1997-012-Execute Agreement With Paul Rodrigues, In An Amount Not To Exceed $20,790, To Prepare Graphics For The Los Gatos Boulevard Plan And Design StandardsRESOLUTION 1997 -12
RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS
AUTHORIZING THE TOWN MANAGER TO EXECUTE AGREEMENT
WITH PAUL RODRIGUES, IN AN AMOUNT NOT TO EXCEED $20,790, TO PREPARE
GRAPHICS FOR THE LOS GATOS BOULEVARD PLAN AND DESIGN STANDARDS
WHEREAS, the current Los Gatos Boulevard Plan and Design Standards need graphics
to better convey the purpose of the documents to the public, architects, developers, merchants and
property owners; and
WHEREAS, consultant Paul Rodrigues is highly qualified to prepare the graphics and
work with Town committees and staff; and
WHEREAS, Paul Rodrigues has submitted a proposal to prepare the graphics; and
WHEREAS, the General Plan Committee recommends Paul Rodrigues for preparing the
graphics.
RESOLVED: that the Los Gatos Town Council does hereby authorize the Town Manager
to execute an agreement with Paul Rodrigues in an amount not to exceed $20,790, to prepare the
graphics for the Los Gatos Boulevard Plan and Design Standards (as shown in Exhibit A).
PASSED AND ADOPTED at a regular meeting of the Town Council of the Town of Los
Gatos, California, held on the 3rd day of February 1997, by the following vote:
COUNCIL MEMBERS:
AYES: Randy Attaway, Steven Blanton, Jan Hutchins, Linda Lubeck,
Mayor Joanne Benjamin
NAYS: None
ABSENT: None
ABSTAIN: None r
SIGNED:
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_ AYOR OF THE TOWN OR OS GATOS
LOS GATOS, CALIFORNIA
ATTEST:
CLERK OF THE TOWN OF LOS iG-ATOS z
LOS GATOS, CALIFORNIA _
TOWN CLERK
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BID'
AGREEMENT FOR GRAPHIC AND DESIGN SERVICES
THIS AGREEMENT is entered into this 3rd day of February, 1997, by and between the
Town of Los Gatos, State of California, herein called the "Town ", and Paul Rodrigues, engaged
in providing graphic and design services herein called the "Consultant."
RECITALS
A. The Town is considering undertaking activities to make public improvements along Los
Gatos Boulevard and to provide guidelines and standards for private development along
the Boulevard.
B. Because of Consultant's design and graphic presentation experience and qualifications, the
Town desires to engage Consultant to:
1. Become familiar with the Goals, policies and Implementation Measures of the Los
Gatos Boulevard Plan and Design Standards.
2. Observe the existing conditions along Los Gatos Boulevard.
3. Create graphics which adequately represent the contents of the Los Gatos Boulevard
Plan and Design Standards.
4. Present the graphics to the public at Planning Commission and Town Council Public
hearings.
C. The Consultant represents and affirms that it is qualified and willing to perform the desired
work pursuant to this Agreement.
AGREEMENTS
THE PARTIES AGREE AS FOLLOWS:
Project Area
The Project Area includes Los Gatos Boulevard from Samaritan Drive to the north and
Spencer Avenue to the south.
Scone of Work
Consultant's Scope of Work is divided into three parts as follows:
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1. Attend two (2) meetings with Town staff and conduct site visits, review of existing
conditions.
2. Attend three (3) public meetings. One joint meeting with the General Plan
Committee and Architectural Standards Committee, one Planning Commission
meeting and one Town Council meeting.
3. Prepare overall Plan base map, formats and title block for all sheets.
PART B - DEVELOPING GRAPHICS
4. Prepare conceptual plan showing the Los Gatos Boulevard right -of -way (including
medians, on- street parking, sidewalks, travel and bike lanes, etc).
5. Prepare a plan showing where on -street parking will be allowed to remain. Show
areas where parking is to be removed and replaced with a landscaped park strip
and pedestrian areas.
6. Prepare a conceptual plan of Los Gatos Boulevard indicating the footprint of
buildings on private property and existing driveways.
7. Design a plan showing the location of all proposed node locations and include an
architectural rendering of a node in perspective and plan view.
8. Design three cross - sections of the Boulevard, to represent three areas of Land Use
intensity as described in the Land Use Section of the Boulevard Plan.
9. Based on Development Guidelines in the Design Standards, create one rendering
each of good and bad examples for the following:
a. Building Location d. Building Mass and Scale
b. Parking Lot Layout e. Building Texture and Materials
c. Pedestrian Orientation f. Architectural Elements
PART C - REVISIONS PRESENTATION GRAPHICS
10. Make revisions and modifications as necessary from Committee, staff and public
input.
11. Prepare colored plans and graphics for presentations.
12. Provide reproductions; copies of prints and black and white reductions.
3. Time of Performance. The services of the Consultant are to commence upon the execution
of this Agreement with completion of Parts A and B by April 25, 1997; completion of Part
C by the end of June 1997.
4. 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
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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 14 of the Code of the Town of Los Gatos.
Sole Responsibility. Consultant shall be responsible for employing or engaging all persons
necessary to perform the services under this Agreement.
Information/Report Handling. All plans and documents furnished to Consultant by the
Town and all plans, reports and supportive data prepared by the Consultant under this
Agreement are the Town's property and shall be delivered to the Town upon the
completion of Consultant's services or at the Town's written request. All plans, reports,
information, data, and exhibits prepared or assembled by Consultant in connection with
the performance of its services pursuant to this Agreement are confidential until released
by the Town to the public, and the Consultant shall not make any of the these documents
or information available to any individual or organization not employed by the Consultant
or the Town without the written consent of the Town before such release. The Town
acknowledges that the plans and reports to be prepared by the Consultant pursuant to this
Agreement are for the purpose of evaluating a defined project, and Town's use of the
information contained in the reports prepared by the Consultant in connection with other
projects shall be solely at Town's risk, unless Consultant expressly consents to such use
in writing. Town further agrees that it will not appropriate any methodology or technique
of Consultant which is and has been confirmed in writing by Consultant to be a trade
secret of Consultant.
Compensation. Compensation for Consultant's professional services shall not exceed
$4,042.50 for Part A, $12,210.00 for Part B, and $4,537.50 for Part C. Payment shall
be based upon Town approval of each task identified in the Scope of Work section of this
Agreement. (All costs include a 10% contingency.)
Billing shall be accompanied by a detailed explanation of the work performed by whom,
at what rate, and on what date. Also, plans, specifications, documents or other pertinent
materials shall be submitted for Town review, even if only in partial or draft form.
Availability of Records. Consultant shall maintain the records supporting this billing for
not less than three (3) years following completion of the work under this Agreement.
Consultant shall make these records available to authorized personnel of the Town at the
Consultant's offices during business hours upon written request of the Town.
9. Project Manager. The Project Manager for the Consultant for the work under this
Agreement shall be Paul Rodrigues.
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10. Assignability and Subcontracting. The services to be performed under this Agreement are
unique and personal to the Consultant. No portion of these services shall be assigned or
subcontracted without the written consent of the Town.
11. Notices. Any notice required to be given shall be deemed to be duly and properly given
if mailed postage prepaid, and addressed to:
To Town:
TOWN MANAGER
TOWN OF LOS GATOS
P.O. BOX 949
LOS GATOS, CA 95031
To Consultant:
PAUL RODRIGUES
108 LOCUST STREET. #2
SANTA CRUZ, CA 95060
or personally delivered to Consultant to such address or such other address as Consultant
designates in writing to Town.
12. 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.
Consultant agrees to testify in any litigation brought regarding the subject of the work to
be performed under this Agreement. Consultant shall be compensated for its costs and
expenses in preparing for, traveling to, and testifying in such matters at its then current
hourly rates of compensation, unless such litigation is brought by Consultant or is based
on allegations of Consultant's negligent performance or wrongdoing.
13. Conflict of Interest. Consultant understands that its professional responsibilities are solely
to the Town. The Consultant has and shall not obtain any holding or interest within the
Town of Los Gatos. Consultant has no business holdings or agreements with any
individual member of the Staff or management of the Town or its representatives nor shall
it enter into any such holdings or agreements. In addition, Consultant warrants that it does
not presently and shall not acquire any direct or indirect interest adverse to those of the
Town in the subject of this Agreement, and it shall immediately disassociate itself from
such an interest should it discover it has done so. Consultant shall not knowingly and shall
take reasonable steps to ensure that it does not employ a person having such an interest in
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this performance of this Agreement. If after employment of a person, Consultant
discovers it has employed a person with a direct or indirect interest that would conflict
with its performance of this Agreement, Consultant shall promptly sever this employment
relationship.
14. Equal Employment Opportunity. Consultant warrants that it is an equal opportunity
employer and shall comply with applicable regulations governing equal employment
opportunity. Neither Consultant nor its subcontractors do and neither shall discriminate
against persons employed or seeking employment with them on the basis of age, sex,
color, race, marital status, sexual orientation, ancestry, physical or mental disability,
national origin, religion, or medical condition, unless based upon a bona fide occupational
qualification pursuant to the California Fair Employment & Housing Act.
15. Insurance.
A. Minimum Scope of Insurance:
i. Consultant agrees to have and maintain, for the duration of the contract,
General Liability insurance policies 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.
iv. Consultant agrees to have and maintain, for the duration of the contract,
professional liability insurance in amounts not less than one hundred
thousand dollars ($100,000) for all work described in Scope of Work (Part
A) and one million dollars ($1,000,000) for all work described in Scope of
Work (Part B). These amounts are sufficient to insure Consultant for
professional errors or omissions in the performance of the particular scope
of work under this agreement.
B. General Liability:
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i. The Town, its officers, officials, employees and volunteers are to be
covered as insured 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. This requirement
does not apply to the professional liability insurance required for
professional errors and omissions.
ii. The Consultant's insurance coverage shall be primary insurance as respects
the Town, its officers, officials, employees and volunteers. Any insurance
or self - insurance maintained by the Town, its officers, officials, employees
or volunteers shall be excess of the Consultant's insurance and shall not
contribute with it.
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 been given to the Town. Current certification of such
insurance shall be kept on file at all times during the term of this agreement with
the Secretary of the Redevelopment Town.
D. In addition to these policies, Consultant shall have and maintain Workers'
Compensation insurance as required by California law and shall provide evidence
of such policy to the Town before beginning services under this Agreement.
Further, Consultant shall ensure that all subcontractors employed by Consultant
provide the required Workers' Compensation insurance for their respective
employees.
16. Indemnification. The Consultant shall save, keep and hold harmless indemnify and defend
the Town its officers, agent, employees and volunteers from all damages, liabilities,
penalties, 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 officers, employees, or agents or any
subconsultant.
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17. Waiver. No failure on the part of either parry to exercise any right or remedy hereunder
shall operate as a waiver of any other right or remedy that parry may have hereunder, nor
does waiver of a breach or default under this Agreement constitute a continuing waiver of
a subsequent breach of the same or any other provision of this Agreement.
18. Governing Law. This Agreement, regardless of where executed, shall be governed by and
construed to the laws of the State of California. Venue for any action regarding this
Agreement shall be in the Superior or Municipal Court of either the County of Santa Clara
or the County of San Mateo.
19. 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, Town shall pay Consultant an amount that bears the same ratio to the
maximum contract price as the work delivered to the Town bears to completed services
contemplated under this Agreement pursuant to Exhibit A hereto, 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.
20. Amendment. No modification, waiver, mutual termination, or amendment of this
Agreement is effective unless made in writing and signed by the Town and the Consultant.
21. Disputes. In any dispute over any aspect of this Agreement, the prevailing parry shall be
entitled to reasonable attorney's fees, as well as costs not to exceed $7,500 in total.
22. Entire Agreement. This Agreement constitutes the complete and exclusive statement of
the Agreement between the Town and Consultant. 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 parry.
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IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement as of
the date indicated on page one (1).
Town of Los Gatos
David W. Knapp, Manager Consultant:
Print Name
Title
ATTEST:
Town Clerk
Los Gatos, California
Marian V. Cosgrove, Town Clerk
Natalie E. West, Interim Town Attorney
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