REDEVELOPMENT AGENCY AGENDA ITEM NO.
Meeting Date: November 27, 2001
Subject/Title: Authorize Executive Director to Execute Professional Services Agreement with Jones & Stokes for Environment Assessment Services for the Proposed Expansion and Amendments to the Merged Brentwood and North Brentwood Redevelopment Plans.
Submitted by: Gina Rozenski, Redevelopment Analyst
Approved by: John Stevenson, Executive Director
Authorize Executive Director to execute professional services agreement with Jones & Stokes, in the amount of $25,900 for environmental assessment services for the proposed expansion and amendments to the Merged Brentwood and North Brentwood Redevelopment Plans.
On February 13, 2001, the Redevelopment Agency of the City of Brentwood approved Resolution No. RA26 directing staff to commence the preparation of amendments to the redevelopment plans for the merged redevelopment projects.
On May 8, 2001, the Redevelopment Agency approved professional services agreements with McGill Martin Self, Inc., and McDonough Holland & Allen for engineering and legal services related to the proposed amendments.
On June 26, 2001, the City Council approved Resolution No. 2322 which amended and redescribed the boundaries of the North Brentwood Survey Area and determined that the area requires study to determine if redevelopment projects are feasible.
On October 2, 2001, the Planning Commission approved the Amendments to the Preliminary Plan for the Merged Redevelopment Plans, and submitted said amendments to the Agency for consideration.
The scope of the proposed amendment primarily facilitates the reuse of the existing properties along the Highway 4 corridor by eliminating major blighting influences, removing barriers to stagnant property values, and encouraging private investment, and is consistent with the existing goals and objectives of the Redevelopment Plan and Implementation Plan. The proposed amendment, therefore, does not change the purpose of the existing goals and objectives of the Redevelopment Plan, rather the proposed amendment facilitates the actions necessary to achieve these goals.
Since no significant environmental impact will result from the proposed amendment beyond those already analyzed in prior EIRs such as the General Pan Update EIR, Sunset Industrial Park EIR, the 2000 Merged Redevelopment Plan IS/MND and others, the scope of the environmental assessment for the current amendment includes an initial study and negative declaration. Jones and Stokes prepared the Waste Water and Sunset Industrial Park EIRs, and is familiar with the City and the Sunset Industrial Park, and is knowledgeable of redevelopment plan amendment requirements.
The cost for environmental assessment services will be funded 50% from the Brentwood Redevelopment Non-Housing Fund and 50% from the North Brentwood Non-Housing Fund at a cost of $25,900, which represents $23,560 cost estimate and 10% contingency.
1) Agreement for Professional Services
AGREEMENT FOR PROFESSIONAL CONSULTANT SERVICES
OF JONES & STOKES
This Agreement, made and entered into this ______th day of _____________, 2001, by and between the REDEVELOPMENT AGENCY OF THE CITY OF BRENTWOOD, a public body, corporate and politic, and existing under the laws of the State of California, hereinafter referred to as “AGENCY,” and JONES & STOKES, located at 268 Grand Avenue, Oakland, California, hereinafter referred to as “CONSULTANT.”
A. AGENCY is involved in undertaking redevelopment activities pursuant to the California Community Redevelopment Law (Health and Safety Code Section 33000 et seq.).
B. AGENCY desires certain professional consultant services hereinafter described.
C. AGENCY desires to engage CONSULTANT to provide these services by reason of its qualifications and experience for performing such services and CONSULTANT has offered to provide the required services on the terms and in the manner set forth herein.
NOW, THEREFORE, IT IS AGREED as follows:
SECTION 1 – SCOPE OF SERVICES
The scope of services to be performed by CONSULTANT under this Agreement is for professional services to provide environmental assessment studies and services in connection with the proposed amendments to the Merged Brentwood and North Brentwood Redevelopment Plans, as may be required by the AGENCY, including, but not limited to, advice, consultation, research, and opinions regarding the preparation and studies of environmental documents.
SECTION 2 – DUTIES OF CONSULTANT
CONSULTANT shall be responsible for the professional quality, technical accuracy and coordination of all work furnished by CONSULTANT under this Agreement. CONSULTANT shall, without additional compensation, correct or revise any errors or deficiencies in its work.
CONSULTANT represents that it is qualified to furnish the services described under this Agreement.
CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the services of CONSULTANT.
It is understood that Richard Walter will be the designated representative providing services to the AGENCY and shall supervise any services performed by other members of CONSULTANT’S firm.
SECTION 3 – DUTIES OF AGENCY
AGENCY shall provide pertinent information regarding its requirements for the project.
AGENCY shall examine documents submitted by CONSULTANT and shall render decisions pertaining thereto promptly, to avoid unreasonable delay in the progress of CONSULTANT’S work.
SECTION 4 – TERM
The services to be performed under this Agreement shall commence upon the execution of this Agreement and shall be undertaken and completed in such sequence as to assure their expeditious completion in light of the purposes of this Agreement.
SECTION 5 – PAYMENT
Payment shall be made by AGENCY only for services rendered and upon CONSULTANT’S submission of a payment request and AGENCY approval of the work performed. The AGENCY shall pay the CONSULTANT at the rates set forth in Exhibit A, attached hereto and made a part of this Agreement, and shall not to exceed $25,900.
SECTION 6 – TERMINATION
Without limitation to such rights or remedies as AGENCY shall otherwise have by law, AGENCY shall have the right to terminate this Agreement or suspend work on the Project for any reason upon ten (10) days’ written notice to CONSULTANT. CONSULTANT agrees to cease all work under this Agreement upon receipt of said written notice.
Upon termination and upon AGENCY’S payment of the amount required to be paid, documents become the property of AGENCY, and CONSULTANT shall transfer them to AGENCY upon request without additional compensation. Upon termination or expiration of this Agreement, the obligations of the parties shall cease, save and except from those provided under Sections 7, 8, 10, 11, 12, 14, 15, and 16.
SECTION 7 – OWNERSHIP OF DOCUMENTS
All documents prepared by CONSULTANT in the performance of this Agreement, although instruments of professional service, are and shall be the property of AGENCY, whether the project for which they are made is executed or not. Use of the instruments of professional service by AGENCY for other than the project, is at AGENCY’S sole risk without legal liability or exposure to CONSULTANT.
SECTION 8 - CONFIDENTIALITY
All reports and documents prepared by CONSULTANT in connection with the performance of this Agreement are confidential until released by AGENCY to the public. CONSULTANT shall not make any such documents or information available to any individual or organization not employed by CONSULTANT or AGENCY without the written consent of AGENCY before any such release.
SECTION 9 – INTEREST OF CONSULTANT
CONSULTANT covenants that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, which would conflict in any manner or degree with the performance of the services under this Agreement.
SECTION 10 – CONSULTANT’S STATUS
It is expressly agreed that in the performance of the professional services required under this Agreement, CONSULTANT shall at all times be considered an independent contractor as defined in Labor Code Section 3353, under control of the AGENCY as to the result of the work but not the means by which the result is accomplished. Nothing herein shall be construed to make CONSULTANT an agent or employee of AGENCY while providing services under this Agreement.
SECTION 11 – INDEMNITY
CONSULTANT, in the performance of professional services, under this Agreement shall indemnify, defend, and hold harmless AGENCY and the City of Brentwood, its directors, officers, employees and agents from any claim, loss, injury, damage, and expense and liability to the extent arising out of the negligence, errors, omissions, or wrongful acts of CONSULTANT, its employees, subcontractors, or agents. For liability for other liability arising out of professional services, CONSULTANT shall indemnify, defend, and hold harmless, AGENCY and the City of Brentwood, its directors, officers, employees, and agents from any loss, injury, damage, and expense and liability resulting from injury to or death of any person and loss of or damage to property, or claim of such injury, death, loss or damage, caused by an act or omission in the performance under this Agreement by CONSULTANT, its employees, subcontractors, or agents, except for any loss, injury, or damage caused by the active negligence or willful misconduct of personnel employed by AGENCY.
SECTION 12 – INSURANCE
The CONSULTANT shall provide and maintain:
A. Commercial General Liability Insurance, occurrence form, with a limit of not less than $1,000,000 each occurrence. If such insurance contains a general aggregate limit, it shall apply separately to this Agreement or be no less than two (2) times the occurrence limit.
B. Automobile Liability Insurance, occurrence form, with a limit of not less than $500,000.00 each occurrence. Such insurance shall include coverage for owned, hired, and non-owned automobiles.
C. Errors and omissions insurance in the minimum amount of $1,000,000.00 aggregate.
D. Workers Compensation in at least the minimum statutory limits.
E. General Provisions for all insurance. All insurance shall:
1. Include the Redevelopment Agency of the City of Brentwood and the City of Brentwood, its elected and appointed officers, employees, and volunteers as additional insureds with respect to this Agreement and the performance of services in this Agreement. The coverage shall contain no special limitations on the scope of its protection to the above-designated insureds except for Workers Compensation and errors and omissions insurance.
2. Be primary with respect to any insurance or self-insurance programs of AGENCY, its officers, employees, and volunteers.
3. Be evidenced, prior to commencement of services, by properly executed policy endorsements in addition to a certificate of insurance.
4. No changes in insurance may be made without the written approval of the City of Brentwood’s Attorney's Office.
SECTION 13 - NONASSIGNABILITY
Personal Services of Consultant: Both parities hereto recognize that this Agreement is for the personal services of CONSULTANT and cannot be transferred, assigned, or subcontracted by CONSULTANT without the prior written consent of AGENCY.
SECTION 14 - RELIANCE UPON PROFESSIONAL SKILL OF CONSULTANT
It is mutually understood and agreed by and between the parties hereto that CONSULTANT is skilled in the professional calling necessary to perform the work and will perform the work agreed to be done under this Agreement utilizing a specialist standard of care and that AGENCY relies upon the skill of CONSULTANT to do and perform the work in the most skillful manner, and CONSULTANT agrees to thus perform the work. The acceptance of CONSULTANT'S work by AGENCY does not operate as a release of consultant from said obligation.
SECTION 15 - WAIVERS
The waiver by either party of any breach or violation of any term, covenant, or condition of this Agreement or of any provisions of any ordinance or law shall not be deemed to be a waiver of such term, covenant, condition, ordinance or law or of any subsequent breach or violation of same or of any other term, covenant, condition, ordinance or law or of any subsequent breach or violation of the same or of any other term, condition, ordinance, or law. The subsequent acceptance by either party of any fee or other money which may become due hereunder shall not be deeded to be a waiver of any preceding breach or violation by the other party of any term, covenant, or condition of this Agreement of any applicable law or ordinance.
SECTION 16 - COSTS AND ATTORNEYS FEES
Attorney fees in an amount not exceeding $85 per hour per attorney, and in total amount not exceeding $5000, shall be recoverable as costs (by the filing of a cost bill) by the prevailing party in any action or actions to enforce the provisions of the Agreement. The above $5000 limit is the total of attorneys’ fees recoverable whether in the trial court, appellate court, or otherwise, and regardless of the number of attorneys, trials, appeals, or actions. It is the intent of this Agreement that neither party shall have to pay the other more than $5000 for attorneys’ fees arising out of an action, or actions to enforce the provisions of this Agreement.
SECTION 17 - NON-DISCRIMINATION
CONSULTANT warrants that is an Equal Opportunity Employer and shall comply with applicable regulations governing equal employment opportunity. Neither CONSULTANT nor any of its subcontractors shall discriminate in the employment of any person because of race, color, national origin, ancestry, physical handicap, medical condition, marital status, sex, or age, unless based upon a bona fide occupational qualification pursuant to the California Fair Employment and Housing Act.
SECTION 18 - MEDIATION
Should any dispute arise out of this Agreement, any party may request that it be submitted to mediation. The parties shall meet in mediation within 30 days of a request. The mediator shall be agreed to by the mediating parties; in the absence of an agreement, the parties shall each submit one name from mediators listed by either the American Arbitration Association, the California State Board of Mediation and Conciliation, or other agreed-upon service. The mediator shall be selected by a "blindfolded" process.
The cost of mediation shall be borne equally by the parties. Neither party shall be deemed the prevailing party. No party shall be permitted to file a legal action without first meeting in mediation and making a good faith attempt to reach a mediated settlement. The mediation process, once commenced by a meeting with the mediator shall last until agreement is reached by the parties but not more than 60 days, unless the maximum time is extended by the parties.
SECTION 19 - ARBITRATION
After mediation above, and upon agreement of the parties, any dispute or claim arising out of or relating to this Agreement may be settled by arbitration in accordance with the Construction Industry Rules of the American Arbitration Association, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. The costs of arbitration shall be borne equally by the parties.
SECTION 20 - LITIGATION
CONSULTANT shall testify at AGENCY'S request if litigation is brought against AGENCY in connection with CONSULTANT'S services under this Agreement. Unless the action is brought by CONSULTANT, or is based upon CONSULTANT'S wrongdoing, AGENCY shall compensate CONSULTANT for preparation for testimony, testimony, and travel at CONSULTANT'S standard hourly rates at the time of actual testimony.
SECTION 21 - NOTICES
All notices hereunder shall be given in writing and mailed, postage prepaid, addressed as follows:
To AGENCY: Redevelopment Agency of the City of Brentwood
150 City Park Way
Brentwood, CA 94513
To CONSULTANT: Jones & Stokes
268 Grand Avenue
Oakland, CA 94610
SECTION 22 – AGREEMENT CONTAINS ALL
This document represents the entire and integrated Agreement between AGENCY and CONSULTANT and supersedes all prior negotiations, representations, and agreements, either written or oral.
This document may be amended only by written instrument, signed by both AGENCY and CONSULTANT
SECTION 23 – GOVERNING LAW
This Agreement shall be governed by the laws of the State of California.
IN WITNESS WHEREOF, AGENCY and CONSULTANT have executed this Agreement the day and year first above written.
REDEVELOPMENT AGENCY OF THE JONES & STOKES
CITY OF BRENTWOOD
JOHN STEVENSON Name: _____________________
Executive Director Title: _______________________
APPROVED AS TO FORM:
Dennis Beougher, City Attorney