HomeMy WebLinkAboutAG RPTS 2010 0303 RDA REG—( ESTABLISHED * ( It Wr
Resolution No. 2010 -225
Oil'-OF
REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK
REGULAR MEETING AGENDA
WEDNESDAY, MARCH 3, 2010
7:00 P.M.
Moorpark Community Center 799 Moorpark Avenue
1. CALL TO ORDER:
2. ROLL CALL:
3. PUBLIC COMMENT:
4. REORDERING OF, AND ADDITIONS TO, THE AGENDA:
5. CONSENT CALENDAR: (ROLL CALL VOTE REQUIRED)
A. Consider Minutes of Regular Meeting of February 17, 2010. Staff
Recommendation: Approve the minutes.
B. Consider Third Amendment to Professional Services Agreement with Fiedler
and Associates for Architectural Design of J.E. Clark's Replacement Fueling
Station. Staff Recommendation: Approve the Amendment to the
Agreement, subject to final language approval by the Executive Director and
General Counsel. (Staff: David Moe)
All writings and documents provided to the majority of the Agency regarding all open - session agenda items are available for
public inspection at the City Hall public counter located at 799 Moorpark Avenue during regular business hours. The agenda
packet for all regular Redevelopment Agency meetings is also available on the City's website at www.ci.mooroark.co.us.
Any member of the public may address the Agency during the Public Comments portion of the Agenda, unless It is a Public
Hearing or a Presentation /Action/ Discussion Item. Speakers who wish to address the Agency concerning a Public Hearing or
Presentations /Action/Discussion Item must do so during the Public Hearing or Presentations/Action/ Discussion portion of the
Agenda for that item. Speaker cards must be received by the City Clerk for Public Comment prior to the beginning of the Public
Comments portion of the meeting; for a Presentation /Action/Discussion Item, prior to the Chair's call for speaker cards for each
Presentation /Action/ Discussion agenda Item; and for a Public Hearing Item, prior to the opening of each Public Hearing, or
beginning of public testimony for a continued hearing. A limitation of three minutes shall be imposed upon each Public Comment
and Presentation/Action/Discussion item speaker. A limitation of three to five minutes shall be imposed upon each Public
Hearing item speaker. Written Statement Cards may be submitted In lieu of speaking orally for open Public Hearings and
Presentation /Action/Discussion items. Any questions concerning any agenda item may be directed to the City Clerk's office at
517 -6223.
Redevelopment Agency Agenda
March 3, 2010
Page 2
S. CONSENT CALENDAR: (continued)
C. Consider Agreement with Overland, Pacific, and Cutler Inc. for On -Call
Relocation Services. Staff Recommendation: 1) Approve the Agreement,
subject to final language approval by the Executive Director and Agency
Counsel; and 2) Authorize the Executive Director to execute the Agreement
on behalf of the Agency. (Staff: David Moe)
6. CLOSED SESSION:
A. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION
Significant exposure to litigation pursuant to Subdivision (b) of Section
54956.9 of the Government Code: (Number of cases to be discussed - 4)
B. CONFERENCE WITH LEGAL COUNSEL - ANTICIPATED LITIGATION
Initiation of litigation pursuant to Subdivision (c) of Section 54956.9 of the
Government Code: (Number of cases to be discussed - 4)
7. ADJOURNMENT:
In compliance with the Americans with Disabilities Act, If you need special assistance to review an agenda or
participate in this meeting, including auxiliary aids or services, please contact the City Clerk's Division at (805)
517 -6223. Upon request, the agenda can be made available in appropriate alternative formats to persons with a
disability. Any request for disability - related modification or accommodation should be made at least 48 hours
prior to the scheduled meeting to assist the City staff in assuring reasonable arrangements can be made to
provide accessibility to the meeting (28 CFR 35.102 - 35.104; ADA Title In.
Redevelopment Agency Agenda
March 3, 2010
Page 3
STATE OF CALIFORNIA )
COUNTY OF VENTURA ) ss
CITY OF MOORPARK )
AFFIDAVIT OF POSTING
I, Maureen Benson, declare as follows:
That I am the Assistant City Clerk of the City of Moorpark and that a notice for a Regular
Meeting of the Redevelopment Agency of the City of Moorpark to be held Wednesday,
March 3, 2010, at 7:00 p.m. in the Council Chambers of the Moorpark Community Center,
799 Moorpark Avenue, Moorpark, California, was posted on February 26, 2010, at a
conspicuous place at the Moorpark Community Center, 799 Moorpark Avenue, Moorpark,
California.
I declare under penalty of perjury that the foregoing is true and correct.
Executed on February 26, 2010.
Maureen Benson, Assistant City Clerk
CITY OF MOORPARK, CALIFORNIA
Redevelopment Agency Meeting
Of-3-'3-<A0 10
ACTION:
ITEM 5.A.
MINUTES OF HE REDEVELOPMENT AGENCY OF THE CITY OF MOORPARK
BY: LrA .tea„
Moorpark, California February 17, 2010
A Regular Meeting of the Redevelopment Agency of the City of Moorpark was held on
February 17, 2010, in the Community Center of said City located at 799 Moorpark
Avenue, Moorpark, California.
1. CALL TO ORDER:
Chair Parvin called the meeting to order at 7:38 p.m.
2. ROLL CALL:
Present: Agency Members Mikos, Millhouse, Pollock, Van Dam, and
Chair Parvin.
Staff Present: Steven Kueny,
Counsel; Hugh
Ahlers, Finance
Secretary.
3. PUBLIC COMMENT:
None.
Executive Director; Joseph Montes, General
Riley, Assistant Executive Director; Ron
Director; and Deborah Traffenstedt, Agency
4. REORDERING OF, AND ADDITIONS TO, THE AGENDA:
None.
5. CONSENT CALENDAR: (ROLL CALL VOTE REQUIRED)
MOTION: Agency Member Millhouse moved and Agency Member Mikos seconded a
motion to approve the Consent Calendar. The motion carried by unanimous roll call
vote.
A. Consider Minutes of Regular Meeting of February 3, 2010. Staff
Recommendation: Approve the minutes.
B. Consider Resolution Authorizing Mid -Year Amendments to 2009/10 Fiscal
Year Budget. Staff Recommendation: Adopt Resolution No. 2010 -224.
ROLL CALL VOTE REQUIRED.
6. CLOSED SESSION:
None was held.
1
Minutes of the Redevelopment Agency
Moorpark California Page 2 February 17, 2010
7. ADJOURNMENT:
Chair Parvin adjourned the meeting at 7:39 p.m.
Janice S. Parvin, Chair
ATTEST:
Maureen Benson
Assistant Agency Secretary
2
ITEM 5.13.
CITY OF MOORPARK, CALIFORNIA
Redevelopment Agency Meeting
of
ACTION:
MOORPARK REDEVELOPMENT
AGENDA REPORT eY.
TO: Honorable Agency Board of Directors
FROM: David C. Moe Il, Redevelopment Manager Qc.
DATE: February 18, 2010 (Agency Meeting of 3/3/10)
SUBJECT: Consider Third Amendment to Professional Services
Agreement with Fiedler and Associates for Architectural
Design of J.E. Clark's Replacement Fueling Station
BACKGROUND
On December 15, 2006, the Redevelopment Agency of the City of Moorpark ( "Agency ")
and Jim Clark, owner of the J.E. Clark fueling station, entered into a Property
Acquisition Agreement for the purchase and relocation of the fueling station located at
450 High Street. Pursuant to the agreement, the Agency was to purchase a
replacement site and provide the funds needed to design and construct a replacement
fueling station ( "Station ") of similar size.
The replacement site was identified and approved by Mr. Clark. The site was located
on Princeton Avenue and is vacant. On March 12, 2007, the Agency purchased the site
at a cost of $577,684.34 to effectuate the relocation of the fueling station.
On May 2, 2008, the Agency hired The Fiedler Group to design the Station at a cost not
to exceed $32,500.00. At the request of the City of Moorpark, the Agency authorized
The Fiedler Group to conduct a tree report on the property at a cost not to exceed
$2,895.00, which increased the total contract amount to $35,395.00.
The design of the Station was presented to the City of Moorpark Planning Commission
on June 23, 2009. During the meeting, Ned Clark, Vice President of the J.E. Clark
fueling station requested the condition limiting the hours of operation be removed,
because the franchise (Pacific Pride) requires the Station to remain open 24 hours a
day. Planning staff requested the Planning Commission continue the item to review the
impact a 24 hour would have on the adjacent residential neighborhood. After further
review, Planning staff required a complete redesign of the lighting plan for the Station to
be consistent with City Codes. The Agency amended the agreement with The Fiedler
3
Honorable Agency Board of Directors
March 3, 2010
Page 2 of 3
Group and increased the not to exceed amount by $18,480.00 to comply with the
additional City requirements.
The City Council reviewed the proposed Station on October 7, 2009. The public
hearing was continued open to November 4, 2009. The City Council received public
comment from the adjoining neighborhood and closed the public hearing on November
4, 2009. The City Council denied Condition Use Permit 2008 -05 and Industrial Planned
Development 2008 -01 without prejudice.
DISCUSSION
The Fiedler Group submitted their final invoice to the Agency for payment. Upon
review, staff discovered the final invoice exceeded the approved contract amount. Staff
researched the discrepancy and revealed the agreement was not amended to cover an
ALTA survey conducted by a subcontractor of The Fiedler Group at the direction of
staff. It was also uncovered that the agreement and subsequent amendments did not
include reimbursable expenses, per the agreement, in the not to exceed amount. This
third amendment will extend the not to exceed of the Agreement by $14,574.49 to
include the cost of the ALTA Survey and reimbursable expenses.
FISCAL IMPACT
There are sufficient funds in the FY 09/10 budget for the amendment. A line item
transfer request from MRA 2001 TAB Proceeds — Fund 2904 will be processed. The
third amendment will increase the contract amount to $68,450.00.
STAFF RECOMMENDATION
Approve third amendment to the agreement for design services subject to final
language approval by the Executive Director and Agency Legal Counsel.
Attachment I Draft Amendment
0
ATTACHMENT I
THIRD AMENDMENT TO THE AGREEMENT FOR
PROFESSIONAL SERVICES BETWEEN THE
REDEVELOPMENT AGENCY OF THE CITY OF
MOORPARK AND FIEDLER AND ASSOCIATES FOR
ARCHITECTURAL DESIGN
THIS THIRD AMENDMENT TO THE AGREEMENT FOR PROFESSIONAL SERVICES
( "Third Amendment'), is made and entered into this day of
2010 ( "the Effective Date ") between the Redevelopment
Agency of the City of Moorpark, hereinafter referred to as "AGENCY ", and Fiedler
and Associates, hereinafter referred to as "CONSULTANT ".
WITNESSETH:
WHEREAS, May 2, 2008, the AGENCY and the CONSULTANT entered into an
Agreement for Professional Consulting Services; and
WHEREAS, January 8, 2009, the AGENCY and the CONSULTANT entered into
a First Amendment to the Agreement for provision of a tree report; and
WHEREAS, November 17, 2009, the AGENCY and the CONSULTANT entered
into a Second Amendment to the Agreement for additional entitlement services; and
WHEREAS, the following additional services, not covered by the original
Professional Services Agreement and subsequent Amendments, are requested by the
AGENCY:
Conduct ALTA survey, such survey and reimbursable expenses shall not exceed
$14,574.49.
NOW, THEREFORE, in consideration of the mutual covenants, benefits, and
premises herein stated, the parties hereto agree as follows:
AGENCY does hereby appoint CONSULTANT in a contractual capacity to
perform additional services in accordance with the authorities, and responsibility
ordinarily granted to this type of consultant work. All other terms and conditions
of the original Agreement shall remain in full force and effect.
5
REDEVELOPMENT AGENCY
OF THE CITY OF MOORPARK
Steven Kueny
Executive Director
Date:
ATTEST:
Deborah S. Traffenstedt, Agency Secretary
CONSULTANT
Patrick O. Fiedler
President
Date:
Page 2 of 2
0
ITEM 5.C.
c1TY AN MOORPARK, CAUFORNIA
0tedddeie0m6nt Agency Meeting
MOORPARK REDEVELOPMENT AGENG 3"J -a0lo
AGENDA REPORT
TO: Honorable Chair and Agency Board Members
FROM: David C. Moe II, Redevelopment Manag
BY: Jessica Sandifer, Management Analys
DATE: February 18, 2010 (Agency Meeting of 03/03/10)
SUBJECT: Consider an Agreement with Overland, Pacific, and Cutler Inc. for
On -Call Relocation Services
BACKGROUND & DISCUSSION
When the Agency acquires property for an economic development or affordable housing
project, the tenant or business owner that is occupying that property may be entitled to
relocation benefits pursuant to California Community Redevelopment Law and
California Relocation Assistance and Property Acquisition guidelines. Since relocation
requirements are triggered when the Agency begins negotiations with the property
owner, staff feels it is necessary to have a Relocation Consultant on -call to provide
services. The On -Call contract is an annual contract and consists of an hourly rate
schedule and cap of $25,000. The cap cannot be extended without written approval
from the Executive Director.
Staff is proposing using Overland, Pacific, and Cutler (OPC) for on -call relocation
services. They have the expertise and qualifications to perform the services and are
familiar with the Agency and the City of Moorpark.
FISCAL IMPACT
Funds for these services are already budgeted in the Fiscal Year 09/10 Budget.
STAFF RECOMMENDATION
1. Approve Agreement with Overland, Pacific, and Cutler for On -Call Relocation
services subject to final language approval by Executive Director and Agency
Counsel; and
2. Authorize Executive Director to execute the Agreement on behalf of the Agency.
Attachment I: Agreement for Professional Services
7
ATTACHMENT
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE REDEVELOPMENT AGENCY OF THE
CITY OF MOORPARK AND OVERLAND, PACIFIC AND
CUTLER
This Agreement is made and entered into in the City of Moorpark on this
day of , 2010, by and between the Redevelopment
Agency of the City of Moorpark ( "Agency "), a public body, corporate and politic, and
Overland, Pacific and Cutler, a California corporation providing relocation services
( "Consultant "). In consideration of the mutual covenants and conditions set forth herein,
the parties agree as follows:
I. Term
This Agreement shall commence on the date this Agreement is signed and shall
remain and continue in effect for one year, unless sooner terminated pursuant to the
provisions of this Agreement.
2. Services
Agency hereby retains Consultant in a contractual capacity to perform relocation
services for various Agency owned properties.
3. Performance
Consultant shall at all times faithfully, competently and to the best of his /her
ability, experience, and talent, perform all tasks described herein. Consultant shall
employ, at a minimum, generally accepted standards and practices utilized by persons
engaged in providing similar services as are required of Consultant hereunder to meet its
obligations under this Agreement.
4. Responsible Individuals
The individual directly responsible for Consultant's overall performance of the
Agreement provisions herein above set forth and to serve as principal liaison between
Agency and Consultant shall be Mark LaBonte, or designee.
The Executive Director, or his designee, shall represent Agency in all matters
pertaining to the administration of this Agreement, review and approval of all products
submitted by Consultant. The Executive Director is authorized to act on Agency's behalf
to execute all necessary documents which increase the scope of services or change
Consultant's compensation, subject to Section 5 hereof.
Page 1 of 7
S
5. Payment
a) For furnishing services as specified in this Agreement, Agency shall pay and
Consultant shall receive compensation on an hourly basis with a total sum not -to- exceed
$25,000 for the term of this Agreement, unless agreed upon in writing as outlined in
subsection b, below. Exhibit A is Consultant's hourly rate schedule for the term of this
Agreement, and is attached hereto and incorporated herein.
b) In the event that additional work hours are required of Consultant, beyond the
not -to- exceed fee for this Agreement, additional compensation may be authorized only if
such authorization is provided in writing, identifying a "not -to- exceed" cap to be paid by
Agency. Hourly rates for additional work will be as outlined in Exhibit A.
c) Agency shall make payment to Consultant within thirty (30) days of receipt of
invoices, except for those invoices which are contested or questioned, in writing, and are
returned to Consultant within thirty (30) days of the receipt of invoices.
6. Incorporation by Reference
All exhibits herein referenced are hereby incorporated into and made a part of this
Agreement.
7. Suspension or Termination of Agreement without Cause
a) The Agency may at any time, for any reason, with or without cause, suspend or
terminate this Agreement, or any portion hereof, by serving upon the Consultant at least
ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
immediately cease all work under this Agreement, unless the notice provides otherwise.
If the Agency suspends or terminates a portion of this Agreement such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
b) In the event this Agreement is terminated pursuant to this Section, the Agency
shall pay to Consultant the actual value of the work performed up to the time of the
termination. Upon termination of the Agreement pursuant to this Section, the Consultant
will submit an invoice to the Agency pursuant to Section 5.
8. Default of Consultant
a) The Consultant's failure to comply with the provisions of this Agreement shall
constitute a default. In the event that Consultant is in default for cause under the terms
of this Agreement, Agency shall have no obligation or duty to continue compensating
Consultant for any work performed after the date of default and can terminate this
Agreement immediately by written notice to the Consultant. If such failure by the
Consultant to make progress in the performance of work hereunder arises out of causes
Page 2 of 7
4
beyond the Consultant's control, and without fault or negligence of the Consultant, it
shall not be considered a default.
b) If the Executive Director or his /her designee determines that the Consultant is
in default in the performance of any terms or conditions of this Agreement, the Executive
Director shall cause to be served upon the Consultant a written notice of the default. The
Consultant shall have ten (10) days after service of said notice in which to cure the
default by rendering a satisfactory performance. In the event that the Consultant fails to
cure its default within such period of time, the Agency shall have the right,
notwithstanding any other provision of this Agreement, to terminate this Agreement
without further notice and without prejudice to any other remedy to which it may be
entitled at law, in equity or under this Agreement.
c) Consultant may terminate this Agreement upon 30 days notice in the event of a
material breach or non - payment by Agency.
9. Indemnification.
Consultant shall indemnify, defend (with counsel reasonably acceptable to City)
and hold harmless City, and any and all of its employees, officials and agents ( "the
Indemnitees ") 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 attorneys
fees and costs, court costs, interest, defense costs, and expert witness fees), where the
same arises out of, are a consequence of, or are in any way attributable to, in whole or in
part, the negligence, willful misconduct, errors or omissions, in performance of this
Agreement by Constultant or by any individual, or entity for which Consultant is legally
liable, including but not limited to officers, agents, employees or subcontractors of
Consultant, except such damage as caused by negligence of the City of any of its
officers, employees, servants, project coordinators or agents.
10. Indemnification Provisions from Subcontractors.
Consultant agrees to obtain executed indemnity agreements with provisions
identical to those set forth here in 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 here, Consultant agrees to be fully responsible
according to the terms of this section. Failure of City to monitor compliance with these
requirements imposes no additional obligations on City and will in no way act as a waiver
of any rights hereunder. This obligation to indemnify and defend City as set forth here is
binding on the successors, assigns or heirs of Consultant and shall survive the
termination of this Agreement or this section.
Page 3 of 7
10
City does not and shall not waive any rights that it may have against Consultant
by reason of this section, because of the acceptance by City, or the deposit with City, of
any insurance policy or certificate required pursuant to this Agreement. The hold
harmless and indemnification provisions shall apply regardless of whether or not said
insurance policies are determined to be applicable to any losses, liabilities, damages,
costs and expenses described in this section.
11. Insurance
Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit B attached to and part of this
Agreement.
12. Independent Consultant
a) Consultant is and shall at all times remain as to the Agency a wholly
independent Consultant. The personnel performing the services under this Agreement
on behalf of Consultant shall at all times be under Consultant's exclusive direction and
control. Neither Agency nor any of its officers, employees, or agents shall have control
over the conduct of Consultant or any of Consultant's officers, employees, or agents,
except as set forth in this Agreement. Consultant shall not at any time or in any manner
represent that it or any of its officers, employees, or agents are in any manner officers,
employees, or agents of the Agency. Consultant shall not incur or have the power to
incur any debt, obligation, or liability whatever against Agency, or bind Agency in any
manner.
b) No employee benefits shall be available to Consultant in connection with the
performance of this Agreement. Except for the fees paid to Consultant as provided in the
Agreement, Agency shall not pay salaries, wages, or other compensation to Consultant
for performing services hereunder for Agency. Agency shall not be liable for
compensation or indemnification to Consultant for injury or sickness arising out of
performing services hereunder.
13. Notices
Any notices which either party may desire to give to the other party under this
Agreement must be in writing and may be given either by 1) personal service, 2) delivery
by a reputable document delivery service, which provides a receipt showing date and
time of delivery, or 3) mailing in the United States Mail, certified mail, postage prepaid,
return receipt requested, addressed to the address of the party as set forth below or at
any other address as that party may later designate by notice:
Agency: Redevelopment Agency
of the City of Moorpark
799 Moorpark Avenue
Page a of 7
11
Moorpark, CA 93021
Attn: Executive Director
Consultant: Overland, Pacific, and Cutler
100 West Broadway, Suite 500
Long Beach, CA 90802
Attn: Mark LaBonte
14. Assignment
The Consultant shall not assign the performance of this Agreement, nor any part
thereof, nor any monies due hereunder, without prior written consent of the Agency. It is
understood and acknowledged by the parties that Consultant is uniquely qualified to
perform the services provided for in this Agreement.
15. Entire Agreement
This written Agreement, including all writings specifically incorporated herein by
reference, shall constitute the complete Agreement between the parties hereto. No oral
Agreement, understanding, or representation not reduced to writing and specifically
incorporated herein shall be of any force or effect, nor shall any such oral Agreement,
understanding, or representation be binding on the parties hereto. Should interpretation
of this Agreement, or any portion thereof, be necessary, it is deemed that this Agreement
was prepared by the parties jointly and equally, and shall not be interpreted against
either party on the ground that the party prepared the Agreement or caused it to be
prepared. No waiver of any provision of this Agreement shall be deemed or shall
constitute, a waiver of any other provision, whether or not similar, nor shall any such
waiver constitute a continuing or subsequent waiver of the same provisions. No waiver
shall be binding, unless executed in writing by the party making the waiver.
16. Anti - Discrimination
In the performance of the terms of this Agreement, Consultant agrees that it will
not engage in, nor permit such subcontractors as it may employ, to engage in
discrimination in employment of persons because of the age, race, color, creed, sex,
sexual orientation, national origin, ancestry, religion, physical disability, medical
disability, medical condition, or marital status of such persons. Violation of this provision
may result in the imposition of penalties referred to in the Labor Code of the State of
California Section 1735.
17. General Conditions
a) Consultant agrees to limit its actions related to economic interest and potential
or real conflicts of interest as such as defined by applicable State law to the same
standards and requirements for designated Agency employees.
Page 5 of 7
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b) Agency shall not be called upon to assume any liability for the direct payment
of any salary, wage or other compensation to any person employed by Consultant
performing services hereunder for Agency.
c) At the time of 1) termination of this Agreement or 2) conclusion of all work, all
original reports, documents, calculations, computer files, notes, and other related
materials whether prepared by Consultant or its subcontractor(s) or obtained in the
course of providing the services to be performed pursuant to this Agreement shall
become the sole property of Agency. Any word processing computer files provided to
Agency shall use Microsoft Word for Windows software.
d) Nothing contained in this Agreement shall be deemed, construed or
represented by Agency or Consultant or by any third person to create the relationship of
principal or agent, or of a partnership, or of a joint venture, or of any other association of
any kind or nature between Agency and Consultant.
e) Cases involving a dispute between Agency and Consultant may be decided by
an arbitrator if both sides agree in writing on the arbitration and on the arbitrator
selected, with costs proportional to the judgment of the arbitrator.
f) The captions and headings of the various Sections and Exhibits of this
Agreement are for convenience and identification only and shall not be deemed to limit
or define the content of the respective Sections and Exhibits hereof.
g) If any portion of this Agreement is held by a court of competent jurisdiction to
be invalid, void, or unenforceable, the remaining provisions will never - the -less continue
in full force without being impaired or invalidated in any way.
h) No officer, employee, director or agent of the Agency shall participate in any
decision relating to this Agreement which affects the individual personal interest or the
interest of any corporation, partnership, or association in which he is directly or indirectly
interested, or shall any such person have any interest, direct or indirect, in this
Agreement or the provisions thereof.
18. Governing Law
The Agency and Consultant understand and agree that the laws of the State of
California shall govern the rights, obligations, duties, and liabilities of the parties to this
Agreement and also govern the interpretation of this Agreement.
This Agreement is made, entered into, and executed in Ventura County,
California, and any action filed in any court or for arbitration for the interpretation,
enforcement or other action of the terms, conditions or covenants referred to herein shall
be filed in the applicable court in Ventura County, California.
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19. Authority to Execute this Agreement
The person or persons executing this Agreement on behalf of Consultant warrants
and represents that this individual has the authority to execute this Agreement on behalf
of the Consultant and has the authority to bind Consultant to the performance of its
obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
REDEVELOPMENT AGENCY OF CONSULTANT:
THE CITY OF MOORPARK: Overland, Pacific, and Cutler
Steven Kueny Mark LaBonte
Executive Director Vice President
ATTEST:
Deborah S. Traffenstedt, Agency Secretary
Exhibit "A ": Schedule of Fees
Exhibit "B ": Insurance Requirements
Page 7 of 7
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EXHIBIT A
Schedule
Overland, Pacific & Cutler, Inc.
Principal Consultant / Program Manager $185.00 per hour
Designated Real Estate Appraiser
$275.00 per hour
Staff Real Estate Appraiser
$150.00 per hour
Senior Utility Coordinator
$150.00 per hour
Senior Project Manager
$140.00 per hour
Project Manager
$130.00 per hour
Utility Coordinator
$130.00 per hour
Senior Acquisition / Relocation Consultant
$115.00 per hour
Acquisition /Relocation Consultant / Analyst
$105.00 per hour
Escrow Officer / Project Support
$ 73.00 per hour
Administrative Support
$ 45.00 per hour
OPC considers photocopying, first class postage, telephone, facsimile and cellular communication
charges as a normal part of doing business. These charges are included in the stated hourly
rates. Out -of- pocket expenses including pre - approved travel and lodging, outside exhibit
preparation, requested overnight courier or registered and /or certified mail (return receipt
requested) charges and specialty reproduction (unless otherwise specified) are in addition to the
contract amount and will be charged at cost plus ten percent ( +10 %) for administration,
coordination and handling. Subcontracted services, other than those listed above, will be
invoiced at cost plus ten percent ( +10 %).
In the event OPC is required to perform any act in relation to litigation arising out of any project
with the Client (for example, expert consulting, responding to a complaint, or proceeding with
discovery and trial), such services are not part of this contract, nor are they part of our normal
fees. If required, these types of services will be invoiced at two times the regular hourly rates.
In the event this contract extends twelve (12) months beyond the initial date of execution, the
hourly rates and any remaining amount in the contract shall be adjusted upwardly by five percent
(5 %) per annum, compounded annually, on the anniversary date of this contract.
Written communication services in other languages would be an additional cost and would be
billed separately based on quoted hourly rates by independent translation services. Verbal
communication in Spanish, if necessary, will be included at no additional charge.
OPC may submit monthly invoices for the professional services rendered based on the hourly rate
schedule provided above. Substantial changes in the required scope of work may result in the
revision of the proposed fees.
15
EXHIBIT B
Insurance Requirements
Prior to the beginning of and throughout the duration of the Work, Consultant will
maintain insurance in conformance with the requirements set forth below. Consultant will
use existing coverage to comply with these requirements. If that existing coverage does
not meet the requirements set forth here, Consultant agrees to amend, supplement or
endorse the existing coverage to do so. Consultant acknowledges that the insurance
coverage and policy limits set forth in this section constitute the minimum amount of
coverage required. Any insurance proceeds available to Agency in excess of the limits
and coverage required in this Agreement and which is applicable to a given loss, will be
available to Agency.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office "Commercial
General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be
paid in addition to limits. There shall be no cross liability exclusion for claims or suits by
one insured against another. Limits are subject to review but in no event less than
$1,000,000 per occurrence and $2,000,000 in the aggregate.
Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event
to be less than $1,000,000 per accident. If Consultant owns no vehicles, this
requirement may be satisfied by a non -owned auto endorsement to the general liability
policy described above. If Consultant or Consultant employees will use personal autos in
any way on this project, Consultant shall provide evidence of personal auto liability
coverage for each such person.
Workers' Compensation on a state - approved policy form providing statutory benefits as
required by law with employer's liability limits no less than $1,000,000 per accident or
disease.
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.
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Insurance procured pursuant to these requirements shall be written by insurers that are
admitted carriers in the State of California and with an A.M. Bests rating of A- or better
and a minimum financial size VII.
General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and Agency 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 Agency and the City of
Moorpark, its officials, employees, servants, agents, and independent consultants
( "Agency indemnities "), 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 AGENCY regardless of the applicability of any insurance proceeds, and to
require all contractors and subcontractor's to do likewise.
3. All insurance coverage and limits provided by Consultant 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
Agency 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 Agency 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 any contractor or subcontractor.
6. All coverage types and limits required are subject to approval, modification, and
additional requirements by the Agency, 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 Agency's protection without
Agency'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 Agency
at or prior to the execution of this Agreement. In the event such proof of any
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insurance is not delivered as required, or in the event such insurance is canceled
at any time and no replacement coverage is provided, Agency 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 Agency shall be charged to and promptly paid by Consultant or deducted from
sums due Consultant, at Agency option.
8. Certificates of insurance are to reflect that the insurer will provide 30 days notice
to Agency of any cancellation of coverage. Consultant agrees to require its insurer
to modify such certificates to delete any exculpatory wording stating that failure of
the insurer to mail written notice of cancellation imposes no obligation, or that any
party will "endeavor" (as opposed to being required) to comply with the
requirements of the certificate.
9. It is acknowledged by the parties of this Agreement that all insurance coverage
required to be provided by Consultant or any subconsultant, is intended to apply
first and on a primary, non - contributing basis in relation to any other insurance or
self insurance available to Agency.
10. Consultant agrees to ensure that subcontractors, and any other party involved
with the project, who 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 Agency
for review.
11. Consultant agrees not to self- insure or to use any self- insured retention or
deductibles on any portion of the insurance required herein and further agrees
that it will not allow any contractor, subcontractor, 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 Agency. If Consultant's existing
coverage includes a deductible or self- insured retention, the deductible or self -
insured retention must be declared to the Agency. At that time the Agency shall
review options with the Consultant, which may include reduction or elimination of
the deductible of self- insured retention, substitution of other coverage, or other
solutions.
12. The Agency 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 Agency will negotiate additional
compensation proportional to the increased benefit to Agency.
13. 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.
14. Consultant acknowledges and agrees that any actual or alleged failure on the part
of the Agency to inform Consultant of non - compliance with any insurance
requirement in no way imposes any additional obligations on Agency nor does it
waive any rights hereunder in this or any other regard.
15. Consultant will renew the required coverage annually as long as Agency, 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
Agency executes a written statement to that effect.
16. 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 is required in these specifications
applicable to the renewing or new coverage must be provided to Agency within
five days of the expiration of the coverages.
17. 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 Agency,
its employees, officials, and agents.
18. 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 give coverage feature is for purposes of clarification only as it pertains to a
given issue, and is not intended by any party of insured to be limiting or all -
inclusive.
19. 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.
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20. 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.
21. 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 Agency or
Consultant for the cost of additional insurance coverage required by this
Agreement. Any such provisions are to be deleted with reference to the Agency. It
is not the intent of Agency to reimburse any third party for the cost of complying
with these requirements. There shall be no recourse against Agency for payment
of premiums or other amounts with respect thereto.
22. Consultant agrees to provide immediate notice to Agency of any claim or loss
against Consultant arising out of the work performed under this Agreement.
Agency 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 Agency.
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