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HomeMy WebLinkAboutStaff Report 299-08TO: City of Palo Alto Manager’s Report. HONORABLE CITY COUNCIL FROM:CITY MANAGER DEPARTMENT: PUBLIC WORKS DATE:JULY 14, 2008 CMR:299:08 SUBJECT:APPROVAL OF 1) A STORM DRAIN ENTERPRISE FUND CONTRACT WITH PROVEN MANAGEMENT, INC. IN THE TOTAL AMOUNT NOT TO EXCEED $582,725 TO CONSTRUCT SAN FRANCISQUITO CREEK STORM DRAIN BOX CULVERT, CAPITAL IMPROVEMENT PROGRAM PROJECT SD-06102 AND 2) AMENDMENT NO. 2 TO CONTRACT C06113651 WITH SCHAAF & WHEELER CONSULTING CIVIL ENGINEERS TO ADD $44,514 FOR ADDITIONAL ENGINEERING SUPPORT SERVICESFOR A TOTAL NOT TO EXCEED AMOUNT OF $733,022 RECOMMENDATION Staff recommends that Council: Approve and authorize the City Manager or his designee to execute the attached contract in the amount of $582,725 with Proven Management, Inc. (Attachment A) to construct the San Francisquito Creek Storm Drain Box Culvert; Authorize the City Manager or his designee to negotiate and execute one or more change orders to the contract with Proven Management, Inc. for related, additional but unforeseen work that may develop during the project, the total value of which shall not exceed $58,000; and Approve and authorize the City Manager or his designee to execute Amendment No. 2 to the contract with Schaaf & Wheeler Consulting Civil Engineers in the amount of $44,514 for additional services related to the San Francisquito Creek pump station and storm drain box culvert construction (Attachment B). BACKGROUND On November 21, 2005, Council awarded a contract to Schaaf & Wheeler Consulting Civil Engineers to design the San Francisquito Creek Storm Water Pump Station (CMR:409:05). On August 6, 2007, Council approved Amendment No. 1 to the contract in order to retain Schaaf & Wheeler to perform services to support staff during the construction of the pump station. Services provided include the review of contractor submittals, attendance at weekly construction meetings with City staff and the contractor, review of potential construction contract change orders, and issuance of clarifications to the contract documents during construction. 9 CMR:290:08 Page 1 of 4 On August 6, 2007, Council awarded a contract to Proven Management, Inc. for the construction of the San Francisquito Creek Storm Water Pump Station (CMR:314:07). Bids received for the project were substantially higher than expected, which necessitated a Budget Amendment Ordinance and a loan from the General Fund. At the time of the contract award, staff notified Council of its intention to defer the construction of the storm drain box culvert leading to the pump station as a potential cost savings strategy. Staff believed that lower bid prices might be secured from a specialty underground construction contractor if the storm drain were rebid as a separate construction project. As a result, staff issued a deductive change order to Proven Management, Inc. deleting the storm drain from the scope of the pump station project. The FY 2008-09 Storm Drainage Fund CIP budget approved by Council included $700,000 for the San Francisquito Creek storm drain box culvert. The exact alignment and length of the storm drain box culvert has changed since the original pump station contract was awarded last August. In order to minimize project costs, the box culvert was designed to be installed along the shortest route between the existing storm drain outfall and the new pump station. This route crosses a parcel of private property at 2023-2025 East Bayshore Road. Staff was in the process of negotiating with the property owners for a utility easement when Council awarded the pump station contract in August 2007. Staff acquired the required easement from the property owners in December 2007. In order to satisfy the property owners’ concerns about the impact of the easement on the value of their property, the box culvert was realigned so that it will encumber a smaller portion of the property. This resulted in the box culvert being lengthened by approximately 45 feet. In addition, the City agreed to make some paving and drainage improvements, to the private parcel as part of the owners? compensation for the utility easement. The cost of the lengthened box culvert and the additional site work items was estimated to be approximately $125,000. DISCUSSION Scope of Work This project includes the construction of a new box culvert connecting the existing storm drain outfall to the San Francisquito Creek storm water pump station currently under construction, as well as paving and drainage improvements on and adjacent to an easement that the box culvert will occupy. The new box culvert together with the pump station will provide improved drainage in a 1,250-acre area of northeastern Palo Alto. The pump station will allow the discharge of storm runoff into the creek even when the creek water surface elevation is higher than the nearby ground surface elevations. Bid Process A notice inviting formal bids for the project was posted at City Hall on June 3, 2008 and sent to 10 builders’ exchanges and 18 potential bidders. The bidding period was 21 days. Bids were received from five qualified contractors on June 24, 2008 as listed on the attached bid summary (Attachment C). Bids for the base bid work items ranged from a low bid of $582,725 to a high of $1,446,775. The low bid for the base bid work items is 11 percent below the engineer’s estimate of $657,750. Although the low bid is approximately $50,000 higher than the $530,000 originally bid for the box culvert in August 2007, this increase is due to the re-alignment of the culvert in order to avoid impacts to private property. CMR:299:08 .. Page 2 of 4 Summary of Bid Process Bid Name/Number San Francisquito Creek Storm Drain Outfall, Invitation For Bids (IFB) No. 127067 Proposed Length of Project Final Completion by October 1, 2008 Number of Bid Packages Delivered 18 to Contractors Number of Bid Packages Delivered 10 to Builder’s Exchanges Total Days to Respond to Bid 21 Pre-Bid Meeting?No Number of Bids Received:5 Bid Price Range Low bid $582,725 to a high of $1,446,775 The Certification of Nondiscrimination is provided as Attachment D. Staff recommends that the base bid of $582,725 submitted by Proven Management, Inc. be accepted and that Proven Management, Inc. be declared the lowest responsible bidder. The construction contingency amount of $58,000 (which equals 10 percent of the contract award amount) is requested to resolve unforeseen problems and/or conflicts that may arise during the construction period. Staff checked references supplied by the contractor for previous work performed and found that the contractor has a history of satisfactory performance and a long resume of largeTscale underground construction projects. Staff also checked with the Contractor’s State License Board and found that the contractor has an active license on file and is in good standing with the Board. Amendment No. 2 to Design Contract The dollar value of construction administration services included in Amendment NO. 1 to the contract with Schaaf & Wheeler Consulting Civil Engineers was estimated based on best information available at the time. Staff has minimized the project construction administration expenditures by conducting daily inspection of the construction activity using in-house personnel and minimizing use of the consultant as much as possible. Nevertheless, the consultant services provided to-date for the San Francisquito Creek Storm Water Pump Station have nearly exhausted the original project construction administration budget and additional services will be required during the construction of the storm drain box culvert. Attachment B is a contract amendment in the amount of $44,514 for the additional construction management services to be performed by Schaaf & Wheeler Consulting Civil Engineers for the remaining duration of the project. Project Coordination The project has been coordinated with the City of East Palo Alto and the San Francisquito Creek Joint Powers Authority (JPA) to ensure the minimization of impacts to the creek and the neighboring community. The storm drain will be installed during weekend hours in order to minimize traffic impacts along East Bayshore Road and to the local businesses. RESOURCE IMPACT Funds for the construction of the San Francisquito Creek storm drain box culvert and CMR:299:08 Page 3 of 4 Amendment No. 2 to the design contract with Schaaf & Wheeler Consulting Civil Engineers are available in the approved budget for Storm Drain Capital Improvement Project SD-06102. POLICY IMPLICATIONS The recommendations contained in this report are consistent with existing City policies. TIMELINE Construction of the San Francisquito Creek storm drain box culvert is expected to start in early August 2008 and be fully completed on or before October 1, 2008. ENVIRONMENTAL REVIEW An initial study checklist was prepared for the project and it was determined that, with the implementation of mitigation measures and standard conditions of approval, the project would have a less than significant impact on the environment. A Mitigated Negative Declaration for the project was approved by the Director of Planning and Community Environment, upon the recommendation of the Architectural Review Board on April 5, 2007. ATTACHMENTS Attachment A:Construction Contract with Proven Management, Inc. Attachment B:Design Services Contract Amendment No. 2 with Schaaf & Wheeler Attachment C:Bid Summary Attachment D:Certification of Nondiscrimination PREPARED BY: JOFdTERESI Senior Engineer DEPARTMENT HEAD: CITY MANAGER APPROVAL: GLENN S. ROBERTS Director of Public Works~ STEVE EMSME./KELL Y /MORARIU Deputy City Managers Storm Drain Oversight Committee Kevin Murray, San Francisquito Creek JPA Alvin James, City of East Palo Alto Scott Yeaman, Yeaman Auto Body Mitch Johnson, Palo Alto Upholstery Tommie Roberts Dennis Parker CMR:299:08 Page 4 of 4 ATTACHMENT A FORMAL CONTRACT SECTION 500 CONTRACT No. C09127067 (Public Work) Public Works Department This Contract, number C09127067 dated x . is entered into by and between the City of Palo Alto, a charter city and a municipal corporation of the State of California ("City"), and Proven Mana.qement~ Inc. ("Contractor"). For and in consideration of the covenants, terms, and conditions ("the provisions") of this Contract, City and Contractor ("the parties") agree: Term. This Contract shall commence and be binding on the parties on the Date of Execution of this Contract, and shall expire on the date of recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on the date that final payment is made hereunder, subject to the earlier termination of this Contract. General Scope of Proiect and Work, Contractor shall furnish labor, services, materials and equipment in connection with the construction of the Project and complete the Work in accordance with the covenants, terms and conditions of this Contract to the satisfaction of City. The Project and Work is generally described as follows: .4. Title of Project:San Francisquito Creek Storm Drain Outfali, Invitation for Bids (IFB) No. 127067. Bid:$ 582,725.00 (Five Hundred Eighty Two Thousand Seven Hundred Twenty Five Dollars) Contract Documents. This Contract shall consist of the documents set forth below, which are on file with the City Clerk and are hereby incorporated by reference. For the purposes of construing, interpreting and resolving inconsistencies between and among the provisions of this Contract, these documents and the provisions thereof are set forth in the following descending order of precedence. This Contract. Invitation for Bid. - Project Specifications. Drawings. ’ Change Orders. Bid. Supplementary Conditions. General Conditions. City of Palo Alto Dept. of Public Works Standard Drawings and Specifications (most current version), Certificate of Insurance, Performance Surety Bond, Labor & Materials (Payment) Surety Bond. Other Specifications, or part thereof, not expressly incorporated in the Contract Specifications or the City of Palo Alto Dept. of Public Works Standard Drawings and Specifications (most current version). Any other document not expressly mentioned herein which is issued by City or entered into by the parties. Compensation. In consideration of Contractor’s performance of its obligations hereunder, City shall pay to Contractor the amount set forth in Contractor’s Bid in accordance with the provisions of this Contract and upon the receipt of written invoices and all necessary supporting documentation within the time set forth in the Contract Specifications and the City of Palo Alto Dept. of Public Works Standard Drawings and Specifications (most current version), or, if no time is stated, within thirty (30) Days of the date of receipt of Contractor’s invoices. Insurance. On or before the Date of Execution, Contractor shall obtain and maintain the policies of insurance coverage described in the Invitation For Bid on terms and conditions and in amounts as may be required bythe Risk Manager. City shall not be obligated to take out insurance on Contractor’s personal property or the personal property of any person performing labor or services or supplying materials or equipment under the Project. Contractor shall furnish City with the certificates of insurance and with original endorsements affecting coverage required under this Contract on or before the Date of Execution. The certificates and endorsements for each insurance policy shall ’be signed by a person who is authorized by that insurer to bind coverage in its CITY OF rev. 5/o8 PALO ALTO CONTRACT C09127067 PAGE 1 OF 7 FORMAL CONTRACT SECTION 500 behalf. Proof of insurance shall be mailed to the Project Manager to the address set forth in Section 16 of this Contract. Indemnification. Contractor agrees to protect, defend, indemnify and hold City, its Council members, officers, employees, agents and representatives harmless from and against any and all claims, demands, liabilities, losses, damages, costs, expenses, liens, penalties, suits, or judgments, arising, in whole or in part, directly or indirectly, at any time from any injury to or death of persons or damage to property as a result of the willful acts or the negligent acts or omissions of Contractor, or which results from Contractor’s noncompliance with any Law respecting the condition, use, occupation or safety of the Project site, or any part thereof, or which arises from Contractor’s failure to do anything required under this Contract or for doing anything which Contractor is required not to do under this Contract, or which arises from conduct for which any Law may impose strict liability on Contractor in the performance of or failure to perform the provisions of this Contract, except as may arise from the sole willful acts or negligent acts or omissions of City or any of its Council members, officers, employees, agents or representatives. This indemnification shall extend to any and all claims, demands, or liens made or filed by reason of any work performed by Contractor under.this Contract at any time during the term of this Contract, or arising thereafter. To the extent Contractor will use hazardous materials in connection with the execution of its obligations under this Contract, Contractor further expressly agrees to protect, indemnify, hold harmless and defend City, its City Council members, officers and employees from and against any and all claims, demands, liabilities, losses, damages, costs, expenses, liens, penalties, suits, or judgments City may incur, arising, in whole or in part, in connection with or as a result of Contractor’s willful acts or negligent acts or omissions under this Contract, under the Comprehensive Environmental Response, Compensation and Liability Act (42 U.S.C. ))9601-6975, as amended); the Resource Conservation and Recovery Act (42 U.S.C. ~6901-6992k, as amended); the Toxic Substances Control Act (15 U.S.C. -~2601-2692, as amended); the Carpenter-Presley-Tanner Hazardous Substance Account Act (Health & Safety Code, -~25300-25395, as amended); the Hazardous Waste Control Law (Health & Safety Code, a~25100-25250.25, as amended); the Safe Drinking Water and Toxic Enforcement Act (Health & Safety Code, ))25249.5-25249.13, as amended); the Underground Storage of Hazardous Substances Act (Health & Safety Code, a-~25280-25299.7, as amended); or under any other local, state or federal law, statute or ordinance, or at common law. Assumption of Risk, Contractor agrees to Voluntarily assume any and all risk Of loss, damage, or injury to the property of Contractor which may occur in, on, or about the Project site at any time and in any manner, excepting such toss, injury, or damage as may be caused by the sole willful act or negligent act or omission of City or any of its Council members, officers, employees, agents or representatives. Waiver. The acceptance of any payment or performance, or any part thereof, shall not operate as a waiver by City of its rights under this Contract. A waiver by City of any breach of any part or provision of this Contract by Contractor shall not operate as a waiver or continuing waiver of any subsequent breach of the same or any other provision, nor shall any custom or practice which may arise between the parties in the administration of any part or provision of this Contract be construed to waive or to lessen the right of City to insist upon the performance of Contractor in strict compliance with the covenants, terms and conditions of this Contract. No Exoneration By Inspection:. The City has the right, but not the duty, to inspect Contractor’s Work. The right of inspection is solely for the benefit of City. Contractor has the obligation to complete the Work in a satisfactory manner in compliance with Contract requirements. The presence of a City inspector does not shift that obligation to the City or relieve Contractor from its obligations to complete the Work in a satisfactory manner in compliance with the Contract requirements. 10.Compliance with Laws. Contractor shall comply with all Laws now in force or which may hereafter be in force pertaining to the Project and Work and this Contract, with the requirement of any bid security or fire underwriters or other similar body now or hereafter constituted, with any discretionary license or permit issued pursuant to any Law of any public agency or official as well as with any provision of all recorded documents affecting the Project site, insofar as any are required by reason of the use or occupancy of the Project site, and with all Laws pertaining to nondiscrimination in employment and hazardous materials. 1.1.Bid Security Bonds. As a condition precedent to City’s obligation to pay compensation to Contractor, and on or before the Date of Execution, Contractor shall furnish to the Project Manager the Bid Security as required under the Invitation for Bids. CITY OF PALO ALTO CONTRACT C09127067 PAGE 2 OF 7 rev. 5/08 FORMAL CONTRACT SECTION 500 12.Representations and Warranties. In the supply of any materials and equipment and the rendering of labor and services during the course and scope of the Project and Work, Contractor represents and warrants: Any materials and equipment which shall be used during the course and scope of the Project and Work shall be vested in Contractor; Any materials and equipment which shalt be used during the course and scope of the Project and Work shall be merchantable and fit to be used for the particular purpose for which the materials are required; Any labor and services rendered and materials and equipment used or employed during the course and scope of the Project and Work shall be free of defects in workmanship for a period of one (1) year after the recordation of the Notice of Substantial Completion, or, if no such notice is required to be filed, on the date that final payment is made hereunder; Any manufacturer’s warranty obtained by Contractor shall be obtained or s hall be deemed obtained by Contractor for and in behalf of City. Any information submitted by Contractor prier to the award of Contract, or thereafter, upon request, whether or not submitted under a continuing obligation by the terms of the Contract to do so, is true and correct at the time such information is submitted or made available to the City; Contractor has not colluded, conspired, or agreed, directly or indirectly, with any person in regard tothe terms and conditions of Contractor’s Bid. except as may be permitted by the Invitation For Bid; Contractor has the power and authority to enter into this Contract with City, that the individual executing this Contract is duly authorized to do so by appropriate resolution, and that this Contract shall be executed, delivered and performed pursuant to the power and authority conferred upon the person or persons authorized to bind Contractor; Contractor has not made an attempt to exert undue influence with the Purchasing Manager or Project Manager or any other person who has directly contributed to City’s decision to award the contract to Contractor; There are no unresolved claims or disputes between Contractor and City which would materially affect Contractor’s ability to perform under the Contract; Contractor has furnished and will furnish true and accurate statements, records, reports, resolutions, certifications, and other written information as may be requested of Contractor by City from time to time during the term of this Contract; Contractor and any person performing labor and services under this Project are duly licensed by the State of California as required by California Business & Professions Code Section 7028, as amended; and Contractor has fully examined and inspected the Project site and has full knowledge of the physical conditions of the Project site. 13. 14. Assiqnment. This Contract and the performance required hereunder is personal to Contractor, and it shall not be assigned by Contractor. Any attempted assignment shall be null and void. Claims of Contractor. All claims pertaining to extra work, additional charges, or delays within the Contract Time or other disputes arising out of the Contract shall be submitted by Contractor to City in writing by certified or registered mail within ten (10) Days after the claim arose or within such other time as may be permitted or required by law, and shall be described in sufficient detail to give adequate notice of the substance of the claim to City. 15.Audits by City. During the term of this Contract and for a period of not less than three (3) years after the CITY OF PALO ALTO CONTRACT C09127067 PAGE 3 OF 7rev. 5/08 FORMAL CONTRACT SECTION 500 expiration or earlier termination of this Contract, City shall have the right to audit Contractor’s Project-related and Work-related writings and business records, as such terms are defined in California Evidence Code Sections 250 and 1271, as amended, during the regular business hours of Contractor, or, if Contractor has no such hours, during the regular business hours of City. 16.Notices. All agreements, appointments, approvals, authorizations, claims, demands, Change Orders, consents, designations, notices, offers, requests and statements given by either party to the other shall be in writing and shall be sufficiently given and served upon the other party if (1) personally served, (2) sent by the United States mail, postage prepaid, (3) sent by private express delivery service, or (4) in the case of a facsimile transmission, if sent to the telephone FAX number set forth below during regular business hours of the receiving party and followed within two (2) Days by delivery of a hard copy of the material sent by facsimile transmission, in accordance with (1), (2) or (3) above. Personal service shall include, without limitation, service by delivery and service by facsimile transmission. To City:City of Palo Alto City Clerk 250 Hamilton Avenue P.O. Box 10250 Palo Alto, CA 94303 Copy to:City of Palo Alto Public Works Department Engineering Division P.O. Box 10250 Palo Alto, CA 94303 Joe Teresi, Project Manager To Contractor:Proven Management, Inc 706 Sansome Street. San Francisco, CA 94111-1704 Attn: William Gilmartin 17.Appropriation of City Funds. This Contract is subject to the fiscal provisions of Article 111, Section 12 of the Charter of the City of Palo Alto. Any charges hereunder for labor, services, materials and equipment may accrue only after such expenditures have been approved in advance in writing in accordance with applicable Laws. This Contract shall terminate without penalty (I) at the end of any fiscal year in the event that funds are not appropriated for the following fiscal year, or (ii) at any time within a fiscal year in the event that funds are 0nly appropriated for a portion of the fiscal year and funds for this Contract are no longer available. This Section 17 shall control in the event of a conflict with any other provision of this Contract. 18.Miscellaneous. Bailee Disclaimer. The parties understand and agree that City does not purport to be Contractor’s bailee, and City is, therefore, not responsible for any damage to the personal property of Contractor. Consent. Whenever in this Contract the approval or consent of a party is required, such approval or consent shall be in writing and shall be executed by a person having the express authority to grant such approval or consent. Controlling Law. The parties agree that this Contract shall be governed and construed by and in accordance with the Laws of the State of California. Definitions. The definitions and terms set forth in Section 1 of the City of Palo Alto Dept. of Public Works Standard Drawings and Specifications (most current version)of this Contract are incorporated herein by reference. e.Force Majeure. Neither party shall be deemed to be in default on account of any delay or failure to CITY OF PALO ALTO rev. 5/08 CONTRACT C09t27067 PAGE 4 OF 7 FORMAL CONTRACT SECTION 500 perform its obligations under this Contract which directly results from an Act of God or an act (~ a superior governmental authority. Headings. The paragraph headings are not a part of this Contract and shall have no effect upon the construction or interpretation of any part of this Contract. Incorporation of Documents. All documents constituting the Contract documents described in Section 3 hereof and all documents which may, from time to time, be referred to in any duly executed amendment hereto are by such reference incorporated in this Contract and shall be deemed to be part of this Contract. Integration. This Contract and any amendments hereto between the parties constitute the entire agreement between the parties concerning the Project and Work, and there are no other prior oral or written agreements between the parties that are not incorporated in this Contract. Modification of Agreement. This Contract shall not be modified or be binding upon the parties, unless such modification is agreed to in writing and signed by the parties. Provision. Any agreement, covenant, condition, clause, qualification, restriction, reservation, term or other stipulation in the Contract shall define or otherwise control, establish, or limit the.performance required or permitted or to be required of or permitted by either party. All provisions, whether covenants or conditions, shall be deemed to be both covenants and conditions. Resolution. Contractor shall submit with its Bid a copy.of any corporate or partnership resolution or other writing, which authorizes any director, officer or other employee or partner to act for or in behalf of Contractor or which authorizes Contractor to enter into this Contract. Severability. If a court of competent jurisdiction finds or rules that any provision of this Contract is void or unenforceable, the provisions of this Contract not so affected shall remain in full force and effect. Status of Contractor. In the exercise of rights and obligations under this Contract, Contractor acts as an independent contractor and not as an agent or employee of City. Contractor shall not be entitled to : any rights and benefits accorded or accruing ~o the City Council members, officers or employees of City, and Contractor expressly waives any and all claims to such rights and benefits. Successors and Assigns. The provisions of this Contract shall inure to the benefit of, and shall apply to and bind, the successors and assigns of the parties. Time of the Essence. Time is of the essence of this Contract and each of its provisions. In the calculation of time hereunder, the time in which an act is to be performed shall be computed by excluding the first Day and including the last. If the time in which an act is to be performed falls on a Saturday, Sunday, or any Day observed as a legal holiday by City, the time for performance shall be extended to the following Business Day. Alternative Dispute Resolution. The parties shall endeavor to resolve any disputes or claims arising out of or relating to this Contract by mediation, which, unless the parties agree otherwise, shall be conducted under the auspices of the Judicial Arbitration and Mediation Service (JAMS), San Jose, California. The intent of the parties is that the mediation shall proceed in advance of litigation; however, if any party should commence litigation before the conclusion of mediation, such litigation, including discovery, shall be stayed pending completion of mediation, and by executing this Contract the parties stipulate to mediation in accordance with Santa Clara County Superior Court Local Rule 1.15 or Rule 2-3(b) of the ADR Local Rules of the U.S. District Court for the Northern District of California, as such rules may be amended from time to time. The parties shall share the cost of the mediation, including the mediator’s fee, equally. Any written agreement reached in mediation shall be enforceable pursuant to CaliforniaCode of Civil Procedure § 664.6, as amended. ’CITY OF PALO rev. 5/08 Venue. Unless the parties mutually agree otherwise, mediation shall take place in San Jose, California. In the event that litigation is commenced by any party hereunder, the parties agree that such action shall be vested exclusively in the state courts of California in the County of Santa Clara or ALTO CONTRACT C09127067 PAGE 5 OF 7 FORMAL CONTRACT ~ ---in the United States District Court for the Northern District of California. SECTION 50O Recovery of Costs. Each Party shall bear its own costs, including attorney’s fees, through the completion of mediation. If the claim or dispute is not resolved through mediation, or if litigation is necessary to enforce a settlement reached at mediation pursuant !o California Code of Civil Procedure § 664.6, as amended, then the prevailing party in any subsequent litigation may recover its reasonable costs, including attorney’s fees, incurred subsequent to conclusion of the mediation. Flow-down. Contractor agrees to include provisions of this Contract relating to Alternative Dispute Resolution, Venue. and Recovery of Costs in any subcontracts or major material purchase agreements which it enters into in connection with this Contract, and to require its subcontractors to include those provisions in any sub-contracts or major material purchase agreements, such that any mediation or litigation of any claim or dispute asserted by a subcontractor or major material supplier will be consolidated with any related claimor dispute between the Contractor and the City. Should the Contractor fail to do so, such that the City is required to defend an action brought by a subcontractor or material supplier inconsistent with the Alternative Dispute and Venue provisions of this Contract, Contractor shall indemnify City for City’s costs of defense, including reasonable attorney’s fees: IN WITNESS WHEREOF, tile parties have by their duly appointed representatives executed this Contract in the city of Pale Alto, County of Santa Clara, State of California on the date first stated above. APPROVED AS TO FORM:CITY OF PALO ALTO Senior Assistant City Attorney City Manager APPROVED:CONTRACTOR: Director of Administrative Services Director of Public Works By: Name: Title: By: Name: Title: (Compliance with California Corporations Code ) 313 is required if the entity on whose behalf this contract is signed is a corporation. In the alternative, a certified corporate resolution attesting to the signatory authority of the individuals signing in their respective capacities is acceptable) CITY OF PALe ALTO rev. 5/08 CONTRACT C09127067 PAGE 6 OF 7 FORMAL CONTRACT SECTION 500 CERTIFICATE OF ACKNOWLEDGMENT (Civil Code -~ 1189) STATE OF COUNTY OF On , before me,a notary public in and for said County, personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WITNESS my hand and official seal. Signature (Seal) CITY OF PALO ALTO rev. 5/08 CONTRACT C0912706~~PAGE7 OF7 ATTACHMENT B CITY OF PALO ALTO CONTRACT NO. C06113651 AMENDMENT NO. 2 TO CONTRACT NO. C06113651 BETWEEN THE CITY OF PALO ALTO AND SCHAAF & WHEELER, CONSULTING CIVIL ENGINEERS This Amendment No. 2 to contract No. C06113651 (~Contract") is entered into 2008, by and between the CITY OF PALO ALTO, a California Charter City ("CITY"), and SCHAAF & WHEELER, CONSULTING CIVIL ENGINEERS, a California Corporation located at i00 N. Winchester Blvd., Suite 200, Santa Clara, CA 95050-6566 ("CONSULTANT"). RECITALS: WHEREAS, the Contract was entered into between the parties for the provision of professional consulting services relating to the design services for the San Francisquito Creek Storm Water Pump Station ("Project"); and WHEREAS, the parties wish to amend the Contract to increase the scope of services and compensation; NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions of this Amendment, the parties agree: SECTION i. Section i, SCOPE OF SERVICES, is hereby amended to add the following: "The scope of services and deliverables constituting the Project (~Basic Services") will be performed, delivered or executed by CONSULTANT in accordance with the schedule and the requirements of Exhibit ~A" and Exhibit ~A-I" as revised for additional scope of services." SECTION 2. Section 4, NOT TO EXCEED COMPENSATION, is hereby amended to read as follows: ~The compensation to be paid to CONSULTANT for performance of the Services described in Exhibits "A" and "A-l" as revised, including both payment for professional services and reimbursable expenses, shall not exceed six hundred eighty-three thousand one hundred fifty-eight dollars ($683,158.00). In the event Additional Services are authorized, the total compensation for services and reimbursable expenses shall not exceed seven hundred thirty-three thousand twenty-two dollars ($733,022.00). The applicable rates and schedule of payment are set out in Exhibit ~C", which is attached to and made a part of this Agreement. S : ATT / US_E R__S!_O_~’_F ~.C_E __FORM__S!9 i t~Z_.App ~ov e d Cont_~act s CITY OF PALO ALTO CONTRACT NO. C06113651 Additional Services, if any, shall be authorized in accordance with and subject to the provisions of Exhibit "C". CONSULTANT shall not receive any compensation for Additional Services performed without the prior written authorization of CITY. Additional Services shall mean any work that is determined by CITY to be necessary for the proper completion of the Project, but which is not included within the Scope of Services described in Exhibits ~A" and ~A-I" as revised." SECTION 3. The following exhibit(s) to the Contract are hereby set forth as attachment(s) to this Amendment, which are incorporated in full by this reference: EXHIBIT "A-I" (REVISED): ADDITIONAL SCOPE OF SERVICES 2 S:ATT/USERS/OFFICE FORMS/City Approved Contracts 3/20/07 (REV) CITY OF PALO ALTO CONTRACT NO. C06113651 SECTION 4. Except as herein modified, all other provisions of the Contract, including any exhibits and subsequent amendments thereto, shall remain in full force and effect. IN WITNESS WHEREOF, the parties have by their duly authorized representatives executed this Amendment on the date first above written. APPROVED AS TO FORM:CITY OF. PALO ALTO Senior Asst. City Attorney City Manager APPROVED:SCHAAF & WHEELER, CONSULTING CIVIL ENGINEERS Director of Administrative Services Taxpayer Identification No. (Compli~ce with Corp. Code. ~ 313 is r.~quired ~f th~ entity on whose behalf this contract i~ signed is a corporation. In the alternative, a certified corporate resolution ~attestin~ to the signatory authority of th~ individuals signing in their r~spectlve capacities is acceptable). 3/20/07 (REV) CITY OF PALO ALTO CONTRACT NO. C06113651 REVISED EXHIBIT "A-I" ADDITIONAL SCOPE OF SERVICES DESIGN SERVICES FOR THE SAN FRANCISQUITO CREEK STORM WATER PUMP STATION - CONSTRUCTION MANAGEMENT SERVICES PHASE Task 11 Schaaf & Wheeler will provide construction management services in connection with this project as follows: a) Attending pre-construction conference. Prepare agendas and keep meeting minutes. b) Attending weekly construction meetings as requested by City. c) Issuing letters of clarification as required. d) Issuing supplemental project drawings as necessary. e) Reviewing contractor submittals. f) Responding to City or Contractor initiated Requests for Information (RFIs). RFIs shall be stamped with a professional engineering stamp for the responsible discipline prior to issuance. g) Assisting the City with requested Contract Change Orders (CCOs). h)Assisting the City with preparation of a separate bid package for the box culvert connecting the existing storm drain outfall to the storm water pump station. i) Visiting the project site during critical construction sequences and at City request. j)Advise City on contractor completion percentages prior to partial payments if requested. k)Prepare and confirm completion of Contractor’s punch list items prior to final payments. 1)Prepare final set of record drawings on mylar, based on approved and recorded changes during construction. Provide record drawings in digital format for archive in ACAD (.dwg) format with metadata text file including the date of preparation, company name, and technician. Contract C06113651 Amendment Two Page 1 of 1 .-ooo~oooo~o oooooooo~o ATTACHMENT C ATTACHMENT D CERTIFICATION OF NONDISCRIMINATION FORM 410 PROJECT: San Francisquito Creek Storm Drain Ouffall Certification of Nondiscrimination: As suppliers of goods and/or services to the City of Palo Alto in excess of $5,000, the firm, contractor or individual(s) listed below certify that: they do not and in the performance of this contract they will not discriminate in employment of any person because of race, skin color, ~ender, age, religion, disability, national origin, ancestry, sexual orientation, housing status, marital status, familial status, weight or height of such person; and further certify that they are in compliance with all Federal, State and local directives and executive orders regarding nondiscrimination in employment. Firm: .Proven Management, Inc. Title of Officer Signing: Vice P~dent DATE: June 24, 2008 CITY OF PALO ALTO - IFB 127067 PAGE 1 OF 1