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HomeMy WebLinkAboutCotton, Shires, and Associates, Inc.AGREEMENT THIS AGREEMENT is made and entered into on the 28th day of April 2022 by and between the TOWN OF LOS ALTOS HILLS (hereinafter referred to as "TOWN") and Cotton, Shires and Associates, Inc. (hereinafter referred to as "CONTRACTOR"). In consideration of their mutual covenants, the parties hereto agree as follows: 1. CONTRACTOR. Shall provide or furnish the following specified services and/or materials: Provide geotechnical construction observation and testing services for the East Sunset Drive Roadway Improvements 2. EXHIBITS. The following attached exhibits are hereby incorporated into and made a part of this Agreement: Proposal from CONTRACTOR dated April 27, 2022 3. TERMS. The services and/or materials furnished under this Agreement shall commence May 9, 2022 and shall be completed by June 30, 2022, unless terminated pursuant to Section 5(f). 4. COMPENSATION. For the full performance of this Agreement: a. TOWN shall pay CONTRACTOR an amount not to exceed twenty-four thousand one hundred twenty-five dollars ($24,125) within thirty (30) days following receipt of invoice and completion/delivery of services/goods as detailed in Sections 1, 2, and 3 of this Agreement and only upon satisfactory delivery/completion of goods/services in a manner consistent with professional/industry standards for the area in which CONTRACTOR operates. TOWN is not responsible for paying for any work done by CONTRACTOR or any subcontractor above and beyond the not to exceed amount. b. Town shall not reimburse for any of CONTRACTOR's costs or expenses to deliver any services/goods. Town shall not be responsible for any interest or late charges on any payments from Town to CONTRACTOR. c. CONTRACTOR is responsible for monitoring its own forces/employees/agents/ subcontractors to ensure delivery of goods/services within the terms of this Agreement. TOWN will not accept or compensate CONTRACTOR for incomplete goods/services. Town of Los Altos Hills Page 1 of 4 Short form Updated 3/16/21 5. GENERAL TERMS AND CONDITIONS. a. HOLD HARMLESS. CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of personal injury (including death) and property damage of any nature, caused by or arising out of the performance of CONTRACTOR under this Agreement. With regard to CONTRACTOR'S work product, CONTRACTOR agrees to indemnify, defend and hold harmless the TOWN, its officers, agents and employees from any and all demands, claims or liability of any nature to the extent caused by the negligent performance of CONTRACTOR under this Agreement. b. INSURANCE. CONTRACTOR shall file with the TOWN a certificate of insurance before commencing any services under this Agreement as follows: WORKERS COMPENSATION INSURANCE: Minimum statutory limits. ii. COMMERCIAL GENERAL LIABILITY AND PROPERTY DAMAGE INSURANCE: General Liability and Property Damage Combined. $1,000,000.00 per occurrence including comprehensive form, personal injury, broad form personal damage, contractual and premises/operation, all on an occurrence basis. If an aggregate limit exists, it shall apply separately or be no less than two (2) times the occurrence limit. iii. AUTOMOBILE INSURANCE: $1,000,000.00 per occurrence. iv. ERRORS AND OMISSIONS INSURANCE: $1,000,000.00 aggregate. v. NOTICE OF CANCELLATION: The City requires 30 days written notice of cancellation. Additionally, the notice statement on the certificate should not include the wording "endeavor to" or "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives." vi. CERTIFICATE OF INSURANCE: Prior to commencement of services, evidence of insurance coverage must be shown by a properly executed certificate of insurance and it shall name "The Town of Los Altos Hills, its elective and appointed officers, employees, and volunteers" as additional insureds. vii. To prevent delay and ensure compliance with this Agreement, the insurance certificates and endorsements must be submitted to: Town of Los Altos Hills 26379 Fremont Road Los Altos Hills, CA 94022 Town of Los Altos Hills Page 2 of 4 Short form Updated 3116121 c. NON-DISCRIMINATION. No discrimination shall be made in the employment of persons under this Agreement because of the race, color, national origin, age, ancestry, religion, or sex of such person. d. INTEREST OF CONTRACTOR. It is understood and agreed that this Agreement is not a contract of employment and does not create an employer-employee relationship between the TOWN and CONTRACTOR. At all times CONTRACTOR shall be an independent contractor and CONTRACTOR is not authorized to bind the TOWN to any contracts or other obligations without the express written consent of the TOWN. In executing this Agreement, CONTRACTOR certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of TOWN. e. CHANGES. This Agreement shall not be assigned or transferred without advance written consent of the TOWN. No changes or variations of any kind are authorized without the written consent of the City Manager. This Agreement may only be amended by a written instrument signed by both parties. f. TERMINATION. This Agreement may be terminated by TOWN upon seven (7) days written notice to CONTRACTOR. Monies owed for work satisfactorily completed shall be paid to CONTRACTOR within 14 days of termination. g. RECORDS. All reports, data, maps, models, charts, studies, surveys, calculations, photographs, memoranda, plans, studies, specifications, records, files, or any other documents or materials, in electronic or any other form, that are prepared or obtained pursuant to this Agreement and that relate to the matters covered hereunder, shall be the property of the TOWN. CONTRACTOR hereby agrees to deliver those documents to the TOWN at any time upon demand of the TOWN. It is understood and agreed that the documents and other materials, including but not limited to those described above, prepared pursuant to this Agreement are prepared specifically for the TOWN and are not necessarily suitable for any future or other use. Failure by CONTRACTOR to deliver these documents to the TOWN within a reasonable time period or as specified by the TOWN shall be a material breach of this Agreement. TOWN and CONTRACTOR agree that until final approval by TOWN, all data, plans, specifications, reports and other documents are preliminary drafts not kept by the TOWN in the ordinary course of business and will not be disclosed to third parties without prior written consent of both parties. All work products submitted to the TOWN pursuant to this Agreement shall be deemed a "work for hire." Upon submission of any work for hire pursuant to this Agreement, and acceptance by the TOWN as complete, non-exclusive title to copyright of said work for hire shall transfer to the TOWN. The compensation recited in Section 4 shall be deemed to be sufficient consideration for said transfer of copyright. CONTRACTOR retains the right to use any project records, documents and materials for marketing of their professional services. Town of Los Altos Hills Page 3 of 4 Short form Updated 3/16/21 h. ENTIRE AGREEMENT. This Agreement represents the entire agreement between the Parties. Any ambiguities or disputed terms between this Agreement and any attached Exhibits shall be interpreted according to the language in this Agreement and not the Exhibits. 6. INVOICING. Send all invoices to the contract coordinator at the address below. This Agreement shall become effective upon its approval and execution by TOWN. In witness whereof, the parties have executed this Agreement the day and year first written above. CONTRACT COORDINATOR and representative for TOWN: CONTRACTOR: Cotton, Shires and Associates, Inc. John Chau Associate Engineer Dlgltally,1pdby D.WdT5ah,1,, ' DN; m=D.Id TSchrler, a=colronShl- David T Schri rendm-1.,ealnq- Town of Los Altos Hills By: T",<hde®4oNooahlrca.cOm,4=D5 April 28, 2022 Date; 3032.04.2813:09;44-02'00' 26379 Fremont Road Signature Date Los Altos Hills, CA 94022 David T Schrier, Vice President Print name, Title TOWN OF LOS A11QS HILLS: By:� Peter Pirnejad, C' y Manager, Date Town of Los Altos Hills Page 4 of 4 Short form Updated 3116121 COTTON, SHIRES AND ASSOCIATES, INC. CONSULTING ENGINEERS ANIS GEOLOGISTS April 27, 2022 Revised April 28, 2022 E6131B By Email <jchau@losaltoshills.ca.gov> John Chau Assistant Engineer TOWN OF LOS ALTOS HILLS 26379 Fremont Road Los Altos Hills, California 94022 SUBJECT: Geotechnical Construction Observation and Testing Services RE: East Sunset Drive Roadway Improvements Los Altos Hills, California REFERENCES: Brannon Corporation, Preliminary Construction Schedule, East Sunset Drive Widening, Town of Los Altos Hills, dated February 24, 2022; Lea & Braze Engineering, Inc., Roadway Widening, East Sunset Drive, Los Altos Hills, California, CA, Drawing Nos. C1.0 to C5.1, ER -1 and ER - 2, and RL -1 (Sheet 1 to 11) dated November 1, 2021; Cotton, Shires and Associates, Inc., Geotechnical Investigation report, East Sunset Drive Roadway Improvements, Los Altos Hills, California, dated June 8, 2021. Dear Mr. Chau: Cotton, Shires and Associates, Inc. (CSA) is pleased to provide the Town of Los Altos Hills with this cost estimate for construction observation and testing services. We anticipate that our services will include the following: 1) observing slope excavation; 2) pier drilling and placement of beams, and concrete; 3) observing and testing backdrain installation and backfill placement and compaction; 4) observing and testing pavement subgrade and baserock compaction; and 5) preparing a construction observation and testing report. Northern California Office Central California Office Southern California Office 330 Village Lane 6417 Dogtown Road 699 Hampshire Road, Suite 101 Los Gatos, CA 95030-7218 San Andreas, CA 95249-9640 Thousand Oaks, CA 91361-2352 (408) 354-5542 • Fax (408) 354-1852 (209) 736-4252 9 Fax (209) 736-1212 (805) 370-8710 www.cottonshires.com Mr. John Chau Page 2 April 27, 2022 Revised April 28, 2022 E6131B The following table provides our estimated time and cost for performing the above described tasks and is based on the construction schedule provided to us, and our experience with retaining wall construction for similar projects. Estimated Task Hours Hourly Rate Cost Slope Excavation Observation - 4 $130 $520 Pier Drilling, Beam and Concrete Installation Observation - 100 $130 $13,000 Backdrain Installation and Backfill — Observation and Compaction 18 $130 $2,340 Pavement Subgrade Preparation — Observation and Compaction 24 $130 i&M Subtotal Field $18,980 Reimbursables - Lab Testing, Vehicle, Nuclear Gauge $1,225 Office Support — Supervision, QA/QC, Consultation (10% of Field) $1,900 Construction Observation and Testing Report 2100 Subtotal Office $4,000 Total Office, Reimbursables and Field $24,125 This cost estimate of $24,125 is based on the provided Construction Schedule, and includes 1 part-time site visit and 16 days of full-time observation and testing for pier drilling, retaining wall construction work, wall backfill, and pavement subgrade and base compaction, as described above, and should be used for budgeting purposes only. We note that the Construction Schedule does not have a specific task for backfilling behind the lower wall to widen the roadway; however, we have assumed that the time required to complete this task is included in Task 8 (baserock & AC task). If our assumption is incorrect, we may need to modify this construction estimate. A contingency should be added for delays beyond our control, including the weather, the Contractors' schedule and ability, and other factors. Ultimately, our time spent on site will be determined by the Contractor's schedule and competency. If the Contractor is able to undertake several tasks simultaneously, our time would be reduced. As usual, the Town will only be invoiced for the actual hours spent for these tasks: If, during the course of construction, it appears that our estimated budget will be exceeded, we will inform you so that COTTON, SHIRES AND ASSOCIATES, INC. Mr. John Chau Page 3 April 27, 2022 Revised April 28, 2022 E6131B additional written authorization can be obtained prior to completion of any additional work. Limitations Our services consist of professional opinions and conceptual recommendations made in accordance with generally accepted engineering geology and geotechnical engineering principles and practices. No warranty, expressed or implied, or merchantability or fitness, is made in or intended in connection with our work, by the proposal for consulting or other services, or by the furnishing of oral or written reports or findings. If you have any questions, or need additional information, please contact us. Respectfully submitted, COTTON, SHIRES AND ASSOCIATES, INC. David T. Schrier Principal Geotechnical Engineer GE 2334 Reviewed By: Andrew Mead, Principal Engineering Geologist Approved and Authorized By Date AMOTS Attachment: Schedule of Charges COTTON, SHIRES AND ASSOCIATES, INC. COTTON, SHIRES AND ASSOCIATES, INC. SCHEDULE OF CHARGES, LIMITATIONS AND TERMS FOR PROFESSIONAL SERVICES January 2022 Personnel Charges Senior Principal Engineer/Geophysicist ______________________ $325/hr Principal Geologist/Engineer_________________________________ $270/hr Supervising Geologist/Engineer ........ ......... ------ $225/hr Senior Geologist/Engineer----------- _------------ ___ .... _ $ 200/hr Senior GTS Specialist __________________________________________ $180/hr Senior Staff Geologist/Engineer_______________............... $170/hr Staff Geologist/Engineer______________________________________ $155/hr AutoCAD Specialist ___________________________________________ $150/hr Field/LaboratoryTechnician __________________________________ $130/hr Clerical/Accounting------------------------------------------- $95/hr Equipment and Supply Charges Drone System .................................................. $220/day Inclinometer System ________________ .......................... $220/day Piezometer Data Acquisition System ___........ ..... ___ $110/day Total Station Surveying Equipment___________________________ $325/day GPS Surveying Equipment .................................... $ 430/day Nuclear Moisture/Unit Weight Gauge ................... _____ $160/day Rope Climbing Safety Equipment_____________________________ $270/day Multi -Channel Seismograph System and ReMi ____________ $325/day Vehicle Mileage (or Current IRS Approved Rate) ------ _ _ _ _ _ _ $ .575/mi Aircraft Mileage (or Current GSA Approved Rate)........... $1.21/nmi Photocopying (B&W -Color) __________________________________ $ .20-.50/copy Engineering (Large Format) Copier ____........ ___........ ___ $ .50/ft2 Computer Assisted Color Plotting ............................ $12/sq. ft. Ewe -rt Witness Consultation Charges Expert witness testimony for court appearances and binding arbitrations shall be charged on a daily basis (minimum one-half day increments) at a rate of $4,400 per day. Deposition testimony shall be charged at a rate of $550 per hour (minimum one hour charge). Preparation time for depositions or court appearances shall be charged on a time -and -expense basis in accordance with the Personnel, Equipment, and Expense charges listed herein. Laboratory Testing and Geophysical Service Charges Laboratory testing and geophysical services shall be charged on a time -and - materials basis in accordance with the Personnel, Equipment, and Expense charges listed herein. Laboratory samples shall be stored for 60 days after the date of final report submittal unless special arrangements are made for longer storage. Expense Charges (Receipted Costs Plus 15%) • Travel expenses including air fare, lodging, vehicle rental, etc. (either actual receipted costs plus 15% for meals or a flat subsistence charge of $75 per diem for overnight stay shall be charged in addition to the lodging cost) • Excavation subcontractors and expendable field supplies • Reproduction of drawings • Film, film development, and photograph printing • Special fees, permits, insurance, etc. • Conference call telephone costs • Special mail service (air, electronic, courier, etc.) • Special equipment rental • Special consultant fees a