E.
Vice President
73-255 El Paseo, Suite 15
Palm Desert, CA 92260
10.2 Integrated Agreement. This Agreement contains all of the agreements of
the parties and all previous understanding, negotiations and agreements are
integrated into and superseded by this Agreement.
10.3 Amendment. This Agreement may be amended at any time by the
mutual consent of the parties by an instrument in writing signed by both parties.
10.4 Severability. In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable by a valid judgment or decree of a court of
competent jurisdiction, such invalidity or unenforceability shall not affect any of the
remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the
intent of the parties hereunder.
10.5 Authority. The persons executing this Agreement on behalf of the
parties hereto warrant that they are duly authorized to execute this Agreement on
behalf of said parties and that by so executing this Agreement the parties hereto
are formally bound to the provisions of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
dates stated below.
LA QUINTA HOUSING AUTHORITY, a public body, corporate and politic
Frank J. Spevacek, Executive Director
ATTEST:
Susan Maysels, Housing Authority Secretary
Date
17 �. C56
APPROVED AS TO FORM:
M. Katherine Jenson, Housing Authority Counsel
CONSULTANT:
By:
Name:
Title:
Date:
18 os7
EXHIBIT `A'
Washington Street Apartments Rehabilitation EIG
The City of La Quinta the AAlwa Group
June 27, 2012
♦ INTRODUCTION
The Altum Group (Altum) has been requested by The City ofLa Quinta (Client) to provide a scope
and fee for continuing with the final engineering design and construction services associated with the
Washington Street Apartments (Project) on a 11.32 acre site (or Property). The property includes
APNs 609-04-007, -023 and -028, and is located at the southeast corner of Hidden River Road and
Washington Street, in the City of La Quinta. The scope identified herein is based on Altum's original
scope and fee, dated June 1, 2011, with previously completed tasks not included herein.
The Client proposes to develop the project in two (2) phases: Phase 1 consisting of the construction
of 26 new dwelling units and the rehabilitation of 72 existing units on 2.55 acres and 3.61 acres,
respectively; and, Phase 2 consisting of the construction of 42 new dwelling units on 5.16 acres of
undeveloped land.
Altum's scope of services will focus on the following services as part of Phase 1: renovation efforts
by Client of the existing 72 apartment units; demolition of the current club house and north -south
driveway and parking; a new realignment of driveway and parking areas; and, 26 new apartment units,
a new pool, commons and maintenance office within the demolition area and the vacant area
southerly of the existing development. Altum will consider the future design of Phase 2 in preparing
the grading and drainage needed, as well as analysis of circulation project -wide.
♦ SCOPE OF SERVICES
A. Entitlement and Preliminary Engineering
Client and the project team completed the entitlement applications and preliminary drawings for the
project and received entitlement approval from the City. The final engineering design will be based
on these preliminary drawings and approvals.
Task 1— Preliminary Geotechnical (Grading Plan Review)
A preliminary geotechnical report was prepared by Petra Geotechnical (Petra) during the entitlement
and preliminary design phase of this project. Upon completion of the grading plans, Petra will review
the plans to ensure they are in conformance with their report. No other work is included herein.
B. Final Design Services
The Client has requested that Final Design Services be limited primarily to Phase 1 as shown on
the Master Site Plan Concept dated February 24, 2011. Site grading and wet utilities will be
analyzed for the overall project. The following scope of work supports this request. Altum can
provide a budget for Phase 2 final design services once the Client initiates that Phase.
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EXHIBIT `A'
Washington Street Apartments Rehabilitation E115
The City of La Quinta The AIIum Group
June 27, 2012
Task 1 — Precise Grading Plan
Altum will prepare one (1) Precise Grading Plan based on the approved preliminary grading and
drainage exhibit and the City of La Quinta final conditions of approval for the SDP. The Precise
Grading Plan will be prepared at 1 "=20' scale and in accordance with City of La Quinta requirements.
Plans will identify building location with finished floor/pad elevations, on -site grading, storm drain
and retention facilities, site lighting (location and photometrics by architect), project entrance/gates,
ADA accessibility, parking improvements, wall locations and elevations at all required locations.
Plan sheets will consist of the following: a title sheet, detail sheet, horizontal control sheet, grading
sheets, storm drain sheet and demolition sheet.
The topography, boundary and utility digital files prepared during entitlement will be used as the base
files for the precise grading plan. Retaining walls are not anticipated in the design and are not
included as part of this proposal. Should said walls become necessary or desired, a contract addendum
will be prepared for the design of these walls. It is assumed that the final grading identified on the
precise grading plan will not vary substantially from the grading exhibit prepared during entitlement
and preliminary engineering. Sheet (or mass) grading ofthe Phase 2 area may be identified (Optional)
to provide continuity between phases, attempt to balance the overall earthwork and provide for any
required retention basins. One (1) earthwork calculation will be prepared based on the final grading
design.
The precise grading plan will be coordinated with the perimeter wall and landscape improvement
plans currently being prepared by Altum. No off -site improvements are included in this scope. Once
prepared, the plans will be submitted to the City of La Quinta for review and approval. Altum will
address minor corrections as required.
Task 2 — Final On -site Hydrology Report
A final on -site hydrology report will be prepared using City of La Quinta and Riverside County design
criteria to determine the on -site retention basin requirements for the on -site developed flows. The
final on -site hydrology report will be based on the preliminary on -site hydrology analysis (prepared
during entitlement) and will determine sizing for any on -site storm drain facilities.
Altum has assumed the site is not subject to off -site flows or floodplain mapping (CLOMR/LOMR)
requirements. If this becomes necessary, a separate Off -site Hydrology Report will be required and a
contract addendum prepared for this work.
Task 3 — Storm Water Pollution Prevention Plan (SWPPP)
Altum will prepare the Notice of Intent (NOI) for the State Water Resources Control Board
(SWRCB), obtain the owner's signature on the NOI and submit the application for processing. Altum
will prepare one (1) SWPPP which meets the State's requirements for the revised General Permit for
Construction Activity, effective July 1, 2010.
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EXHIBIT `A' �
Washington Street Apartments Rehabilitation E115
The City of La Quinta The Altumcroup
June 27, 2012
The SWPPP will be uploaded to the SWRCB website and then released to the contractor for their use
during construction. Once the project has been completed, the Client will be required to file the
Notice of Termination (NOT) with the SWRCB. Until the NOT has been filed, the client is subject to
the annual permit fee associated with these construction activities.
Task 4 — PM-10 Dust Mitigation Plan
Altum will prepare one (1) PM-10 plan for dust control on the Project. The plan will be prepared
as a single plan/report and in accordance with the City of La Quinta and South Coast Air Quality
Management District requirements.
Task S — Final Water Quality Management Plan (WQMP)
Altum will prepare one (1) final Water Quality Management Plan (WQMP) for post -construction
BMPs for the Project in accordance with the NPDES and MS-4 permit requirements. The final
WQMP will be based on the preliminary WQMP prepared during entitlement. Altum will
coordinate with the Client regarding BMP's applicable to the proposed facility. Prior to approval
by the agency, the Client must sign the WQMP. The Client will be responsible for
implementation and post -construction maintenance of the site BMP's for the life of the project.
Task 6 — Project Quantity Estimates
Altum will prepare one (1) final Quantity Estimate in support of opinions of probable construction
costs for City of La Quinta and Coachella Valley Water District permitting/bonding purposes.
Quantity estimate alterations and/or deviations from the Altum-generated estimate (MS Excel format)
will be the responsibility of the Client and are not part of this proposal.
Task 7 — Water Improvement Plans (Public and Private)
Altum will prepare one (1) Water Improvement Plan for the project's public water improvements.
The water plan will be prepared to scale and in accordance with the Coachella Valley Water District
(CV WD) requirements. A hydraulic network analysis is not included, as C V WD will perform their
own analysis at Client's cost (estimate included in Agency Review Fees). Said improvements include
a "tie-in" to an existing, project -adjacent or on -site water main, extension of a water main down the
interior access road, fire hydrants, water meters and other appurtenances.
Private water lines will be identified on a separate plan connecting the proposed buildings with the
public water system. Sizing of the private water lines will be provided by the fire sprinkler consultant
and/or mechanical engineer. Altum will process the public plan through CVWD and the Riverside
County Fire Department, and the private plan through the City. Coordination and meetings with the
fire department will be billed under the project management budget. Separate easement documents
are not included. Easements will be identified on the parcel map.
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EXHIBIT `A'
Washington Street Apartments Rehabilitation E115
The City of La Quinta The AJmm croup
June 27, 2012
Task 8 — Sewer Improvement Plans (Onsite Public, Private and Offsite Public)
Altum will prepare one (1) Sewer Improvement Plan for the project's onsite public sewer
improvements. The sewer plan will be prepared to scale and in accordance with Coachella Valley
Water District (CV WD) requirements. Said improvements include a "tie-in" to public sewer at the
property line, extension of a sewer main down the interior access road(s) and cleanouts/service
provided for each building.
Altum will prepare one (1) Offsite Sewer Improvement Plan to connect the onsite sewer (see above)
with available offsite public sewer. Note that a preliminary alignment exists for the offsite sewer
which includes extension of the sewer from the Phase 2 easterly property line, easterly and then
southerly to a connection in Darby Road. The scope includes preparation of a separate plan prepared
to scale and in accordance with Coachella Valley Water District (CV WD) requirements, one (1) day
field survey to provide topography for the alignment, and preparation of two (2) easement documents
for CVWD.
Private sewer lines will be identified on a separate plan connecting the proposed buildings with the
public sewer system. Sizing of the private sewer line will be provided by the mechanical engineer.
Altum will process the public plan through CVWD and the private plan through the City. Separate
easement documents are not included. Easements for the onsite public system will be identified on
the parcel map.
Task 9 — Final Map
Altum will prepare a final map based on the approved tentative parcel map. The final map will be
prepared utilizing City of La Quinta and Subdivision Map Act requirements. The map will define
separate parcels for Phases 1 and 2, right of way dedications, open space parcels (if any), and
easements (where appropriate) will also be depicted on the tract map.
Altum will provide the required closure calculations for the processing of the final map. Upon
substantial completion of the proposed improvements, Altum will set the monuments as prescribed on
the recorded Tract Map. Altum will prepare monument tie notes as required by the agency's mapping
ordinance.
Task 10 — Dry Utility Coordination
Altum will provide dry utility coordination for proposed site improvements. In general, this includes
the following: coordination and completion/submission of applications to each dry utility company
(note that some information will be provided by Client and/or other consultants); coordination of
proposed improvements (other utilities, hardscape and landscape) with utility company's design; and
preparation of a composite utility plan (dry utilities to be shown graphically) for Client, team and
contractor's use.
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C.61
EXHIBIT `A'
Washington Street Apartments Rehabilitation E113
The City of La Quinta The 1u� crop
June 27, 2012
Task 11 — Fire Sprinkler Plans and Calculations
Fire Protection Specialists, FPS (or others), will prepare one (1) fire sprinkler plan, hydraulic
calculations and shop drawings in support of the Phase 1 project. Plans will be coordinated with the
architect's building plans, prepared and processed by subconsultant through the Riverside County Fire
Department for approval. Residential fire sprinkler design shall meet NFPA 13R. Scope assumes
adequate attic space above existing and proposed units. FPS (or others) can provide a scope and fee
for construction of the fire sprinkler system once plans are approved.
Task 12 — Project Specifications
Altum will utilize City of La Quinta boilerplate specifications as a base to prepare project
specifications for the improvement plans identified herein. Said specifications will accompany the
improvement plans as part of the bid package. The specifications will be based on the Standard
Specifications for Public Works Construction (or Greenbook) as applicable. Construction of public
water and sewer improvements will be based on CV WD's standard specifications.
Task 13 — Wall and Parkway Improvement Plan
Altum will continue with preparation of a wall and parkway improvement plan to include the
perimeter wall (Washington Street and Hidden River Road only) and,utility relocations within the
parkway. Wall calculations will be prepared by ORCO and Altum will coordinate with them
throughout the process. The plan will be submitted to the City for review and approval. Altum will
address minor plan check comments.
Task 14—Miscellaneous Tasks (Client Directed)
Altum will perform miscellaneous tasks as requested by Client. Said tasks may include preparation of
exhibits, additional coordination or meetings, or other tasks not specifically identified herein. These
tasks will be directed by Client. Should the budget be in jeopardy of being depleted, Altum will
request a contract amendment for a supplementary budget prior to incurring budgetary overruns.
Task 15 — Utility Coordination and Undergrounding (T&M)
Altum will continue with utility coordination and undergrounding as related to the existing utilities
within the Washington Street and Hidden River Road rights -of -way and parkway. This work will be
performed on a time and materials (T&M) basis and will be coordinated with Wall an Parkway
Improvement Plan and proposed onsite improvements. Should the budget be in jeopardy of being
depleted, Altum will request a contract amendment for the necessary budget to complete the project.
Said contract addendum will be prepared by Altum and processed by the Client prior to incurring
budgetary overruns.
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EXHIBIT `A' ��
Washington Street Apartments Rehabilitation
The City of La Quinta The Altum Group
June 27, 2012
Task 16 - Project Management and Coordination (T&M)
Altum will provide project management and coordination during preparation of construction
documents. This includes coordination with the agencies and project team for processing the plans
and revising the plans based on agency comments. In the event that the agency comments require
revisions that are not within substantial conformance of the plans as submitted, Altum will request a
contract amendment for the necessary budget to complete the project. Said contract addendum will be
prepared by Altum and processed by the Client prior to incurring budgetary overruns.
Task 17 - Reimbursables (T&M)
A reimbursables estimate is included herein. These items may include mileage costs, reproduction,
postage, etc. and will be billed at cost plus fifteen (15) percent. Agency submittal fees, bonding,
permit or other fees are not included herein. Should the budget be in jeopardy of being depleted,
Altum will request a contract amendment for the necessary budget to complete the project. Said
contract addendum will be prepared by Altum and processed by the Client prior to incurring
budgetary overruns.
C. Construction Services
Task I — Bid and Construction Support (T&M)
Altum will provide bid and construction support to assist Client with questions during bidding,
respond to RFIs and construction issues, attend construction meetings, and coordinate with agencies
as required. Altum will perform these services on a time and materials (T&M) basis at the Client's
direction. Should the budget be depleted, Altum will request a contract amendment for the necessary
budget to complete the project. Said contract addendum will be prepared by Altum and processed by
the Client prior to incurring budgetary overruns.
Task 2 — Construction Staking (Estimate)
Altum will provide construction staking for the proposed improvements. The estimated budget herein
is based on the Concept Master Site Plan provided by the Client. Once improvement plans are
approved by the City, Altum will review said plans and the budget herein and provide a
recommendation to the Client for any additions or credits to the estimated budget.
A — Control and Removal Limits
• Consultant will verify and set the horizontal and vertical control for the project to
maintain efficient construction staking.
• Provide office support for tasks described herein and PLS QA/QC.
• Identify project limits by staking property line and identifying (stakes or paint) new
driveway location(s), curb/gutter, pavement and other removals.
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EXHIBIT `A'
Washington Street Apartments Rehabilitation E115
The City of La Quinta The Alt me=oap
June 27, 2012
B — Rough Grade and Building Pads
• Provide building comer offsets for overexcavation of building pads.
• Provide stakes for rough grading of resident parking areas.
• Provide stakes for rough grading of landscape and retention areas.
• Upon completion of building pads, verify pad elevation one (1) time and provide pad
certification letter to City OR direction to grading contractor to bring pad into
substantial conformance with approved grading plan elevation.
C — Building Layout
• Provide building corner offsets and "grid lines" (if required) for building contractor's
layout and construction of proposed buildings.
D — Storm Drain Improvements
Provide stakes along storm drain pipe alignment at all primary points of control, angle
points, grade breaks, and not less than fifty (50) feet on center along tangent sections.
Provide stakes with offsets to facilitate construction of catch basin(s), local
depression(s) and drywell(s).
E — Water Improvements
• Provide stakes along public water main alignment at all primary points of control,
angle, points, grade breaks, and not less than fifty (50) feet on center along tangent
sections.
• Provide stakes with offsets to facilitate construction of fire hydrants, water meters and
other appurtenances.
F — Sewer Improvements
• Provide stakes along public sewer main alignment at all primary points of control,
angle points, grade breaks, and not less than fifty (50) feet on center along tangent
sections.
• Provide stakes with offsets to facilitate construction of manholes, cleanouts and other
appurtenances.
G — Streets and Pavement
• Provide stakes at not less than fifty (50) feet on center and at all primary points of
control, BC's, EC's, angle points and grade breaks for all edge of pavement/curb and
gutter.
• Provide stakes for location of handicap ramps.
• Provide horizontal layout for on -site sidewalk.
H— Project Entry/Gate(s)
• Provide stakes or marks on pavement with offsets to cross -gutter and spandrel at the
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EXHIBIT `A'
Washington Street Apartments Rehabilitation E115
The City of La Quinta The Alm croup
June 27, 2012
entry drives.
• Provide stakes with offsets to curb returns at quarter -points.
• Provide stakes for entry gates and pilasters.
I —Perimeter Walls
• Provide stakes at an offset of five (5) feet to property line/face of wall, no less than
fifty (50) feet between stakes to facilitate wall layout.
J— Miscellaneous Improvements
• Provide stakes with offset to facilitate construction of miscellaneous improvements
such as trash enclosures, light standards, etc.
SURVEY ASSUMPTIONS AND EXCLUSIONS
The fixed fee costs herein are based on the continuous operation of the proposed tasks to be
performed. If any of the tasks to be performed are interrupted due to delays in project
scheduling or site conditions, a two (2) hour minimum additional charge may be required.
Altum will notify Client of any additional costs, prior to commencement of affected services.
In order to be properly prepared for work to be performed, and to insure adequate time for
scheduling of the surveying tasks, an advanced written notification of48 hours is requested.
Every effort will be made to accommodate survey requests when 48 hour notice is not
possible. The site should be ready for the services to be provided. Excessive obstructions,
such as vehicles, construction equipment, piles of dirt, etc., should be cleared prior to
scheduling of surveying services to insure the non -interruption of the surveying tasks to be
performed and to eliminate the possibility of stand-by times not included within the scope of
services herein.
Survey fee includes travel to and from the site, as well as all materials, a Monday through
Friday (except holidays) workweek, and assuming an eight hour workday. Therefore, it is to
the client's benefit to schedule survey work which requires one or more full day's work.
Items to be staked shall be done as one continuous operation. Extra travel and setup time to
the job site to stake short lengths or isolated areas to the improvements are not included in the
scope of this proposal. No permit/submittal fees are included.
I. Staking for any items other than identified herein is excluded.
2. Re -staking survey points lost by vandalism or during construction is excluded.
3. Re -setting survey monuments destroyed by construction is excluded.
4. Staking for landscaping and irrigation is excluded.
5. Staking for dry utilities is excluded.
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065
EXHIBIT `A'
Washington Street Apartments Rehabilitation
The City of La Quinta The Altum Group
June 27, 2012
Task 3 — Post -Construction ALTA (Optional)
As -Built Survev — Perform a field survey to locate all post -construction project improvements in
relation to the boundary lines of the project. Altum has budgeted up to two (2), 8-hour field days to
perform this work. Should additional time be required, Altum will notify client for a budget
adjustment. This information shall be used and shown on the Post -Construction ALTA Survey.
ALTA Survey Plat Post -Construction - Prepare an ALTA/ACSM Land Title Survey over the subject
property using the information prepared herein. The survey shall conform to the "MINIMUM
STANDARD DETAIL REQUIREMENTS FOR ALTA/ACSM LAND TITLE SURVEYS" as
adopted by the American Land Title Association and the National Society of Professional Surveyors
in 2011. The survey shall also contain Items 1, 2, 3, 4, 5, 6, 10, 13 and 16 of "TABLE A —
OPTIONAL SURVEY RESPONSIBILITIES AND SPECIFICATIONS" (see attached).
ALTA format shall be broken out as to provide a cover sheet consisting of a boundary map with the
landowners' names and identification numbers from the project title policy as provided by the client;
boundary maps shall be on 24" x 36" sheets, per landowner and at a standard engineering scale;
separate sheet with labels showing landowners' names, embedded title policy with Schedule A and B,
with each item addressed thereon and plotted, if possible (all items not plottable shall be coordinated
with Client to identify and delineate such items on the survey); depict as -built locations of all project
improvements, utilizing approved improvement plans and field survey; and show each designated
access point to the project from public access rights on the survey.
A Record of Survey is not required as a Final Map is being prepared with monuments to be set after
construction.
Task 4 — Record Drawings/Project Closeout
Altum will prepare record drawings (as-builts) for the project grading plans in conformance with
City's Engineering Bulletin No. 09-01. Budget includes: a site walk after construction is complete; up
to ten (10) hours of CAD time to incorporate contractor's redlines (if any) and site walk redlines into
the approved precise grading plan digital files; printing/submission of substitute mylars; preparation
of a project conformance letter; and preparation and submission of a CD with all project digital
information.
Altum will perform these services on a fixed fee basis. Should the scope expand beyond the work
described herein, Altum will request a contract amendment for the necessary budget to complete the
project. Said contract addendum will be prepared by Altum and processed by the Client prior to
incurring budgetary overruns.
M.' Imarketingoroposals-2011T] 164 WashingtonSt_AptslcorrespondenceldocumentslproposaislCity RevTroposal.doc
nJ 066'
EXHIBIT `A'
Washington Street Apartments Rehabilitation
The City of La Quinta
June 27, 2012
0 DELIVERABLES
Entitlement and Preliminary Engineering
➢ Preliminary Geotechnical (Grading Plan Review)
Final Design Services
➢ Precise Grading Plan
➢ Final On -site Hydrology Report
➢ Stormwater Pollution Prevention Plan (SWPPP)
➢ PM-10 Dust Mitigation Plan
➢ Final Water Quality Management Plan (WQMP)
➢ Project Quantity Estimates
➢ Water Improvement Plans (Public and Private)
➢ Sewer Improvement Plans (Onsite Public, Private and Offsite Public)
➢ Final Map and Monumentation
➢ Composite Utility Plan
➢ Fire Sprinkler Plan
➢ Project Specifications
➢ Wall and Parkway Improvement Plan
Construction Services
➢ Bid and Construction Support
➢ Construction Staking (Estimate)
➢ Post -Construction ALTA (Optional)
➢ Record Drawings/Project Closeout
0 ASSUMPTIONS AND EXCLUSIONS
E3173
The AIW Group
The following list is not intended to be all-inclusive. If there are items that are deemed incorrect or
are necessary for the successful completion of the project, please notify us so that we may amend the
scope of services and associated fee.
1. Altum will have the ability to amend the scope of services and fee based on the final
conditions of approval; and
2. All submittal fees, application fees and permit fees are the responsibility ofthe Client and are
not included herein.
3. All studies, plans, reports or tasks not specifically indentified herein are excluded.
M. Imarketinglproposals-2011T] 164 Wa hingtonSt_AptslcorrespondenceNocvmentsoroposalslCiry RevTroposal.doc
067
Exhibit B
Schedule of Compensation
With the exception of compensation for Additional Services, provided for in
Section 2.2 of this Agreement, the maximum total compensation to be paid to
Consultant under this Agreement is One Hundred Forty -Six Thousand Two Hundred
Fifty dollars ($146,250) ("Contract Sum"). The Contract Sum shall be paid to
Consultant in installment payments made on a monthly basis and in an amount
identified in Consultant's Schedule of Compensation attached hereto for the work
tasks performed and properly invoiced by Consultant in conformance with Section
2.2 of the Agreement.
See Fee Schedule attached.
.:� 068
Washington Street Apartments Rehabilitation E1G
The City of La Quinta The Mhun Group
June 27, 2012
♦ FEESCHEDULE
A. Entitlement and Preliminary Engineering
TASK 1 Preliminary Geotechnical (Grading Plan Review) ............ 1,300
Subtotal $ 1,300
B. Final Design Services
TASK I Precise Grading Plan .........................................................
$
12,000
Phase 2 Sheet Grading (Optional) .....................................
$
3,000
TASK 2 Final On -site Hydrology Report ........................................
$
2,150
TASKSWPPP..............................................................................
$
2,750
TASK 4 PM-10 Dust Mitigation Plan .............................................
$
2,900
TASK 5 Final WQMP.....................................................................
$
3,350
TASK 6 Project Quantity Estimates ................................................
$
1,000
TASK 7 Water Improvement Plan (Public) .....................................
$
6,325
Water Improvement Plan (Private) ....................................
$
3,500
TASK 8 Sewer Improvement Plan (Onsite Public) .........................
$
5,675
Sewer Improvement Plan (Private) ....................................
$
3,000
Sewer Improvement Plan (Offsite Public) .........................
$
13,200
TASK9 Final Map..........................................................................
$
4,500
Monumentation.................................................................
$
1,600
TASK 10 Dry Utility Coordination...................................................
$
4,000
Composite Utility Plan ......................................................
$
3,500
TASK I 1 Fire Sprinkler Plans and Calculations ...............................
$
16,500
TASK 12 Project Specifications........................................................
$
3,500
TASK 13 Wall and Parkway Improvement Plan ...............................
$
2,000
TASK 14 Miscellaneous Tasks (Client Directed) .............................
$
5,000
TASK 15 Utility Coordination and Undergrounding (T&M)............
$
2,800
TASK 16 Project Management & Coordination (T&M)...................
$
5,500
TASK 17 Reimbursables(T&M).......................................................
1,500
Subtotal $109,250
C. Construction Services
TASK 1 Bid and Construction Support (T&M) .............................. $ 3,500
TASK 2 Construction Staking (Estimate) ....................................... $ 22,900
TASK 3 Post -Construction ALTA (Optional) ................................. $ 6,800
TASK 4 Record Drawings/Project Closeout ..................................: 2,500
Subtotal $ 35,700
TOTAL $146,250
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I,.: 069
Exhibit C
Schedule of Performance
Consultant shall complete all services identified in the Scope of Services,
Exhibit "A" of this Agreement. It is anticipated the project will be completed by
July 31, 2015; however, the schedule may be delayed due to unforeseen
circumstances related to the USDA -Rural Development, or the State of California.
Therefore, the Agreement term includes an option for a one-year extension.
u.Ji1 070
T-,Uf 4 4 a"
CITY / SA HA FA MEETING DATE: JUIv 3, 2012 AGENDA CATEGORY:
ITEM TITLE: Approval of a Professional Services BUSINESS SESSION:
Agreement with RGA Landscape Architects for (�
Landscape Architectural Services Related to the CONSENT CALENDAR:
Washington Street Apartments Rehabilitation Project STUDY SESSION:
PUBLIC HEARING:
RECOMMENDATION:
Approve a Professional Services Agreement with RGA Landscape Architects, Inc. for
architectural services related to the Washington Street Apartments Rehabilitation
Project and authorizes the Executive Director to execute the Agreement subject to any
final revisions authorized by the La Quinta Housing Authority Counsel.
FISCAL IMPLICATIONS:
The proposed contract amount with RGA Landscape Architects, Inc. is for a total of up
to $32,605 (Attachment 1). The payments under this contract would have to be
consistent with the approved Recognized Obligation Payment Schedule ("ROPS").
That schedule authorizes expenditures of up to $40,000 per month for the time period
between July and December 2012. The source of the payments will be the 2004
Housing Bond Proceeds. Payments in 2013 will be subject to approval on the updated
BOPS. If the funding is not approved as part of the BOPS process, the contract will be
terminated. The funding has been appropriated for this project.
BACKGROUND AND OVERVIEW:
The former redevelopment agency engaged RSG to act as project manager for the
Washington Street Apartments Rehabilitation Project. As such, RSG conducted a
Request for Proposal process to select a development team, consisting of an
architectural firm, civil engineering firm, and landscape design firm. The project is fully
entitled, and the team was ready to move into construction drawings when
redevelopment was dissolved. The project was placed on hold temporarily so staff
could work through the ABx1 26 process.
�F 071
In early June 2012, the Successor Agency to the La Quinta Redevelopment Agency,
the Housing Authority, and the Oversight Board of the Successor Agency to the La
Quinta Redevelopment Agency adopted resolutions approving the implementation of
the Washington Street Apartments Rehabilitation Project, and approving the use of
2003 tax-exempt and 2011 taxable housing bond proceeds to fund the project. The
Oversight Board's action, along with an amended Recognized Obligation Payment
Schedule was sent to the State Department of Finance ("DOV) on June 6, 2012. To
date, staff has not received any response from the DOF regarding this action;
therefore, according to the provisions of ABx1 26, the action is deemed approved.
Staff is proceeding with the project, moving into the construction drawing phase.
Because the project management agreement between the former RDA and RSG has
been terminated, the Housing Authority must enter into new agreements with the
design team. For the sake of consistency, staff recommends hiring the same
consultants. This agreement is with the landscape architect, RGA Landscape
Architects, Inc., and does contain a provision whereby the agreement can be
terminated for any reason at any time by the Housing Authority with a 30-day notice.
Thus, the Agreement can be terminated if the State makes a determination that the
bond funds can no longer be used for this project.
The Housing Authority is not required to competitively bid service contracts.
However, as a matter of policy, both the former RDA and the Housing Authority have
followed the City's service procurement procedures. Section 3.32.050 Exceptions to
the Procedures Prescribed in Sections 3.32.010 and 3.32.030 paragraph "C" states
that "the City Council may authorize award and execution of service contracts with no
competitive proposals where experience with the proposed service provider has
demonstrated competence and satisfactory performance or in the renewal or
renegotiation of existing contracts for continuing services."
FINDINGS AND ALTERNATIVES:
The alternatives available to the Housing Authority include:
1. Approve a Professional Services Agreement with RGA Landscape Architects,
Inc. for landscape architectural services related to the Washington Street
Apartments Rehabilitation Project and authorize the Executive Director to
execute the Agreement subject to any final revisions authorized by the Housing
Authority Counsel; or
2. Provide staff with alternative direction.
Respectfully submitted,
Debbie Powell 072
Economic Development/Housing Manager N
Approved for submission by:
a J p calk, Executive Director
Attachment: 1. Professional Services Agreement with RGA Landscape
Architects, Inc.
,u. 073
ATTACHMENT 1
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made
and entered into by and between the LA QUINTA HOUSING AUTHORITY,
("Housing Authority"), a public body, corporate and politic, and RGA Landscape
Architects, Inc. ("Consultant"). The parties hereto agree as follows:
1.0 SERVICES OF CONSULTANT
1.1 Scope of Services. In compliance with all terms and conditions of this
Agreement, Consultant shall provide those services related to Washington Street
Apartments Rehabilitation Project, as specified in the "Scope of Services" attached
hereto as Exhibit "A" and incorporated herein by this reference (the "services" or
"work"). Consultant warrants that all services will be performed in a competent,
professional and satisfactory manner in accordance with the standards prevalent in
the industry for such services.
1.2 Compliance with Law. All services rendered hereunder shall be provided
in accordance with all ordinances, resolutions, statutes, rules, regulations and laws
of the Housing Authority and any Federal, State or local governmental agency of
competent jurisdiction.
1.3 Licenses, Permits, Fees and Assessments. Except as otherwise specified
herein, Consultant shall obtain at its sole cost and expense such licenses, permits
and approvals as may be required by law for the performance of the services
required by this Agreement. Consultant shall have the sole obligation to pay for
any fees, assessments and taxes, plus applicable penalties and interest, which may
be imposed by law and arise from or are necessary for the performance of the
services required by this Agreement.
1.4 Familiarity with Work. By executing this Agreement, Consultant
warrants that (a) it has thoroughly investigated and considered the work to be
performed, (b) it has investigated the site of the work and fully acquainted itself
with the conditions there existing, (c) it has carefully considered how the work
should be performed, and (d) it fully understands the facilities, difficulties and
restrictions attending performance of the work under this Agreement. Should
Consultant discover any latent or unknown conditions materially differing from
those inherent in the work or as represented by Housing Authority, Consultant shall
immediately inform Housing Authority of such fact and shall not proceed except at
Consultant's risk until written instructions are received from the Contract Officer
(as defined in Section 4.2 hereof).
014.
1.5 Care of Work and Standard of Work.
a. Care of Work. Consultant shall adopt reasonable methods during
the life of the Agreement to furnish continuous protection to the work performed
by Consultant, and the equipment, materials, papers and other components thereof
to prevent losses or damages, and shall be responsible for all such damages, to
persons or property, until acceptance of the work by Housing Authority, except
such losses or damages as may be caused by Housing Authority's own negligence.
The performance of services by Consultant shall not relieve Consultant from any
obligation to correct any incomplete, inaccurate or defective work at no further
cost to Housing Authority, when such inaccuracies are due to the negligence of
Consultant.
b. Standard of Work. Consultant acknowledges and understands that
the services and work contracted for under this Agreement require specialized skills
and abilities and that, consistent with this understanding, Consultant's services and
work will be held to a heightened standard of quality and workmanship. Consistent
with Section 1.4 hereinabove, Consultant represents to Housing Authority that it
holds the necessary skills and abilities to satisfy the heightened standard of work
as set forth in this Agreement.
1.6 Additional Services. In accordance with the terms and conditions of this
Agreement, Consultant shall perform services in addition to those specified in the
Scope of Services ("Additional Services") when directed to do so by the Contract
Officer. Consultant shall not perform any Additional Services until receiving prior
written authorization from the Contract Officer. It is specifically understood and
agreed that oral requests and/or approvals of Additional Services shall be barred
and are unenforeceable. Failure of Consultant to secure the Contract Manager's
written authorization for Additional Services shall constitute a waiver of any and all
right to adjustment of the Contract Sum or time due, whether by way of
compensation, restitution, quantum meruit, etc. for Additional Services provided
without the appropriate authorization from the Contract Manager. Compensation
for properly authorized Additional Services shall be made in accordance with
Section 2.2 of this Agreement.
1.7 Special Requirements. Additional terms and conditions of this
Agreement, if any, which are made a part hereof are set forth in Exhibit "D" (the
"Special Requirements"). In the event of a conflict between the provisions of the
Special Requirements and any other provisions of this Agreement, the provisions of
the Special Requirements shall govern.
2-..11.) 075
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement,
Consultant shall be compensated in accordance with Exhibit "B" (the "Schedule of
Compensation") in a total amount not to exceed Thirty-two thousand six hundred
and five Dollars ($32,605) (the "Contract Sum"), except as provided. in Section
1.6. The method of compensation is set forth in the Schedule of Compensation.
Compensation may include reimbursement for actual and necessary expenditures
for reproduction costs, transportation expense, telephone expense, and similar
costs and expenses when and if specified in the Schedule of Compensation.
Consultant's overall compensation shall not exceed the Contract Sum, except as
provided in Section 1.6 of this Agreement, "Additional Services." In addition, the
rate of compensation shall not exceed the amounts authorized for the Washington
Street Apartments Rehabilitation Project in the approved Recognized Obligation
Payment Schedule.
2.2 Compensation for Additional Services. Additional services approved in
advance by the Contract Manager pursuant to Section 1.6 of this Agreement,
"Additional Services," shall be paid for in an amount agreed to in writing by both
Housing Authority and Consultant in advance of the Additional Services being
rendered by Consultant. Any compensation for Additional Services amounting to
five percent (5%) or less of the Contract Sum may be approved by the Contract
Officer. Any greater amount of compensation for additional services must be
approved by the La Quinta Housing Authority. Under no circumstances shall
Consultant receive compensation for any Additional Services unless prior written
approval for the Additional Services is obtained from the Contract Officer pursuant
to Section 1.6 of this Agreement.
2.3 Method of Billing. Any month in which Consultant wishes to receive
payment, Consultant shall submit to Housing Authority no later than the tenth
(10th) working day of such month, in the form approved by Housing Authority's
Finance Director, an invoice for services rendered prior to the date of the invoice.
Such invoice shall (1) describe in detail the services provided, including time and
materials, and (2) specify each staff member who has provided services and the
number of hours assigned to each such staff member. Such invoice shall contain a
certification by a principal member of Consultant specifying that the payment
requested is for work performed in accordance with the terms of this Agreement.
Housing Authority will pay Consultant for all expenses stated thereon which are
approved by Housing Authority pursuant to this Agreement no later than thirty (30)
days after invoices are received by the Housing Authority's Finance Department.
3 " - 076
3.0 PERFORMANCE SCHEDULE
3.1 Time of Essence. Time is of the essence in the performance of this
Agreement.
3.2 Schedule of Performance. All services rendered pursuant to this
Agreement shall be performed diligently and within the time period established in
Exhibit C (the "Schedule of Performance"). Extensions to the time period specified
in the Schedule of Performance may be approved in writing by the Contract Officer.
3.3 Force Majeure. The time period specified in the Schedule of Performance
for performance of the services rendered pursuant to this Agreement shall be
extended because of any delays due to unforeseeable causes beyond the control
and without the fault or negligence of Consultant, including, but not restricted to,
acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine
restrictions, riots, strikes, freight embargoes, acts of any governmental agency
other than Housing Authority, and unusually severe weather, if Consultant shall
within ten (10) days of the commencement of such delay notify the Contract
Officer in writing of the causes of the delay. The Contract Officer shall ascertain
the facts and the extent of delay, and extend the time for performing the services
for the period of the forced delay when and if in his or her judgment such delay is
justified, and the Contract Officer's determination shall be final and conclusive
upon the parties to this Agreement. Extensions to the Schedule of Performance
which are determined by the Contract Officer to be justified pursuant to this
Section shall not entitle the Consultant to additional compensation in excess of the
Contract Sum.
3.4 Term. The term of this agreement shall commence on July 9, 2012 and
terminate on July 31, 2015_(initial term), unless terminated earlier in accordance
with Section 8.7 or 8.8. This agreement may be extended for one additional
year(s) upon mutual agreement by both parties (extended term).
4.0 COORDINATION OF WORK
4.1 Representative of Consultant. The following principals of Consultant are
hereby designated as being the principals and representatives of Consultant
authorized to act in its behalf with respect to the work specified herein and make
all decisions in connection therewith:
a. Ronald Gregory, President
b. Bill Kortsch, Vice -President
4
;:�WJ 077
It is expressly understood that the experience, knowledge, capability,
and reputation of the foregoing principals were a substantial inducement for
Housing Authority to enter into this Agreement. Therefore, the foregoing principals
shall be responsible during the term of this Agreement for directing all activities of
Consultant and devoting sufficient time to personally supervise the services
hereunder.
The foregoing principals may not be changed by Consultant and no other
personnel may be assigned to perform the service required hereunder without the
express written approval of Housing Authority.
4.2 Contract Officer. The Contract Officer shall be Frank J. Spevacek,
Housing Authority Executive Director or such other person as may be designated
by the Executive Director of Housing Authority. It shall be Consultant's
responsibility to assure that the Contract Officer is kept informed of the progress of
the performance of the services and Consultant shall refer any decisions, which
must be made by Housing Authority to the Contract Officer. Unless otherwise
specified herein, any approval of Housing Authority required hereunder shall mean
the approval of the Contract Officer.
4.3 Prohibition Against Subcontracting or Assignment. The experience,
knowledge, capability and reputation of Consultant, its principals and employees
were a substantial inducement for Housing Authority to enter into this Agreement.
Except as set forth in this Agreement, Consultant shall not contract with any other
entity to perform in whole or in part the services required hereunder without the
express written approval of Housing Authority. In addition, neither this Agreement
nor any interest herein may be assigned or transferred, voluntarily or by operation
of law, without the prior written approval of Housing Authority.
4.4 Independent Contractor. Neither Housing Authority nor any of its
employees shall have any control over the manner, mode or means by which
Consultant, its agents or employees, perform the services required herein, except
as otherwise set forth. Consultant shall perform all services required herein as an
independent contractor of Housing Authority and shall remain at all times as to
Housing Authority a wholly independent contractor with only such obligations as
are consistent with that role. Consultant shall not at any time or in any manner
represent that it or any of its agents or employees are agents or employees of
Housing Authority.
4.5 Housing Authority Cooperation. Housing Authority shall provide
Consultant with any plans, publications, reports, statistics, records or other data or
information pertinent to services to be performed hereunder which are reasonably
available to Consultant only from or through action by Housing Authority.
5 ,. io 078
5.0 INSURANCE
5.1 Insurance. Prior to the beginning of and throughout the duration of the
Work performed under this Agreement, Consultant shall procure and maintain, at
its cost, and submit concurrently with its execution of this Agreement, Commercial
General Liability insurance against all claims for injuries against persons or damages
to property resulting from Consultant's acts or omissions rising out of or related to
Consultant's performance under this Agreement. The insurance policy shall contain
a severability of interest clause providing that the coverage shall be primary for
losses arising out of Consultant's performance hereunder and neither Housing
Authority nor its insurers shall be required to contribute to any such loss. A
certificate evidencing the foregoing and naming Housing Authority and its officers
and employees as additional insured (on the Commercial General Liability policy
only) shall be delivered to and approved by Housing Authority prior to
commencement of the services hereunder.
The following policies shall be maintained and kept in full force and
effect providing insurance with minimum limits as indicated below and issued by
insurers with A.M. Best ratings of no less than A -:VI:
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence)
$2,000,000 (general aggregate)
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Errors and Omissions Liability
$1,000,000 (per claim and aggregate)
Workers' Compensation
(per statutory requirements)
Consultant shall carry automobile liability insurance of $1,000,000 per
accident against all claims for injuries against persons or damages to property
arising out of the use of any automobile by Consultant, its officers, any person
directly or indirectly employed by Consultant, any subcontractor or agent, or
anyone for whose acts any of them may be liable, arising directly or indirectly out
of or related to Consultant's performance under this Agreement. If Consultant or
Consultant's employees will use personal autos in any way on this project,
Consultant shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle,
trailer or semi -trailer designed for travel on public roads. The automobile insurance
policy shall contain a severability of interest clause providing that coverage shall be
6 1 079
primary for losses arising out of Consultant's performance hereunder and neither
Housing Authority nor its insurers shall be required to contribute to such loss.
Professional Liability or Errors and Omissions Insurance as appropriate
shall be written on a policy form coverage specifically designed to protect against
acts, errors or omissions of the consultant and "Covered Professional Services" as
designated in the policy must specifically include work performed under this
agreement. The policy limit shall be no less than $1,000,000 per claim and in the
aggregate. The policy must "pay on behalf of" the insured and must include a
provision establishing the insurer's duty to defend. The policy retroactive date shall
be on or before the effective date of this agreement.
Consultant shall carry Workers' Compensation Insurance in accordance
with State Worker's Compensation laws with employer's liability limits no less than
$1,000,000 per accident or disease.
All insurance required by this Section shall be kept in effect during the
term of this Agreement and shall not be cancelable without written notice to
Housing Authority of proposed cancellation. The procuring of such insurance or
the delivery of policies or certificates evidencing the same shall not be construed as
a limitation of Consultant's obligation to indemnify Housing Authority, its officers,
employees, contractors, subcontractors, or agents.
5.2 Remedies. In addition to any other remedies Housing Authority may
have if Consultant fails to provide or maintain any insurance policies or policy
endorsements to the extent and within the time herein required, Housing Authority
may, at its sole option:
a. Obtain such insurance and deduct and retain the amount of the
premiums for such insurance from any sums due under this Agreement.
b. Order Consultant to stop work under this Agreement and/or
withhold any payment(s) which become due to Consultant hereunder until
Consultant demonstrates compliance with the requirements hereof.
C. Terminate this Agreement.
Exercise of any of the above remedies, however, is an alternative to any
other remedies Housing Authority may have. The above remedies are not the
exclusive remedies for Consultant's failure to maintain or secure appropriate
policies or endorsements. Nothing herein contained shall be construed as limiting
in any way the extent to which Consultant may be held responsible for payments
of damages to persons or property resulting from Consultant's or its
subcontractors' performance of work under this Agreement.
080
5.3 General Conditions pertaining to provisions of insurance coverage by
Consultant. Consultant and Housing Authority agree to the following with respect
to insurance provided by Consultant:
1. Consultant agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds Housing
Authority, its officials, employees and agents, using standard ISO endorsement No.
CG 2010 with an edition prior to 1992. Consultant also agrees to require all
contractors, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this
Agreement shall prohibit Consultant, or Consultant's employees, or agents, from
waiving the right of subrogation prior to a loss. Consultant agrees to waive
subrogation rights against Housing Authority regardless of the applicability of any
insurance proceeds, and to require all contractors and subcontractors to. do
likewise.
3. All insurance coverage and limits provided by Contractor and
available or applicable to this agreement are intended to apply to the full extent of
the policies. Nothing contained in this Agreement or any other agreement relating
to the Housing Authority or its operations limits the application of such insurance
coverage.
4. None of the coverages required herein will be in compliance with
these requirements if they include any limiting endorsement of any kind that has
not been first submitted to Housing Authority and approved of in writing.
5. No liability policy shall contain any provision or definition that would
serve to eliminate so-called "third party action over" claims, including any exclusion
for bodily injury to an employee of the insured or of any contractor or
subcontractor.
6. All coverage types and limits required are subject to approval,
modification and additional requirements by the Housing Authority, as the need
arises. Consultant shall not make any reductions in scope of coverage (e.g.
elimination of contractual liability or reduction of discovery period) that may affect
Housing Authority's protection without Housing Authority's prior written consent.
7. Proof of compliance with these insurance requirements, consisting
of certificates of insurance evidencing all of the coverages required and an
additional insured endorsement to Consultant's general liability policy, shall be
delivered to Housing Authority at or prior to the execution of this Agreement. In
the event such proof of any insurance is not delivered as required, or in the event
such insurance is canceled at any time and no replacement coverage is provided,
8
081
Housing Authority has the right, but not the duty, to obtain any insurance it deems
necessary to protect its interests under this or any other agreement and to pay the
premium. Any premium so paid by Housing Authority shall be charged to and
promptly paid by Consultant or deducted from sums due Consultant, at Housing
Authority option.
8. It is acknowledged by the parties of this agreement that all
insurance coverage required to be provided by Consultant or any subcontractor, is
intended to apply first and on a primary, non-contributing basis in relation to any
other insurance or self insurance available to Housing Authority.
9. Consultant agrees to ensure that subcontractors, and any other
party involved with the project that is brought onto or involved in the project by
Consultant, provide the same minimum insurance coverage required of Consultant.
Consultant agrees to monitor and review all such coverage and assumes all
responsibility for ensuring that such coverage is provided in conformity with the
requirements of this section. Consultant agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to Housing
Authority for review.
10. Consultant agrees not to self -insure or to use any self -insured
retentions or deductibles on any portion of the insurance required herein (with the
exception of professional liability coverage, if required) and further agrees that it
will not allow any contractor, subcontractor, Architect, Engineer or other entity or
person in any way involved in the performance of work on the project
contemplated by this agreement to self -insure its obligations to Housing Authority.
If Consultant's existing coverage includes a deductible or self -insured retention, the
deductible or self -insured retention must be declared to the Housing Authority. At
that time the Housing Authority shall review options with the Consultant, which
may include reduction or elimination of the deductible or self -insured retention,
substitution of other coverage, or other solutions.
11. The Housing Authority reserves the right at any time during the
term of the contract to change the amounts and types of insurance required by
giving the Consultant ninety (90) days advance written notice of such change. If
such change results in substantial additional cost to the Consultant, the Housing
Authority will negotiate additional compensation proportional to the increased
benefit to Housing Authority.
12. For purposes of applying insurance coverage only, this Agreement
will be deemed to have been executed immediately upon any party hereto taking
any steps that can be deemed to be in furtherance of or towards performance of
this Agreement.
9 ,.A.J - 082
13. Consultant acknowledges and agrees that any actual or alleged
failure on the part of Housing Authority to inform Consultant of non-compliance
with any insurance requirement in no way imposes any additional obligations on
Housing Authority nor does it waive any rights hereunder in this or any other
regard.
14. Consultant will renew the required coverage annually as long as
Housing Authority, or its employees or agents face an exposure from operations of
any type pursuant to this agreement. This obligation applies whether or not the
agreement is canceled or terminated for any reason. Termination of this obligation
is not effective until Housing Authority executes a written statement to that effect.
15. Consultant shall provide proof that policies of insurance required
herein expiring during the term of this Agreement have been renewed or replaced
with other policies providing at least the same coverage. Proof that such coverage
has been ordered shall be submitted prior to expiration. A coverage binder or letter
from Consultant's insurance agent to this effect is acceptable. A certificate of
insurance and/or additional insured endorsement as required in these specifications
applicable to the renewing or new coverage must be provided to Housing Authority
within five (5) days of the expiration of coverages.
16. The provisions of any workers' compensation or similar act will not
limit the obligations of Consultant under this agreement. Consultant expressly
agrees not to use any statutory immunity defenses under such laws with respect to
Housing Authority, its employees, officials and agents.
17. Requirements of specific coverage features or limits contained in
this section are not intended as limitations on coverage, limits or other
requirements nor as a waiver of any coverage normally provided by any given
policy. Specific reference to a given coverage feature is for purposes of
clarification only as it pertains to a given issue, and is not intended by any party or
insured to be limiting or all-inclusive.
18. These insurance requirements are intended to be separate and
distinct from any other provision in this agreement and are intended by the parties
here to be interpreted as such.
19. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision
conflicts with or impairs the provisions of this Section.
20. Consultant agrees to be responsible for ensuring that no contract
used by any party involved in any way with the project reserves the right to charge
Housing Authority or Consultant for the cost of additional insurance coverage
10 �,� , 083
required by this agreement. Any such provisions are to be deleted with reference
to Housing Authority. It is not the intent of Housing Authority to reimburse any
third party for the cost of complying with these requirements. There shall be no
recourse against Housing Authority for payment of premiums or other amounts
with respect thereto.
21. Consultant agrees to provide immediate notice to Housing Authority
of any claim or loss against Consultant arising out of the work performed under this
agreement. Housing Authority assumes no obligation or liability by such notice,
but has the right (but not the duty) to monitor the handling of any such claim or
claims if they are likely to involve Housing Authority.
6.0 INDEMNIFICATION.
6.1 General Indemnification Provision.
a. Indemnification for Professional Liability. When the law establishes
a professional standard of care for Consultant's Services, to the fullest extent
permitted by law, Consultant shall indemnify, protect, defend and hold harmless
Housing Authority and any and all of its officials, employees and agents
("Indemnified Parties") from and against any and all claims, losses, liabilities of
every kind, nature,and description, damages, injury (including, without limitation,
injury to or death of an employee of Consultant or subconsultants), costs and
expenses of any kind, whether actual, alleged or threatened, including, without
limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred in
connection therewith and costs of investigation, to the extent same are cause in
whole or in part by any negligent or wrongful act, error or omission of Consultant,
its officers, agents, employees or subconsultants (or any entity or individual that
Consultant shall bear the legal liability thereof) in the performance of professional
services under this agreement. With respect to the design of public improvements,
the Consultant shall not be liable for any injuries or property damage resulting from
the reuse of the design at a location other than that specified in Exhibit A without
the written consent of the Consultant.
b. Indemnification for Other Than Professional Liability. Other than in
the performance of professional services and to the full extent permitted by law,
Consultant shall indemnify, defend and hold harmless Housing Authority, and any
and all of its employees, officials and agents from and against any liability
(including liability for claims, suits, actions, arbitration proceedings, administrative
proceedings, regulatory proceedings, losses, expenses or costs of any kind,
whether actual, alleged or threatened, including, without limitation, incidental and
consequential damages, court costs, attorneys' fees, litigation expenses, and fees
of expert consultants or expert witnesses) incurred in connection therewith and
11 .10 J, 084
costs of investigation, where the same arise out of, are a consequence of, or are in
any way attributable to, in whole or in part, the performance of this Agreement by
Consultant or by any individual or entity for which Consultant is legally liable,
including but not limited to officers, agents, employees or subconsultants of
Consultant.
6.2 Standard Indemnification Provisions. Consultant agrees to obtain
executed indemnity agreements with provisions identical to those set forth herein
this section from each and every subconsultant or any other person or entity
involved by, for, with or on behalf of Consultant in the performance of this
agreement. In the event Consultant fails to obtain such indemnity obligations from
others as required herein, Consultant agrees to be fully responsible according to the
terms of this section. Failure of Housing Authority to monitor compliance with
these requirements imposes no additional obligations on Housing Authority and will
in no way act as a waiver of any rights hereunder. This obligation to indemnify and
defend Housing Authority as set forth herein is binding on the successors, assigns
or heirs of Consultant and shall survive the termination of this agreement or this
section.
a. Indemnity Provisions for Contracts Related to Construction.
Without, affecting the rights of Housing Authority under any provision of this
agreement, Consultant shall not be required to indemnify and hold harmless
Housing Authority for liability attributable to the active negligence of Housing
Authority, provided such active negligence is determined by agreement between
the parties or by the findings of a court of competent jurisdiction. In instances
where Housing Authority is shown to have been actively negligent and where
Housing Authority's active negligence accounts for only a percentage of the liability
involved, the obligation of Consultant will be for that entire portion or percentage
of liability not attributable to the active negligence of Housing Authority.
b. Indemnification Provision for Design Professionals.
1. Applicability of Section 6.2(b). Notwithstanding Section
6.2(a) hereinabove, the following indemnification provision shall apply to
Consultants who constitute "design professionals" as the term is defined in
paragraph 3 below.
2. Scope of Indemnification. To the fullest extent permitted by
law, Consultant shall indemnify, defend, and hold harmless Housing Authority and
Housing Authority's agents, officers, officials, employees, representatives, and
departments ("Indemnified Parties") from and against any and all claims, losses,
liabilities of every kind, nature and description, damages, injury (including, without
limitation, injury to or death of an employee of Consultant or subconsultants), costs
and expenses of any kind, whether actual, alleged or threatened, including, without
12 r,.0,y 085
limitation, incidental and consequential damages, court costs, attorneys' fees,
litigation expenses, and fees of expert consultants or expert witnesses incurred in
connection therewith and costs of investigation, that arise out of, pertain to, or
relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or
willful misconduct of Consultant, any subconsultant, anyone directly or indirectly
employed by them or anyone that they control.
3. Design Professional Defined. As used in this Section 6.2(b),
the term "design professional" shall be limited to licensed architects, registered
professional engineers, licensed professional land surveyors and landscape
architects, all as defined under current law, and as may be amended from time to
time by Civil Code § 2782.8.
7.0 RECORDS AND REPORTS.
7.1 Reports. Consultant shall periodically prepare and submit to the Contract
Officer such reports concerning Consultant's performance of the services required
by this Agreement as the Contract Officer shall require.
7.2 Records. Consultant shall keep such books and records as shall be
necessary to perform the services required by this Agreement and enable the
Contract Officer to evaluate the cost and the performance of such services. Books
and records pertaining to costs shall be kept and prepared in accordance with
generally accepted accounting principals. The Contract Officer shall have full and
free access to such books and records at all reasonable times, including the right to
inspect, copy, audit, and make records and transcripts from such records.
7.3 Ownership of Documents. Originals of all drawings, specifications,
reports, records, documents and other materials, whether in hard copy or electronic
form, which are prepared by Consultant, its employees, subcontractors and agents
in the performance of this Agreement, shall be the property of Housing Authority
and shall be delivered to Housing Authority upon termination of this Agreement or
upon the earlier request of the Contract Officer, and Consultant shall have no claim
for further employment or additional compensation as a result of the exercise by
Housing Authority of its full rights of ownership of the documents and materials
hereunder. Consultant shall cause all subcontractors to assign to Housing
Authority any documents or materials prepared by them, and in the event
Consultant fails to secure such assignment, Consultant shall indemnify Housing
Authority for all damages suffered thereby.
In the event Housing Authority or any person, firm or corporation
authorized by Housing Authority reuses said documents and materials without
written verification or adaptation by Consultant for the specific purpose intended
and causes to be made or makes any changes or alterations in said documents and
13 a : 086
materials, Housing Authority hereby releases, discharges, and exonerates
Consultant from liability resulting from said change. The provisions of this clause
shall survive the completion of this Contract and shall thereafter remain in full force
and effect.
7.4 Release of Documents. The drawings, specifications, reports, records,
documents and other materials prepared by Consultant in the performance of
services under this Agreement shall not be released publicly without the prior
written approval of the Contract Officer or as required by law. Consultant shall not
disclose to any other entity or person any information regarding the activities of
Housing Authority, except as required by law or as authorized by Housing
Authority.
8.0 ENFORCEMENT OF AGREEMENT.
8.1 California Law. This Agreement shall be construed and interpreted both
as to validity and to performance of the parties in accordance with the laws of the
State of California. Legal actions concerning any dispute, claim or matter arising
out of or in relation to this Agreement shall be instituted in the Superior Court of
the County of Riverside, State of California, or any other appropriate court in such
county, and Consultant covenants and agrees to submit to the personal jurisdiction
of such court in the event of such action.
8.2 Disputes. In the event of any dispute arising under this Agreement, the
injured party shall notify the injuring party in writing of its contentions by
submitting a claim therefore. The injured party shall continue performing its
obligations hereunder so long as the injuring party commences to cure such default
within ten (10) days of service of such notice and completes the cure of such
default within forty-five (45) days after service of the notice, or such longer period
as may be permitted by the Contract Officer; provided that if the default is an
immediate danger to the health, safety and general welfare, Housing Authority may
take such immediate action as Housing Authority deems warranted. Compliance
with the provisions of this section shall be a condition precedent to termination of
this Agreement for cause and to any legal action, and such compliance shall not be
a waiver of any party's right to take legal action in the event that the dispute is not
cured, provided that nothing herein shall limit Housing Authority's right to terminate
this Agreement without cause pursuant to Section 8.7.
8.3 Retention of Funds. Housing Authority may withhold from any monies
payable to Consultant sufficient funds to compensate Housing Authority for any
losses, costs, liabilities, or damages it reasonably believes were suffered by
Housing Authority due to the default of Consultant in the performance of the
services required by this Agreement.
14 ,,.u.j C.87
8.4 Waiver. No delay or omission in the exercise of any right or remedy of a
non defaulting party on any default shall impair such right or remedy or be
construed as a waiver. Housing Authority's consent or approval of any act by
Consultant requiring Housing Authority's consent or approval shall not be deemed
to waive or render unnecessary Housing Authority's consent to or approval of any
subsequent act of Consultant. Any waiver by either party of any default must be
in writing and shall not be a waiver of any other default concerning the same or
any other provision of this Agreement.
8.5 Rights and Remedies are Cumulative. Except with respect to rights and
remedies expressly declared to be exclusive in this Agreement, the rights and
remedies of the parties are cumulative and the exercise by either party of one or
more of such rights or remedies shall not preclude the exercise by it, at the same or
different times, of any other rights or remedies for the same default or any other
default by the other party.
8.6 Legal Action. In addition to any other rights or remedies, either party
may take legal action, at law or at equity, to cure, correct or remedy any default,
to recover damages for any default, to compel specific performance of this
Agreement, to obtain injunctive relief, or to obtain any other remedy consistent
with the purposes of this Agreement.
8.7 Termination Prior To Expiration Of Term. This section shall govern any
termination of this Agreement, except as specifically provided in the following
Section 8.8 for termination for cause. Housing Authority reserves the right to
terminate this Agreement at any time, with or without cause, upon thirty (30)
days' written notice to Consultant. Upon receipt of any notice of termination,
Consultant shall immediately cease all services hereunder except such as may be
specifically approved by the Contract Officer. Consultant shall be entitled to
compensation for all services rendered prior to receipt of the notice of termination
and for any services authorized by the Contract Officer thereafter in accordance
with the Schedule of Compensation or such as may be approved by the Contract
Officer, except as provided in Section 8.3. Consultant recognizes that the use of
the funding designated for this Agreement is subject to approval.
8.8 Termination for Default of Consultant. If termination is due to the failure
of Consultant to fulfill its obligations under this Agreement, Housing Authority may,
after compliance with the provisions of Section 8.2, take over work and prosecute
the same to completion by contract or otherwise, and Consultant shall be liable to
the extent that the total cost for completion of the services required hereunder
exceeds the compensation herein stipulated (provided that Housing Authority shall
use reasonable efforts to mitigate such damages), and Housing Authority may
withhold any payments to Consultant for the purpose of setoff or partial payment
of the amounts owed Housing Authority as previously stated in Section 8.3.
15 ,u 088
8.9 Attorneys' Fees. If either party commences an action against the other
party arising out of or in connection with this Agreement, the prevailing party shall
be entitled to recover reasonable attorneys' fees and costs of suit from the losing
party.
9.0 HOUSING AUTHORITY OFFICERS AND EMPLOYEES;
NONDISCRIMINATION.
9.1 Non -liability of Housing Authority Officers and Employees. No officer or
employee of Housing Authority shall be personally liable to Consultant, or any
successor in interest, in the event or any default or breach by Housing Authority or
for any amount which may become due to Consultant or to its successor, or for
breach of any obligation of the terms of this Agreement.
9.2 Conflict of Interest. No officer or employee of Housing Authority shall
have any personal interest, direct or indirect, in this Agreement nor shall any such
officer or employee participate in any decision relating to the Agreement which
affects his or her personal interest or the interest of any corporation, partnership or
association in which she or he is, directly or indirectly, interested, in violation of
any State statute or regulation. Consultant warrants that it has not paid or given
and will not pay or give any third party any money or general consideration for
obtaining this Agreement.
9.3 Covenant against Discrimination. Consultant covenants that, by and for
itself, its heirs, executors, assigns, and all persons claiming under or through them,
that there shall be no discrimination against or segregation of, any person or group
of persons on account of race, color, creed, religion, sex, marital status, national
origin or ancestry in the performance of this Agreement. Consultant shall take
affirmative action to insure that applicants are employed and that employees are
treated during employment without regard to their race, color, creed, religion, sex,
marital status, national origin or ancestry.
10.0 MISCELLANEOUS PROVISIONS
10.1 Notice. Any notice, demand, request, consent, approval, communication
either party desires or is required to give the other party or any other person shall
be in writing and either served personally or sent by prepaid, first-class mail to the
address set forth below. Either party may change its address by notifying the other
party of the change of address in writing. Notice shall be deemed communicated
forty-eight (48) hours from the time of mailing if mailed as provided in this section.
To Housing Authority:
LA QUINTA HOUSING AUTHORITY
Attention: Frank Spevacek
Executive Director
78-495 Calle Tampico
P.O. Box 1504
La Quinta, California 92247-1504
To Consultant:
RGA LANDSCAPE ARCHITECTS, INC.
Attention: Ronald Gregory, President
74020 Alessandro, Suite E
Palm Desert, CA 92260
10.2 Integrated Agreement. This Agreement contains all of the agreements of
the parties and all previous understanding, negotiations and agreements are
integrated into and superseded by this Agreement.
10.3 Amendment. This Agreement may be amended at any time by the
mutual consent of the parties by an instrument in writing signed by both parties.
10.4 Severability. In the event that any one or more of the phrases,
sentences, clauses, paragraphs, or sections contained in this Agreement shall be
declared invalid or unenforceable by a valid judgment or decree of a court of
competent jurisdiction, such invalidity or unenforceability shall not affect any of the
remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement
which are hereby declared as severable and shall be interpreted to carry out the
intent of the parties hereunder.
10.5 Authority. The persons executing this Agreement on behalf of the
parties hereto warrant that they are duly authorized to execute this Agreement on
behalf of said parties and that by so executing this Agreement the parties hereto
are formally bound to the provisions of this Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement as of the
dates stated below.
LA QUINTA HOUSING AUTHORITY, a public body, corporate and politic
Frank J. Spevacek, Executive Director
ATTEST:
Susan Maysels, Housing Authority Secretary
Date
17 ; 090
APPROVED AS TO FORM:
M. Katherine Jenson, Housing Authority Counsel
CONSULTANT:
By:
Name:
Title:
18 % j 091
EXHIBIT `A'
June 26, 2012
Debbie Powell
Economic Development / Housing Manager
City Manager's Office
City of La Quinta, La Quinta, CA
Email: dpowell(a?)la-quinta.org
760-777-7073
760-777-7101fax
RE: Agreement to Provide Landscape Architectural Services
Dear Debbie:
RGA LANDSCAPE ARCHITECTS, INC
We are pleased to submit our proposal for landscape architectural design services. Following is the
scope of work and fees for the Washington Street Apartments and the adjacent sound wall; it is
understood that this document will be appended to a City of La Quinta professional services
agreement.
ption of Project. Landscape Architect will provide landscape design relating to
Washington Street Apartments and sound wall area: La Quinta, CA. Our scope of
design work will include design services for Phase 1 and Phase 2, which are defined
as follows:
Phase 1
Includes the existing apartment area plus four new buildings (approximately 5
acres). The existing planting and irrigation will be removed, and a new
drought -tolerant landscape with drip irrigation will be designed. We will also
collaborate in the design of recreational amenities such as spa areas, game
areas, passive use areas and site furniture. We will provide construction
documents for all new recreational areas and hardscape, such as entry gates
and new pathways.
Phase 2
Includes the entitlement phase design of a 5.16 acre addition to the project.
The entitlement phase includes conceptual design, followed by a preliminary
landscape plan submittal for review by the City. The entitlement phase
design will include recreational amenities, walkways, pool area and planting.
Construction documents and construction administration for Phase 2 will be
by separate agreement.
Scope of Desian Phase Services. Design services will include the following:
,u.,j� 092
Hardscape design, items including recreation area amenities such as pools, spas,
game areas, water features, site furniture and entry gates.
All waterfeature designs [pool, spa, fountains, ponds, etc.] and gate designs
will be `performance spec" designs indicating aesthetic intent and overall
dimensions. All hydraulic, electrical and structural designs will be by the
contractor.
Planting design, including all new plant material in common and botanical names,
quantities and sizes.
Automatic irrigation system and water use calculations (Phase 1 only).
Accent lighting plan (Phase 1 only), limited to the indication of fixture specification
and location only. (Electrical engineering and panel sizing by others.)
Specifications and details (Phase 1 only).
Scope of Planning Process. The following process will be implemented to provide the
landscape design:
)tual landscape plan (Phase 1 and Phase 2) indicating all proposed
hardscape and planting designs to be presented to the Owner for review.
Landscape Architect will also present an opinion of probable construction
costs for our design.
The base scope of services includes two revisions based on Owner
comments; additional revisions may be considered an additional service.
It is understood that opinions of probable construction cost prepared by RGA
are not bids, and shall not be used in lieu of a bid. These opinions are only
tools to be used in the budget process and RGA shall not be held responsible
for final bids being in conformance with the Owner's budget.
Unless otherwise stated, RGA shall have access to the site for activities
necessary for the performance of services.
Preliminary landscape plan (Phase 1 and Phase 2) indicating all Owner approved
landscape designs, based upon the conceptual plan for review by the City of
La Quinta.
The base scope of services includes one revision of "base sheet" information (e.g.
road layout, retention basin configuration); additional revisions may be considered an
additional service.
It is understood that RGA must receive a preliminary grading plan with building
footprints and preliminary location of underground utilities prior to commencement
of work on the entitlement submittal.
4 ' .0 9"3 ,
Landscape construction documents (working drawings — Phase 1 only) including all
items as described in the scope of design work in Section II above. Includes
incorporation of any comments from item III.B.
It is understood that RGA must be in receipt of a final grading and site plan
prior to commencement of construction documents. This plan shall indicate
final property lines, easements, R.O.W., grades, wet and dry utilities and
building footprints.
It is understood herein that after approval of our design by the City of La Quinta,
further design changes may occur due to ongoing site design and engineering
revisions by the architect and engineers. Should changes to our project design be
required during the construction document phase, these changes may be billed at our
hourly rates upon prior approval of the Owner.
Design Services shall be considered complete after approval of construction
documents by the City of La Quinta and CVWD.
Meetings and General Coordination, it is understood that RGA will attend up to 10
meetings related to landscape design with the Owner, Architect and City
(within the Coachella Valley) as part of our fee. Included with meetings:
• Two public hearings
• One community workshop
• Meetings with other design team members
Additional meetings, meetings outside the Coachella Valley, meetings
regarding issues other than landscape design, coordination of other
consultants, coordination of submittals, etc., are considered an additional
service and time expended for these services (if these services are
requested) will be provided per our contract hourly rates.
Order of Precedence. Following is the order of precedence of documentation
governing any conflicts for this project, 1) this agreement, 2) general and
special conditions of the specifications, 3) drawings, and 4) individual
specification sections.
provided in two categories:
meetings during construction.
Construction phase services are
services and site evaluations /
Office based support services are provided when requested by the Owner or
Owner's representative, and include the following tasks:
Phone coordination / discussions in support of the project with
contractors, the Owner or government agencies
Office based meetings with the Owner or contractor
Submittal reviews
N. 094
RFI (request for information) reviews and responses.
Clarification drawings or exhibits
Construction document revisions requested by the Owner
Bid coordination assistance
Site evaluations and meetings are provided when requested in Section VI, Fees and
Services. Site evaluations are limited solely to aesthetic review of landscape
and hardscape depicted on construction documents prepared by RGA. Each
evaluation will be followed by a written report.
Due to the nature of the construction process, changes will occur to site
conditions, grading and building placement during construction, requiring on -
site interpretation of the landscape architectural construction documents.
RGA strongly recommends all projects include construction administration
services, as it allows RGA to answer questions and clarify and interpret
documents for the contractor, which may enable RGA to identify trouble spots
early o n — less costly, by far, than fixing a problem after the project is
complete.
It is suggested that a schedule of site evaluations be determined prior to
commencement of construction, however, it is the responsibility of the
Owner to request an observation, or schedule of observations. We
suggest 6 site visits for a project of this scope.
If site evaluation services are contracted, the Consultant will visit the site at
intervals appropriate to the stage of construction, or as otherwise agreed to in
writing by the Client and the Consultant, in order to observe the progress and
quality of those elements included in the working drawings prepared by RGA,
hereafter referred to as the Work. Such visits and observations are not
intended to be an exhaustive check or detailed inspection of the Contractor's
work, but rather are to allow RGA to become generally familiar with the Work
in progress and to determine, in general, if the Work is proceeding in
accordance with the working drawings (Contract Documents). Based on this
general observation, RGA shall keep the Client informed about the progress
of the Work and shall advise the Client about observed deficiencies in the
Work.
If the Client desires more extensive project observation or full-time project
representation, the Client shall request that such services be provided by the
Consultant as Additional Services in accordance with the terms of this
Agreement.
RGA shall not supervise, direct or have control over the Contractor's work nor
have any responsibility for the construction means, methods, techniques,
sequences or procedures selected by the Contractor, nor for the Contractor's
a. 095
safety precautions or programs in connection with the Work. These rights
and responsibilities are solely those of the Contractor in accordance with the
Contract Documents.
Desion without site evaluation services. It is understood that, unless site evaluation
services are selected in Section VI, the Consultant's Scope of Services under
this Agreement does not include project observation or review of the
Contractor's performance, and that such services will be provided for by the
Client. The Client assumes all responsibility for interpretation of the Contract
Documents and for construction observation and the Client waives any claims
against the Consultant that may be in any way connected thereto.
In addition, the Client agrees, to the fullest extent permitted by law, to
indemnify and hold harmless the Consultant, its officers, directors, employees
and subconsultants (collectively, Consultant) against all damages, liabilities or
costs, including reasonable attorney's fees and defense costs, arising out of
or in any way connected with the performance of such services by other
persons or entities and from any and all claims arising from modifications,
clarifications, interpretations, adjustments or changes made to the contract
documents to reflect changed field or other conditions, except for claims
arising from the sole negligence or willful misconduct of the consultant.
If the Client requests in writing at a later date that the Consultant provide any
specific construction phase services, and if the Consultant agrees in writing to
provide such services, then they shall be compensated for as Additional
Services as provided in Section VI.
Exclusions. The following are excluded from the scope of services to be provided under
this contract:
Working drawings for Phase 2.
All engineering and engineering plans including, but not limited to, civil, grading,
geotechnical, drainage, electrical, hydraulic and structural.
Review and analysis of any engineering plans related to the items set forth in
paragraph A above. Any review and analysis is the sole responsibility of the
engineer who prepares the plans.
Department of Real Estate exhibits and cost estimates.
LLMD exhibits and cost estimates.
Off -site improvements.
The quality of workmanship or acts or omissions of any contractor or subcontractor
hired by Owner or his contractor for the construction of those items included
in the scope of work hereunder. This would include, but not be limited to, the
construction of pools, spas, water courses, physical structures including, but
not limited to, atriums or gazebos, walls, irrigation systems, planting and any
,,:.; 096
hardscape. Landscape Architect is not responsible for nor does he warrant
this work.
Fees and Extra Services.
Phase 1 — Apartment Area Design phase:
1. Concept / Preliminary Design (remainder of fee): $3,425.00
2. Construction Documents: 8,500.00
Total, Apartment Area: $11,926.00
B. Sound Wall Area Construction Documents:
$1,980.00
C. Phase 1 — Construction phase services:
Office based support services: $ 4,000.00
Site evaluations and meetings(6 site visits or meetings): $ 3,000.00
Additional site observations or site meetings will be provided at the
rate of $500 per meeting/site visit.
Phase 2 — Design phase:
1. Concept / Preliminary Plan:
$11,200.00
Reimbursable expenses will not exceed $500; these expenses are in addition to the
fees described above, or extra services, and include actual expenditures
made by Landscape Architect, employees and consultants in the interest of
the project. The following reimbursable expenses will be billed at cost plus
15% for bookkeeping and handling:
Reproduction of drawings and specifications for any purpose, including
computer plots, prints, reproducibles and preparation of CAD files for
submission to the Owner, contractor or government agency.
Postage costs for distribution of drawings and specifications; all express
postage costs (Express Mail, UPS, Federal Express, etc.).
The following expenses will be billed at our cost:
1. Transportation in connection with the project, such as deliveries to the
City and other appropriate agencies, such as CVWD.
Fees paid for plan check by government agencies.
Consultants retained with approval of the Owner, e.g., structural engineer.
RGA may also prepare an authorization for additional services to
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cover our coordination costs.
Extra Services and Hourly Rates. Services requested by the Owner which are in
addition to those stipulated in Scope of Design Phase Services shall be
considered extra services. Services required as a result of the errors of other
consultants, changes in city policies, or default of the contractor shall be
considered extra services. Changes in the original description of work, or
modifications to the drawings after approval of the concept or preliminary design
by the Owner will be considered extra services. Extra services requested by the
Owner will be billed to the Owner at the following hourly rates:
Principal Landscape Architect: $165.00/hr Drafter: $80.00/hr
Associate Landscape Architect: $135.00/hr Secretary: $50.00/hr
The design fees and hourly rates are subject to escalation if services are not
completed within one year of contract signature.
All fees are due within 30 days of receipt of invoice.
It is our policy to invoice every 30 days, starting with receipt of the signed
agreement or Owner's verbal authorization to proceed. If invoices
remain unpaid after 60 days, invoices will be subject to a handling
charge at the rate of 1'/2% of the outstanding balance per month (18%
per year).
If we have not received payment within 75 days from the date on the
invoice we will stop all work until the invoice is paid. It is
understood that the Owner agrees to pay the fee as stipulated, and is
not solely relying upon obtainment of financing to make payment.
Prompt Payment:
In the event that the "Owner" in this agreement is awaiting
payment from a third party (such as the developer or bank), it is
understood that the "Owner" will pay RGA no later than 10 days
of receipt of each progress payment or be subject to a penalty of
2% per month, as stated in Section 7108.5 of the California
Business and Professions code.
b. The "Owner" in this agreement is liable for and agrees to pay all
invoices, regardless of whether or not the "Owner" is ever paid or
funded, per the terms of item E.1. above.
RGA has the option not to proceed with this project if agreement has not
been signed within 15 days of date on agreement, or if project is
delayed for more than 30 days after agreement has been signed.
Client's Responsibilities.
Maintenance. Client acknowledges and agrees that proper Project maintenance is
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required after the Project is complete. A lack of or improper maintenance in
areas such as, but not limited to, plants, irrigation system, pool, excessive soil
compaction, etc. may result in damage to property or persons. Client further
acknowledges that, as between the parties to this Agreement, Client is solely
responsible for the results of any lack of or improper maintenance.
Information Provided by Others. RGA shall indicate to the client information needed
for the rendering of our services. The client shall provide such information as
is available to the client at the client's expense, and RGA shall be entitled to
rely upon the accuracy and completeness thereof. The client recognizes that
it is impossible for RGA to assure the accuracy, completeness and sufficiency
of such information, either because it is impossible to verify, or because of
errors or omissions, which may have occurred in assembling the information
the client is providing. Accordingly, the client agrees to the fullest extent
permitted by law, to indemnify and hold RGA harmless from any claim,
liability or cost (including reasonable attorneys fees and cost of defense) for
injury or loss arising from errors, omissions or inaccuracies in documents or
other information provided by the client.
Landscape Architect:
RGA LANDSCAPE ARCHITECTS, INC.
M
Ronald Gregory, President
WJKlbc Washington St Ains--REV 6.26.l2
Owner:
Exhibit B
Schedule of Compensation
With the exception of compensation for Additional Services, provided for in
Section 2.2 of this Agreement, the maximum total compensation to be paid to
Consultant under this Agreement is Thirty-two thousand six hundred and five
dollars ($32,605) ("Contract Sum"). The Contract Sum shall be paid to Consultant
in installment payments made on a monthly basis and in an amount identified in
Consultants Schedule of Compensation attached hereto for the work tasks
performed and properly invoiced by Consultant in conformance with Section 2.2 of
the Agreement.
See fee schedule, Section VI of Exhibit A, for detail.
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Exhibit C
Schedule of Performance
Consultant shall complete all services identified in the Scope of Services,
Exhibit "A" of this Agreement. It is anticipated the project will be completed by
July 31, 2015; however, the schedule may be delayed due to unforeseen
circumstances related to the USDA -Rural Development, or the State of California.
Therefore, the Agreement term includes an option for a one-year extension.
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