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Item 11 Staff Report Adoption of Resolution Authorizing the Town Manager to Sign Traffic Engineering Consultant Agreements for Traffic Studies3r TOWN OF LOS GATOS Council Agenda Report DATE: August 15, 1990 TO: MAYOR AND TOWN COUNCIL FROM: ROBERT F. BEYER, INTERIM TOWN MANAGER SUBJECT: Council Agenda Date: 8/20/90 Item: // ADOPTION OF RESOLUTION AUTHORIZING THE TOWN MANAGER TO SIGN TRAFFIC ENGINEERING CONSULTANT AGREEMENTS FOR TRAFFIC STUDIES. RECOMMENDATION: It is recommended that the Council adopt the resolution authorizing Town Manger to sign agreements for Traffic Engineering Consultant Services. DISCUSSION: Recent changes to the Town's Traffic Policy provide that proposed projects or intensifications in use which generate a net increase of five or more A.M. or P.M. peak hour trips are required to provide a traffic study. These required studies are to be paid for by the applicants and prepared under agreements with the Town by independent traffic engineering consultants. Because traffic studies have historically been done as a part of the Environmental Impact Review process, they have been prepared under contract with environmental consultants as a part of an Initial Environmental Study or Environmental Impact Report. Since an EIR is no longer required unless there are very significant traffic impacts or impacts other than traffic, the Town would like to separate the traffic studies from the environmental review process by creating a list of pre -qualified consultants to prepare traffic studies. Although from time to time the firms on the environmental impact report list and initial study list will continue to perform traffic studies for the Town, most of the future traffic studies will be done by the nine firms on the attached list of traffic consultants for consistency. On March 27, 1990 we sent out a "request for proposals to be placed on the Town's traffic consultant list", mailing this RFP to consultants that we have contracted with in the past and other firms that expressed an interest in doing work for the Town. During the month of April we followed up this RFP with a series of telephone calls and interviews, arriving at a final list of consultants which is provided for the Council's approval. (Continued on Page 2) PREPARED BY: CHRISTINE L. FISCH R Town Engineer CLF:FJJL:JS:Ikj Ikj03\cnclrpts\8-20#4.eng Reviewed by: Attorney TOWN ACTION DIRECTED TO: ACTION OF TOWN COUNCIL: PAGE 2 MAYOR AND TOWN COUNCIL SUBJECT: TRAFFIC POLICY DATE: AUGUST 20, 1990 FISCAL IMPACT: None, since the cost of preparing the traffic studies is borne by the applicant. EXHIBITS: 1. Resolution authorizing the execution of agreements for traffic studies. 2. Draft agreement. 3. Approved consultant list. RESOLUTION RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS AUTHORIZING THE EXECUTION OF AGREEMENTS FOR TRAFFIC STUDIES RESOLVED, by the Town Council of the Town of Los Gatos, County of Santa Clara, State of California, that the TOWN OF LOS GATOS enter into Agreements for Traffic Studies with DKS Associates, Goodrich Traffic Group, Environmental Science Associates, Inc., Pang and Associates, Inc., RGM Associates, RKH, The Wilson Engineering Co., Design Engineers Group, and TJKM Transportation Consultants. FURTHER RESOLVED, by the Town Council of the Town of Los Gatos, that the Mayor is authorized and directed to execute the attached nine agreements for Traffic Studies, in the name and in behalf of the TOWN OF LOS GATOS. PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los Gatos this day of , 1990 by the following vote: COUNCIL MEMBERS: AYES: NAYS: ABSENT: ABSTAIN: SIGNED: AI ZEST: MAYOR OF THE TOWN OF LOS GATOS LOS GATOS, CALIFORNIA CLERK OF THE TOWN OF LOS GATOS LOS GATOS, CALIFORNIA Ikj03\cnclrpts\8-9.res EXI1IIT 1 AGREEMENT FOR TRAFFIC STUDIES THIS AGREEMENT is entered into this day of , 19 by and between the Town of Los Gatos, State of California, herein called the "Town", and , engaged in providing traffic engineering consulting services herein called the "Consultant". RECITALS A. The Town desires to engage a traffic Consultant to provide the following services in connection with determinations on the traffic impacts of proposed projects or developments. B. Said traffic consultant is qualified to furnish such services in accordance with the terms and conditions hereinafter set forth; NOW, THEREFORE, THE PARTIES HERETO AGREE AS FOLLOWS: 1. Scope of Services. The Consultant shall provide the following services: a. During the term of the contract the Consultant shall prepare traffic studies, as defined in the approved scope of work for each project. b. There is no promise of any maximum or minimum number of traffic study assignments. During the term of the Agreement, the Consultant will prepare the traffic studies, as the Town requests. Further, the Consultant knows the Town may assign some or all studies to other Consultants. c. Projects will be assigned by the Town Engineer and will be due within thirty (30) days of assignment. d. If the Consultant cannot meet the project schedule or deadline he/she shall inform the Town Engineer before accepting the assignment. If the Consultant delays the assignment in an unreasonable manner or causes a violation of any time requirement of any statute or regulation, the Town will notify the Consultant in writing and either reassign the assignment or give written notice of termination pursuant to Item No. 5 of this Agreement. e. The Town will prepare an "Authorization to Proceed" for each assignment. The document shall be signed by the Town Engineer and the Consultant. This document will provide information regarding the "specific project assigned". Page 1 of 7 EXHIBIT 2 f. The Consultant shall meet and consult with members of the Town staff, visit the project site, obtain information from the applicant and refer to all other reasonably available resources for the traffic studies. g. The Consultant shall submit three (3) draft copies of a preliminary traffic study draft to the Town Engineer. The Town Engineer will review the preliminary draft within fourteen (14) calendar days of receipt. The Consultant will then be advised by letter of any corrections or clarifications needed to complete the studies. h. The Consultant shall submit six (6) final copies of the following documents as minimum requirements of this Agreement (said documents to be on 8- 1/2" x 11" paper, three -hold punched and clipped together in separate packets): i. Completed traffic study; ii. Any other supporting data used in the preparation of the above document. i. All final written documents and materials, as listed above, shall be submitted to the Office of the Town Engineer by the Consultant within one week of receiving the Town's comments on the preliminary draft (as described in Item No. g). 2. Time of Performance. The services of the Consultant are to commence upon the execution of this Agreement and Consultant will accept assignments made through June 30, 1991, and shall be undertaken and completed in such sequence as to assure their expeditious completion in light of the purposes of this Agreement and until written termination by one or both parties, or completion of services as set forth in Agreement. 3. Compliance with Laws. The Consultant shall comply with all applicable laws, codes, ordinances, and regulations of governing federal, state and local laws. Consultant represents and warrants to Town that it has all licenses, permits, qualifications and approvals of whatsoever nature which are legally required for Consultant to practice its profession. Consultant represents and warrants to Town that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement any licenses, permits, and approvals which are legally required for Consultant to practice its profession. Consultant shall maintain a Town of Los Gatos business license pursuant to Chapter 15 of the Code of the Town of Los Gatos. 4. Confidential Information. All data, documents, discussion or other information developed or received by or for the Consultant in performance of this Agreement are confidential and will not be disclosed to any person except as authorized by the Town Manager, Town Planning Director or their designee or as required by law. Page 2 of 7 5. Town Property. All materials and compilations of information produced by the Consultant specifically to perform this Agreement are and remain property of the Town regardless of whether such materials and compilations are required to be, or are, actually delivered to the Town. 6. Compensation. The compensation to be paid to the Traffic Studies Consultant including both payment for professional services and any reimbursable expenses shall be The amount specified in the approved scope of work for each traffic study. Payment shall be made at the Town's next issue of warrants following completion and delivery of the study and receipt of billing. If after commencement of work, the Consultant determines that additional services may be required to complete the assignment, the Consultant shall submit a written request to perform additional services with a concise breakdown of additional costs. The Town Engineer will review the request and will either provide approval for the additional services and costs or advise the Consultant to continue without the additional work. In no case will the compensation amounts be more than those indicated without prior written notification and the subsequent approval by the Town. 7. Independent Contractor. It is understood that the Consultant, in the performance of the work and services agreed to be performed, shall act as and be an independent contractor and not an agent or employee of the Town. As an independent contractor he/she shall not obtain any rights to retirement benefits or other benefits which accrue to Town employee(s). With prior written consent, the Consultant may perform some obligations under this Agreement by subcontracting, but may not delegate ultimate responsibility for performance or assign or transfer interests under this Agreement. Page 3 of 7 8. Conflict of Interest. The Consultant must decline assignments on the grounds of conflict of interest when the Consultant: (1) has done work for the applicant for project approval within the preceding year, or is then doing or reasonably expects to do work for the applicant, or (2) when the Consultant has done, is doing or reasonably expects to do work for someone other than the Town concerning the project to be studied. For the purposes of this Item No. 8: (1) a sole proprietorship or business organization related to the Consultant is considered to be the same as the Consultant, and a sole proprietorship or business organization related to an applicant is considered to be the same as the applicant; and (2) past, present or future work for the Town itself is not grounds for disqualification when the project is one proposed to be performed by the Town. 9. Insurance. A. Minimum Scope of Insurance: Consultant agrees to have and maintain, for the duration of the contract, a General Liability insurance policy insuring him/her and his/her firm to an amount not less than: one million dollars ($1,000,000) combined single limit per occurrence for bodily injury, personal injury and property damage. ii. Consultant agrees to have and maintain for the duration of the contract, an Automobile Liability insurance policy ensuring him/her and his/her staff to an amount not less than one million dollars ($1,000,000) combined single limit per accident for bodily injury and property damage. iii. Consultant shall provide to the Town all certificates of insurance, with original endorsements effecting coverage. Consultant agrees that all certificates and endorsements are to be received and approved by the Town before work commences. B. General Liability: The Town, its officers, officials, employees and volunteers are to be covered as insureds as respects: liability arising out of activities performed by or on behalf of the Consultant; products and completed operations of Consultant, premises owned or used by the Consultant, or automobiles owned, leased, hired or borrowed by the Contract. ii. The Consultant's insurance coverage shall be primary insurance as respects the Town, its officers, officials, employees and volunteers. Any insurance or self -insurances maintained by the Town, its officers, officials, employees or volunteers shall be excess of the Consultant's insurance and shall not contribute with it. Page 4 of 7 iii. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Town, its officers, officials, employees or volunteers. iv. The Consultant's insurance shall apply separately to each insured against whom a claim is made or suit is brought, except with respect to the limits of the insurer's liability. C. All Coverages: Each insurance policy required in this item shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has be given to the Town. 10. Indemnification. The Consultant shall save, keep and hold harmless indemnify and defend the Town its officers, agent, employees and volunteers from all damages, costs or expenses in law or equity that may at any time arise or be set up because of damages to property or personal injury received by reason of, or in the course of performing work which may be occasioned by a willful or negligent act or omissions of the Consultant, or any of the Consultant's employees, or any subconsultant. The Town will not be held liable for any accident, loss or damage to the work prior to its completion and acceptance. 11. Waiver. No failure on the part of either party to exercise any right or remedy hereunder shall operate as a waiver of any other right or remedy that party may have hereunder. 12. Governing Law. This Agreement, regardless of where executed, shall be governed by and construed to the laws of the State of California. 13. Termination of Agreement. The Town and the Consultant shall have the right to terminate this agreement with or without cause by giving not less than fifteen (15) days written notice of termination. In the event of termination, the Consultant shall deliver to the Town all plans, files, documents, reports, performed to date by the Consultant. In the event of such termination, the Consultant shall be paid for all satisfactory work, unless such termination is made for cause, in which event, compensation, if any, shall be adjusted in light of the particular facts and circumstances involved in such termination. 14. Entire Agreement. This Agreement constitutes the complete and exclusive statement of the Agreement between the Town and Consultant. Page 5 of 7 No terms, conditions, understandings or agreements purporting to modify or vary this Agreement, unless hereafter made in writing and signed by the party to be bound, shall be binding on either party. 15. Execution. This Agreement may be executed in several counterparts each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy, here of shall have been signed by both parties hereto. In proving this agreement, it shall not be necessary to produce or account for more than one such counterpart. 16. Notices. Any notice required to be given to Consultant shall be deemed to be duly and properly given if mailed to Consultant postage prepaid, and addressed to: or personally delivered to Consultant as such address or such other address as Consultant designates in writing to Town. Any notice required to be given to Town shall be deemed to be duly and properly given if mailed to Town, postage prepaid, and addressed to: Town of Los Gatos Engineering Department P.O. Box 949 Los Gatos, California 95031 or personally delivered to Town at such address of such other as Town may designate in writing to Consultant. Page 6 of 7 IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement as of the date indicated on page one (1). Town of Los Gatos Robert F. Beyer, Interim Town Manager Consultant Town of Los Gatos ATTEST: Clerk of the Town of Los Gatos, Approved as to Form: Los Gatos, California Marian V. Cosgrove, Town Clerk Mary Jo Levinger, Town Attorney Ikj02\contract\iscontra.con Page 7 of 7 LIST OF TOSN APPROVED TRAFFIC CO.SULTANTS DKS Associates 1956 Webster St., #300 Oakland, CA 94612 Goodrich Traffic Group 300 Taraval St. San Francisco, Ca 94116 ESA (Environmental Science Assoc., Inc.) 760 Harrison St. San Francisco, CA 94107 Pang & Associates P.O. Box 4255 Mt. View, CA 94040 RGM Associates P.O. Box 177 Los Altos, CA 94022 RKH 978 Desoto Ln. Foster City, CA 94404 The Wilson Engineering Co. 70 Zoe St., Suite 110 San Francisco, CA 94107 Design Engineers Group 860 Faulstich Ct., Suite 100 San Jose, CA 95112-1361 TJKM Transportation Consultants 4637 Chabot Dr. Pleasanton, CA 94588 1kj03\memos\proposal.sf EXEIâ–ºBIT 3 August 20, 1990 Los Gatos, California BID AWARDS CONTINUED 2. One new 1990 Rubberized Asphalt Kettle/60 Gallon with Heated Hose to Aeroil Products Co., Inc., Net Bid Price $17,875. 3. One new 1990 52" Rotary Right Side Discharge Mower with Collection System to West Star Distributor, Inc., Net Bid Price $13,539.24. Carried unanimously. 8903 PROJECT/ANNUAL STREET RESURFACING/CONTRACT AWARD Motion by Mr. Carlson, seconded by Mr. Hamilton, that Council award the contract for the work to the low bidder, ROMA Construction, in the total estimated amount of $347,700.00, and authorize the Interim Town Manager to sign the contract on behalf of the Town. Carried unanimously. SCHEDULE OF PUBLIC HEARINGS Informational report regarding currently scheduled public hearings was received and filed. COUNTY REFERRALS Informational report regarding county referrals was received and filed. PAYROLL/RATIFICATION/AUGUST 1990 Motion by Mr. Carlson, seconded by Mr. Hamilton, for ratification of the accompanying check registers for payroll of July 22 to August 4, 1990 in the amount of $210,676.39 paid on August 10, 1990. Carried unanimously. ACCOUNTS PAYABLE/RATIFICATION/AUGUST 1990 Motion by Mr. Carlson, seconded by Mr. Hamilton, for ratification of accompanying check registers for accounts payable invoices in the amount of $322,015.75 paid on August 3 and 10, 1990. Carried unanimously. COMMENDATION/SERVICE TO TOWN/LYDIA MUZECK/RESOLUTION 1990-171 Motion by Mr. Carlson, seconded by Mr. Hamilton, that Council adopt Resolution 1990-171 entitled, RESOLUTION OF THE TOWN OF LOS GATOS COMMENDING POLICE RECORDS CLERK LYDIA M. MUZECK FOR EXEMPLARY SERVICE TO THE TOWN. Carried unanimously. COMMENDATION/SERVICE TO TOWN/ARGO GHERARDI/RESOLUTION 1990-172 Motion by Mr. Carlson, seconded by Mr. Hamilton, that Council adopt Resolution 1990-172 entitled, RESOLUTION OF THE TOWN OF LOS GATOS COMMENDING ARGO GHERARDI Carried unanimously. TRAFFIC STUDY AGREEMENTS/RESOLUTION 1990-173 Motion by Mr. Carlson, seconded by Mr. Hamilton, that Council adopt Resolution 1990-173 entitled, RESOLUTION OF THE TOWN OF LOS GATOS AUTHORIZING THE EXECUTION OF AGREEMENTS FOR TRAFFIC STUDIES, which authorizes the Town Manager to sign agreements for Traffic Engineering Consultant Services. Carried unanimously. TC: D 1: MM082090 2