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2007-129 - Authorizing The Interim Town Manager To Execute A Second Amendment To The Agreement Between The Town Of Los GatosRESOLUTION 2007-129 RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS .AUTHORIZING THE INTERIM TOWN MANAGER TO EXECUTE A SECOND AMENDMENT TO THE AGREEMENT BETWEEN THE TOWN OF LOS GATOS AND THE CITY OF CAMPBELL TO INCREASE THE COST OF UNDERGROUND UTILITY LOCATING SERVICES FROM $65.00 TO $75.00/PER USA INSPECTION WHEREAS, the City of Campbell is providing Underground Utility Locating Services at a cost of $65.00/per USA inspection; WHEREAS, The City of Campbell has requested a fee increase from $65.00 to $75.00/per USA inspection due to an increase in fuel and labor; WHEREAS, it is in the best interest of the Town of Los Gatos to contract with The City of Campbell at this time for underground utility locating services; and NOW, THEREFORE, IT IS RESOLVED that the Town Council of the Town of Los Gatos hereby approves the attached second Amendment to the Agreement (Exhibit A) with the City of Campbell until June 30, 2009 to provide underground utility locating services at a cost of $75.00/per USA inspection in the Town of Los Gatos; and BE IT FURTHER RESOLVED that the Interim Town Manager is hereby authorized and directed to execute said Amendment to the Agreement on behalf of the Council. PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos, California, held on the 17th day of December, 2007 by the following vote: AYES: Steve Glickman, Diane McNutt, Joe Pirzynski, Mike Wasserman, and Mayor Barbara Spector NAYS.: None ABSENT: ~'~ J ABSTAIN: ~ ~~' S ED: -- -- c~1~lnot~ - MAYOR F THE TOWN OF LOS GATOS LOS,~r TOS, CALIFORNIA ATTES ~e CLER OF TFI . TOWN OF LOS GATOS LOS GA ~ ALIFORNIA SECOND AMENDMENT TO AGREEMENT This SECOND .AMENDMENT TO AGREEMENT is entered into this day of 2007, by and between the Town of Los Gatos, State of California, herein called "Town," and the City of Campbell, herein called "[City]." RECITALS A. Town and City entered into an agreement to provide Construction Inspection Services in the Town of Los Gatos on July 11, 2006 ("Agreement"), a copy of which is attached hereto and incorporated herein by reference. B. On November 6, 2006, The Town and City entered into an amendment to the Agreement to provide underground utility locating services at a cost of $65.00 per inspection until June 30, 2007. AMENDMENT 1. Section III of the Agreement is hereby .amended to increase the cost of underground utility locating services to $75.00 per inspection due to increased fuel and labor costs and to extend the term of the agreement to June 30, 2009. IN WITNESS WHEREOF, the Town and City have executed this second amendment to the Agreement as of the date indicated on page one (1). By: Town of Los Gatos, Pamela Jacobs By: City of Campbell Michelle Quinney, City Engineer 70 North First Street Campbell, CA 95008 (Signature) Recommended by: {Signature) Kevin Rohani (Print Name) Interim Director of Parks and Public Works . Approved as to Form: Orry P. Korb, Town Attorney ATTEST: Jackie Rose, Clerk Administrator Exhibit A ~,L~r~ ll~t'An`I`N1~;NT IHH ~~a~~l~ ~ RESO This Agi'eenient entered into on is between the CITY OF CAMPBELL (CITY), a municipal corporation, and the TOWN OF LOS GATOS (TOV,rI~T), C~T.~~~ (1) TOWN is arrLhorized to enter into an Agreement with CITY to provide construction inspection services for various TOWN projects. {2) TOWN is prepared to authorize CITY to provide constriction inspection services. The various services to be performed ("SERVICES") are listed iza the Scope of Worlt, attached hereto as Attaclanlent A. (3) In order to assist TOWN with the in~plen7entation of its projects, CITY is willing, at TOWN's sole expense, to provide the SERVICES. (4) TOWN and CITY do mutually desire to cooperate iri the area of constriction inspection and desire to specify herein the teens and conditions under which the SERVICES will be provided. NOW, THEREFORE, the pea-ties agree as follows: S~~'A'~®1>I ~ TOWN SI-TALL: A: I'rovid.e CITY v,~ith necessaa•y regulations, policies, procedures, manuals, standard plans and specifications and other stand.axds required to dune tl~e cluali.ty and scope of SERVICES. B. WorJc witla CITY to assure that required TOWN procedures are followed. C. Bear all costs for SERVICES, as set forth in the Rate Schedule attached b.ereto as Attaclunez~t B. D. Provide pronZlat review and approval; as appropriate, of submittals by CITY, E. Reimburse CJTY ~~,~i.thii~ 30 days al~.er receipt of each biJ.liiag associated with the SERVICES. EXHIBIT B CITY SHALL; A. Perform SERVICES utilizing CITY's staff and in accoz'dalace with TO~~T's laws, rules, regulations, policies, procedures, manuals, stat-tdard plans and specifications, and other sta?idards as provided by TOVtrN in accordance with Section I.A. of this Agreement. All SERVICES are to be subject to ongoing review by TOWN, TOWN shall 1-zave the right to izllerview and approve or reject persotmrel provided by CITY for each project. CITY shall have the right to declizle to perform any pat-ticular SERVICE requested because of staffing or other considerations. B. Prior to conu17encenzent of SERVICES, establish a separate account or accounts to accumulate charges for all worl~ performed on behalf of TOWN pursuant to this Agreenletlt. C. Subn-tit signed itemized invoices, no more often than once monthly, for costs to be bogie by TOWN with specific details of all costs incurred during the period of the invoice, which period shall be a nlbaimltm of one.month, hrvoices will il~eet format and content requirements specified~by TOWN. Each invoice shall be submitted to TOWN's Project ~Coordizzator for approval and forwarding to the appropriate Accotiusting Office for payment.. D. Submit a fznal repoz~ of expenditures, in the san-ze foz.-rmat and detail as the invoices described in Section II.C. of this Agt-eemetlt within thirty (30) days after completioza of SERVICES... E. Retain all books, doctzzxtents, papers, accoutating records, and other evidexice pertaining to costs incurz'ed, including support data -for cost proposals, at~d make such materials available at tlae offices of CITY at all reasonable times during tl~e contract pez~od and .for tlv-ce years from tl'ze date of final paymment under this Agreezment. TOWN shall have access to any books, records, and docuzz~.ents of CITY that are pertinent to this A.greetment for audits, exami.zaations, .excez,-pts, and transactions. CITY shall filrnish copies of said d.octum.ents if requested by TOV1~I~t, CITY sltal] be reizm.bursed by TOWN for all costs incun-ed'by CITY im provi.ding requested information. F. Be reslaonsi.ble foz the persozu'zel costs artd obligations associated with tlae staff it assigns to perfoz~n tlae SERVICES, izlcluditlg base salary, overtizrze salary and fringe benefits, ~~zorlcers' Cozi~.pensati.on, retiremezzt, and disciplizae. A. All obligations oI• parties under the tern~ts of this Agreement are subject to the appropriation of sufficient resources by 7'OV,~I for each individual project for which the SEK~jICES are requested. TOti~TN shall rzot request SERVICES until the necessary fonds have been appropriated, B. TOWN shall reimburse CITY for all costs inctu-r-ed by CITY for SERVICES in accor~darice v,~ith the Rate Schedule set foz•th in Attaclunent B. CITE.' zmay update the Rate .Schedule on an ar~rz.ttal basis beginning one year fi"om the date of execution of the Agreement. The total cost reimbtirsen7ent payable by TOWN to CITY under this Agreerz:tent shall not exceed $ 40,000 (Forty thousand dollars). C. The par-ties shall each designate a Project Coordinator tlu"ough whom all cozmnnuzications bet~~een the two parties 7n!ill occur. The TOWN Project Coordinator will be responsible for any necessary review of the work of CITY during performance of SERVICES and appro~s~al of invoices for pa}nment as subimitted by CITY. D. Upon completion of each individual project under this Agreement, ownership and title to all reports and docunaerlts produced as part of SERVICES will automatically be vested in TOUTN and no further agreement will be necessary to transfer ownership to TOWN, E. Neither TOWN nor any officer or employee thereof is responsible for any damage or liability occurz'ing by reasons of negligent or. willfiil misconduct by CITE' under or in connection with any wozlc, authority or jurisdiction delegated to CITY under this Agreement, Pursuant to Government Code Section 895.4, CITY shall fully defend, indemnify .and save harmless TOWN and its officers and employees from all claims, suits ox actions of every name, lcirad and description brought for or orz account of injuries or death to any person or damage to property resulting frorm any neglgezice or willful n-risconduct ir1 cot~t~ection with anything done or omitted to be doxa.e by CITY tinder or in corulection with ax~y worl{, .authority or jtuisdiction delegated to CITY under this Agreement. F. Neither CITY nor any officer or employee tb.ereof shall be responsible for azxy damage or liability occuzring by reasons of negligent or u~illfid n~.isconduct by TOWN under or in coru,ection with at,y warl{, authority or jurisdiction delegated to 'TOWN under this Agreement. Pursttaxat to Goveru~.rerai Code Section 89.5.4, TOWN shall defend, inden,.nify grad save harmless CITY and its officers and employees front .all claims, suits or actions of every name, 1{llld a~ld deSCrrptr011 IJl'Otlgllt f01" Ol' 01, aGC01111t ofln~lll'les to of death of airy person or damage to property resulting fi'orn any negligence OI" w111fL11 nr.i.sconduct in coru~ection with anything done or omitted to be done by TOWN under or in coruz.ecti.on with any work, attth.ority or jurisdiction delegated to CJTY under this Aga-een,.ent. G. No an-terldrner?t to this Agreement shall be valid unless made in v,~ri.ting and signed by the parties hereto. No oral understanding or agreemer-tt not expressly incorporated herein shall be bir,dirag on either of the paz-ties lxereto. H. Either party rn.a}~ ter-n,inate this Agr:eenient upon written notice to the other party. At the time of ter.7nination; CI7')' will be paid for yvorl{ perfozxz~ed tl~-ougb and including the date of receipt of the noticed termination in accordance with the terms of this Agreement. All documents, including raw data prepared up to the time of termination shall become the property of TOWN. I. Except as otherwise provided herein, this Agreement shall terminate on June 30, 2007. J. Any notice sexved pursuant to this Agreement shall be personally delivered or sent by first class U.S. mail or by overnight courier promising overnight delivery to the following: CITY: City of Campbell Michelle Quinney, City Engineer 70 North First Street Campbell, CA 95008 TOWN: Town of .Los Gatos Kevin Rohani, Town Engineer 110 East Main Street Los Gatos, CA 95032 Notice shall be effective on the date of receipt of personal delivery or certified U.S. mail or three days after mailing by regular U.S. mail or on the date promised for delivery by an overnight courier, whichever is earlier. K. This Agreement includes the following attachments, which are incorporated herein by reference: Attachment A: Scope of Services Attachment B: Rate Schedule J:\mq\Los Gatos Agrmnt re Const Inspec Servs.doc III W~TI~IE~S ~®~', the parties hereto ha~~e executed this Agreement as of the ~~ day o:C _.> ~o~p '~'OWi1' OF SOS ~'rATOS, by: CITY OF CAMPBELL, by: ~ ~C T~eb7~a 1. Figone, Tow Manatrer ~COMMEI~]DED ~'Y; ~. ~~ john urns Direc of Parlcs and Public Works APPROVED AS TO FORM: '~ O orb, Town Attorney ____ 1?~TTEST: " Ma~1yr~I~~.s~sy`~se~a., Clerk Adn~irzistrator _---„ , ,. obert Kass, Director of Public Works 70 North First Street Town of Los Gatos .:_,_,W._..__ _ ;~%, _ . .F=` _ C.L->~P~I~ ~~?I=~~EL ~ Tvll;IV`T' AGR~~~_~_..~ IHH ANIEN:DMENT T© AGREEMENT p~ __ This AMENDMENT TO AGREEMENT is entered into this day of November, 2006, by and between the Town of Los Gatos, State ,;of California,--Herein caIIed"~~~~--~~~ "Town," .and the City of Campbell, herein called "[City]." ~; RECITALS A. To~rm and City entered into an agreement to provide Construction Inspection Seruices in the Town of Los Gatos on July 11, 2006 ("Agreerrzent"), a copy of which is attached hereto and incorporated herein by reference. AMENDMENT 1. Section II of the Agreement is hereby amended to include underground utility locating services at a cost of .$65.00 per inspection until June 30, 2007. 2. All other terms and conditions of the Agreement of July 11, 2006 remain in full force and effect. IN WITNESS WFIER.E®F, the Town and City have executed this amendment to the Agreement as of the date indicated on page one (1). By: Town of Los Gatos, Debra J. Figone (Sig ure) ___ Recommended by: John E. urns ~ Dire • of Parks azacl Public Works Appxov d a5 to Forzn: ry P. Korb, Town Attorney ``~Y~.~e~ Ja~eki~: Rose, Clerl: Administrator ~...-; j '~ ~ .~~ By: City of Caxn~bell Robert Kass, Public Works:Uirector 70 North First. Street Camp~ll, CA 95008 ~~ _ (Si.gnatuze) Robert Kass (Print Name) NTTNCHf~IENI~ 2