1992-008-Authorizing The Execution Of An Agreement For Map And Improvement Plan Checking ServicesRESOLUTION 1992 -8
RESOLUTION OF THE TOWN COUNCIL
OF THE TOWN OF LOS GATOS
AUTHORIZING THE EXECUTION OF AN AGREEMENT FOR
MAP AND IMPROVEMENT PLAN CHECKING SERVICES
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 an Agreement for Map and
Improvement Plan Checking Services with Wilidan Associates.
FURTHER RESOLVED, by the Town Council of the Town of Los Gatos, that the
Town Manager is authorized and directed to execute the agreement (attached as
Attachment 2) for Map and Improvement Plan Checking Services, 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, California, held on the 21st day of January, 1992, by the following vote:
COUNCIL MEMBERS:
AYES: Randy Attaway, Joanne Benjamin, Steven Blanton, Brent N. Ventura, and
Mayor Eric D. Carlson
NAYS: None
ABSENT: None
ABSTAIN: None
SIGNED:
MAYOR OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
ATTEST:
CLERK OF THE TOWN OF LOS GATOS
LOS GATOS, CALIFORNIA
L22 \resos \7992 -8
IHH:_
AGREEMENT FOR CIVIL ENGINEERING CONSULTANT SERN�
aro;`
THIS AGREEMENT is entered into this day of 1 1991 by
and between the Town of Los Gatos, State of California, herein called the 'Town," and
Willdan Associates, engaged in providing Map and Improvement Plan Checking consulting
services, herein called the "Consultant."
RECITALS
A. Tine TCwn is required to review and approve subdivision maps, parcel maps, and
improvement plans for private developments within its corporate limits.
B. The Town desires to engage a Civil Engineering Consultant to provide consulting
services to assist the Town in providing said map and plan checking reviews.
AGREEMENTS
:pow, therefore, the parties hereto agree as follows:
J. SCOPE OF SERVICES. The consultant shall provide the following services listed
below.
A. Review of parcel maps and final tract maps for substantial conformance with
the approved tentative map, compliance with applicable provisions of the
Subdivision Map Act, and conformance with local subdivision ordinances and
the Conditions of Approval imposed on the development by the Town.
B. Review of improvement plans submitted in conjunction with land divisions
and private developments to assure that the required improvements satisfy
Town standards, that good engineering and construction practices are
observed, and that the plans are in conformance with the conditions of
approval.
C. Review of grading plans for compliance with the Town Grading Ordinance
and to ensure the recommendations contained in the geotechnical report have
been properly followed; including the implementation of acceptable erosion
control measures.
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ATTACHMENT 2
D. Review of storm drainage plans for conformance with the Town's design
criteria, and to ensure minimum /maximum slopes are maintained, inlets are
properly located and sized; inlet and outlet works are considered to minimize
erosion; proper cover is maintained; and conflicts with other utilities
addressed.
E. Review drainage studies performed by the developer's engineer and
coordinate the design of drainage facilities with agencies such as the Santa
Clara Valley Water District.
F. Review traffic studies, structural plans, and calculations for bridges, culverts,
retaining walls, and other plans for public facilities.
G. Review the engineer's estimate to insure that all applicable items of work are
adequately covered and establish performance bond, labor and material bond,
and development fee amounts.
H. Perform miscellaneous services not specifically listed in this agreement for
which the Civil Engineering Consultant has the necessary experience and
capabilities to provide; including but not limited to Assessment District
Engineering, preparation of special documents and reports, and coordination
with other public agencies, County Departments and private utilities involving
engineering matters affecting the Town.
2. TIME OF PERFORMANCE. The services of the Consultant are to commence upon
the execution of this Agreement and continue on an "as needed" basis until
termination of this Agreement, in accordance with Section 13 entitled, 'Termination
of 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.
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4. CONFIDENTIAL INFOR'NLATION. 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 Engineer, or their designee or as required
by law.
S. 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 Civil Engineering
Consultant including both payment for professional services administrative overhead
and overhead and any reimbursable expenses shall be in accordance with Exhibit "B"
attached hereto and incorporated by reference herein. Payment shall be made at the
Town's next issue of warrants following completion and receipt of billing. If 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. 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. Nothing herein
shall be interpreted to deny Consultant of any of the protections afforded under the
California Tort Claims Act.
S. CONFLICT OF INTEREST The Consultant has no holdings or interests within the
Town of Los Gatos. Consultant has no business holdings or Agreements with any
member of the staff or management of the Town or its representatives.
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4. CONFIDENTIAL INFOR'NLATION. 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 Engineer, or their designee or as required
by law.
S. 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 Civil Engineering
Consultant including both payment for professional services administrative overhead
and overhead and any reimbursable expenses shall be in accordance with Exhibit "B"
attached hereto and incorporated by reference herein. Payment shall be made at the
Town's next issue of warrants following completion and receipt of billing. If 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. 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. Nothing herein
shall be interpreted to deny Consultant of any of the protections afforded under the
California Tort Claims Act.
S. CONFLICT OF INTEREST The Consultant has no holdings or interests within the
Town of Los Gatos. Consultant has no business holdings or Agreements with any
member of the staff or management of the Town or its representatives.
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9. I\ SLIZANCE.
A- Minimum Scope of Insurance:
i. 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 and annual
aggregate for bodily injury, personal injury and property damage.
ii. 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.
Consultant shall provide to the Town all certificates of insurance, with
original endorsements effecting coverage. Certificates of such
insurance shall be filed with the Town on or before commencement of
performance of this Agreement and a copy of insurance policy shall be
attached as Exhibit "A."
B. General Liability:
i. The Town, its officers, officials, employees, and volunteers, specifically
authorized by the Town to perform services, 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.
ii. The Consultant's insurance coverage shall be primary insurance as
respects the Town, its officers, officials, employees, and volunteers,
specifically authorized by the Town to perform services. Any insurance
or self - insurance maintained by the Town, its officers, officials,
employees, or volunteers, specifically authorized by the Town to
perform services, shall be excess of the Consultant's insurance and
shall not contribute with it.
Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the Town, its officers, officials, employees,
or volunteers, specifically authorized by the Town to perform services.
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.
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C. All Coverages: Each insurance policy required in this item shall be endorsed
to state that coverage shall not be canceled except after thirty (30) days' prior
written notice by mail 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 Town Clerk.
Consultant shall give Town thirty (30) day's prior written notice of suspension,
voiding or reduction of coverage or in limits.
10. INDEMNIFICATION. The Consultant shall save, keep and hold harmless and
indemnify and defend the Town its officers, agents employees, and volunteers,
specifically authorized by the Town to perform services, 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 on personal injury received by reason of, or in the course of performing
work which may be occasioned by a willful misconduct 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.
L?. 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, and reports. 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.
4. 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 party.
15. DISPUTES. In any dispute over any aspect of this Agreement, the prevailing party
shall be entitled to reasonable attorney's fees, as well as all reasonable costs (not
limited to those aliowed by statute).
16. 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 providing this Agreement, it shall not be necessary to produce or account
for more than one such counterpart.
IN WITNESS WHEREOF, the Town and Consultant have executed this Agreement
as of the date indicated on page one.
Town of Los Gatos
David W. Knapp, Town Manager
Town of Los Gatos
ATTEST:
Clerk of the Town of Los Gatos,
Los Gatos, California
Marian V. Cosgrove, Town Clerk
0
Willdan Associates
R. Dennis Delzeit
Vice President /Regional Manager
Approved as to Form:
Kat ri ne Anderton,_ Town Attorney
EhJIIBIT B
COMPENSATION
For services to be provided under this Agreement as outlined in Section 1 "Scope of
Services," the Town shall compensate CONSULTANT on a lump sum basis in accordance
with the Town's current schedule of "Engineering Department Fees" with the addition of
minimum compensation amounts for improvement plan reviews, as specified below:
IMPROVEMENT PLAN REVIEWS (Assumes 3 checks)
(Based on the estimated cost of constructing public improvements)
First $30,000 of value @ 4% (plus)
Next $50,000 of value (or any fraction thereof) @ 3% (plus)
That value exceeding $80,000 @ 2%
However, the minimum compensation to the CONSULTANT for IMPROVEMENT PLAN
REVIEWS shall be as follows:
Construction Cost
$30,000 to $100,000
$100,000 to $200,000
5200,000 and above
Minimum Compensation
$1,500
$3,500
$5,100
NOTE: At the discretion of the Town Engineer, additional compensation may be
allowed for each plan check after three. The amount of this compensation shall be
2% of the construction cost (not to exceed $1,000 per additional plan check).
MAP REVIEWS
1 - 4 lots
5 or more lots
Final Map with 1 to 4 air space
condominium units
Final Map with 5 or more air space
condominium units
MISCELLANEOUS SERVICES
$1,1000
$1,100 + $220 /lot over 4
$3,300
$3,300 + $220 /unit over 4
For miscellaneous services not specifically listed in this agreement for which the Civil
Engineering Consultant has the necessary experience and capabilities to provide, the Town
shall compensate CONSULTANT on a time and materials basis not to exceed a
predetermined maximum.
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DESCRIPTION OF OPERATIONS ILOCATIONSNEHK]LESISPECIAL ITEMS GE -_C >R.OgCiS Map and improvement - i-
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SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE TI
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MAIL-* -': DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TI
LEFT,
GENERAL ENDORSEMENT
,�n considerati . of an additional premium -_ IN_CLUDID ,it is hereby
understood and agreed that the following applies:
ADDITIONAL INSURED
Check if applicable XKX
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are Additional Insured /s as respects work done by Named Insur
PRIMARY COVERAGE
Check if applicable X}4t
With respect to claims arising out of the operations of the Named
Insured, such insurance as afforded by this policy is primary and is
not additional to or contributing with any other insurance carried
by or for the benefit of the above Additional Insured /s.
WAIVER OF SUBROGATION
Check if applicable
It is understood and agreed that the Company waives the right of
subrogation against the above Additional Insured /s for project
described in certificate attached hereto.
xROSS LIABILITY CLAUSE
Check if applicable
The naming of more than one person, firm or corporation as insureds
under this policy shall not, for that reason alone, extinguish any
rights of one insured against another, but this endorsement, and the
naming of multiple insureds, shall not increase the total liability
of the Company under this policy.
NOTICE OF CANCELLATION
Check if applicable XXX
It is understood and agreed that in the event of cancellation of the
Policy for any reason other than non - payment of premium, 30 days
written notice will be sent to the following by mail.
TOWN OF LOS CATOS
Attn: Town Clerk
110 East Main Street
Los Gatos, CA 95031
In the event the policy is cancelled for non - payment of premium, 10
days written notice will be sent to the above
Policy No. AES000530 Effective date: 11/9/91
Insurance Company: Scottsdale Insurance Company
Issued to: WIILLAN ASSOCIATES
Authorized Representative (Ie .
Issue date: 12/03/91 CK