HomeMy WebLinkAbout11/26/2002 - STAFF REPORTS (14) DATE: November 20, 2002
TO: City Council
FROM: Executive Director-Airports
CONVENTION CENTER PHASE I EXPANSION - CITY REPRESENTATIVE CONTRACT
RECOMMENDATION:
It is recommended that City Council approve an agreement with Mike Fontana and
Associates to provide City Representative services for the First Phase Convention Center
Expansion.
SUMMARY:
This action would provide for a new agreement, to follow the current Parking Structure
agreement so that Mr. Fontana could move directly into the Convention Center Project.
BACKGROUND:
Michael Fontana Associates is currently under contract through December 31, 2002 to
provide City Representative services for the Downtown Parking Structure Project. Staff
recommends that similar services be contracted for on the Phase I Convention Center
Expansion.
To accomplish this, it is proposed that a new contract be approved for the Phase I
Convention Center remodel, providing for a five(5) month work period to May 31, 2003,
which allows for one month of close out services on the Convention Center Projectwhich
is due for completion by April 30, 2003. The actual term of the agreement is extended
three months beyond April 30, 2003, in the event there are any delays encountered. The
contract calls for compensation$11,500 monthly. This amendment would add January
through May to the contract for a total contract increase of $146,000, which is the
original $88,500 plus the five months ($57,500) for the Convention Center Project.
The proposed agreement is attached along with a Minute Order for City Council
consideration. It should be noted thatthe agreement form has been modified from the
standard form in thatthe insurance provisions are limitedto auto and professional liability
and the indemnification clause is limited to the negligent acts of the contractor. Funds
for this work are available in the Convention Center Expansion account from
accumulated increased TOT.
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ALLEN F. SMOOT, AAE
Executive Director-Airports
APPPRROV�
City Manager
ATTACHMENTS:
1. Minute Order
2. Proposed Contract REVIEWED BY DEn OF FINANCE
CITY OF PALM SPRINGS
CONTRACT SERVICES AGREEMENT FOR
MICHAEL E. FONTANA & ASSOCIATES
THIS CONTRACT SERVICES AGREEMENT (herein "Agreement") is made and entered into
this 20th day of November,2000,by and between the CITY OF PALM SPRINGS, a municipal corporation
and charter city, (herein "City") and MICHAEL E. FONTANA&ASSOCIATES, a sole proprietorship,
(herein "Consultant').
NOW, THEREFORE, the parties hereto agree as follows:
1.0 SERVICES OF Consultant
1.1 Scope of Services. In compliance with all of the terms and conditions of this
Agreement, the Consultant shall perform the work or services set forth in the "Scope of Services and
Special Conditions" attached hereto as Exhibit "A" and incorporated herein by reference. Consultant
warrants that all work and services set forth in the Scope of Services will be performed in a competent,
professional and satisfactory manner.
1.2 Compliance With Law. All work and services rendered hereunder shall be
provided in accordance with all ordinances, resolutions, statutes, rules, and regulations of the City and any
Federal, State or local governmental agency of competent jurisdiction.
1.3 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost
and expense such licenses, permits and approvals as may be required by law for the performance of the
services required by this Agreement.
2.0 COMPENSATION
2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant
shall be compensated in accordance with the "Schedule of Compensation&Performance" attached hereto
as Exhibit "B" and.incorporated herein by this reference,but not exceeding the maximum contract amount
of Fifty-Seven Thousand Five Hundred Dollars ($57,500).
2.2 Method of Payment. Provided that Consultant is not in default under the terms of
this Agreement, Consultant shall be paid as outlined in Exhibit "B", Schedule of Compensation.
3.0 COORDINATION OF WORK
3.1 Representative of Consultant. Michael Fontana is hereby designated as being the
principal and representatives of Consultant authorized to act in its behalf with respect to the work and
services specified herein and make all decisions in connection therewith.
3.2 Contract Officer. Executive Director-Airports is hereby designated as being the
representative the City authorized to act in its behalf with respect to the work and services specified herein
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and make all decisions in connection therewith("Contract Officer"). The City Manager of City shall have
the right to designate another Contract Officer by providing written notice to Consultant.
3.3 Prohibition Against Subcontracting or Assignment. Consultant shall not contract
with any entity to perform in whole or in part the work or services required hereunder without the express
written approval of the City. Neither this Agreement nor any interest herein may be assigned or
transferred, voluntarily or by operation of law, without the prior written approval of City. Any such
prohibited assignment or transfer shall be void.
3.4 Independent Consultant. Neither the City nor any of its employees shall have ally
control over the manner, mode or means by which Consultant, its agents or employees, perform the
services required herein, except as otherwise set forth. Consultant shall perform all services required
herein as an independent Consultant of City and shall remain under only such obligations as are consistent
with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or
employees are agents or employees of City.
4.0 INSURANCE AND INDEMNIFICATION
4.1 Insurance. The Consultant shall procure and maintain, at its sole cost and
expense, in a form and content satisfactory to City, during the entire term of this Agreement including any
extension thereof, the following policies of insurance:
(a) Business Automotive Insurance. A policy of comprehensive business
automobile liability insurance written on a per occurrence basis with a single limit liability in the amount
of$500,000 bodily injury and property damage. Said policy shall include coverage for owned,non-owned,
leased and hired cars.
(b) Professional Liability Insurance. Professional Liability Insurance in a
minimal amount of$1,000,000.
The Consultant agrees that the provisions of this Section 4.1 shall not be construed as limiting in
any way the extent to which the Consultant may be held responsible for the payment of damages to any
persons or property resulting from the Consultant's activities or the activities of any person or persons for
which the Consultant is otherwise responsible.
In the event the Consultant subcontracts any portion of the work in compliance with Section 3.3.
of this Agreement, the contract between the Consultant and each subcontractor shall require the
subcontractor to maintain the same policies of insurance that the Consultant is required to maintain pursuant
to this Section 4.1.
4.2 Indemnification. Consultant agrees to indemnify the City, its officers, agents and
employees against, and will hold and save them and each of therm harmless from, any and all actions, suits,
claims,damages to persons or property,losses,costs,penalties,obligations,errors,omissions or liabilities,
including paying any legal costs, attorneys fees, or paying any judgment(herein "claims or liabilities")that
may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent
performance of the work or services of Consultant, its agents, employees, subcontractor, or invitees,
provided for herein, or arising from the negligent acts or omissions of Consultant hereunder, or arising
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from Consultant's negligent performance of or failure to perform any term, provision, covenant or
condition of this Agreement.
4.3 Sufficiency of Insurer or Surety. Insurance or bonds required by this Agreement
shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better
in the most recent edition of Best Rating Guide, the Key Rating Guide or in the Federal Register, and only
is they are of a financial category Class VII or better, unless such requirements are waived by the Risk
Manager or designee of the City Manager due to unique circumstances. In the event the Risk Manager
determines that the work or services to be performed under this Agreement creates an increased or
decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies
required by this Section 4 may be changed accordingly upon receipt of written notice from the Risk
Manager;provided that the Consultant shall have the right to appeal a determination of increased coverage
by the Director of Procurement and Contracting to the City Council of City within ten(10)days of receipt
of notice from the Director of Procurement and Contracting.
5.0 TERM
5.1 Term. Unless earlier terminated in accordance with Section 5.2 below, this
Agreement shall be for a term of six (6) months from the date first hereinabove first written. Such term
may be extended upon the mutual written consent of the parties hereto.
5.2 Termination Prior to Expiration of Term. Either party may terminate this
Agreement at any time, with or without cause, upon written notice to the other party. Upon receipt of the
notice of termination, the Consultant shall immediately cease all work or services hereunder except as may
be specifically approved by the Contract Officer. In the event of termination by the City, Consultant shall
be entitled to compensation for all services rendered prior to the effectiveness of the notice of termination
and for such additional services specifically authorized by the Contract Officer and City shall be entitled
to reimbursement for any compensation paid in excess of the services rendered.
6.0 MISCELLANEOUS
6.1 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs,
executors, assigns and all persons claiming under or through them, that there shall be no discrimination
against or segregation of, any person or group of persons on account of race, color, creed, religion, sex,
marital status, national origin, or ancestry in the performance of this Agreement. Consultant shall take
affirmative action to ensure that applicants are employed and that employees are treated during employment
without regard to their race, color, creed, religion, sex, marital status, national origin or ancestry.
6.2 Non-liability of City Officers and Employees. No officer or employee of the City
shall be personally liable to the Consultant, or any successor in interest, in the event of any default or
breach by the City or for any amount which may become due to the Consultant or to its successor, or for
breach of any obligation of the terms of this Agreement.
6.3 Conflict of Interest. No officer or employee of the City shall have any financial
interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any
decision relating to the Agreement which effects his financial interest or the financial interest of any
corporation, partnership or association in which he is, directly or indirectly, interested, in violation of any
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State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give
any third party any money or other consideration for obtaining this Agreement.
6.4 Notice. Any notice, demand, request, document, consent, approval, or
communication either party desires or is required to give to the other party or any other person shall be
in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the
City Manager and to the attention of the Contract Officer, CITY OF PALM SPRINGS, P.O. Box 2743,
Palm Springs, California 92263, and in the case of the Consultant, to the person at the address designated
on the execution page of this Agreement.
6.5 Interpretation. The terms of this Agreement shall be construed in accordance with
the meaning of the language used and shall not be construed for or against either party by reason of the
authorship of this Agreement or any other rule of construction which might otherwise apply.
6.6 Integration: Amendment. It is understood that there are no oral agreements
between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and
all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and
none shall be used to interpret this Agreement. This Agreement may be amended at any time by the mutual
consent of the parties by an instrurnent in writing.
6.7 Severability. In the event that part of this Agreement shall be declared invalid or
unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or
unenforceability shall not affect any of the remaining portions of this Agreement which are hereby declared
as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid
provision is so material that its invalidity deprives either party of the basic benefit of their bargain or
renders this Agreement meaningless.
6.8 Waiver. No delay or omission in the exercise of any right or remedy by a
nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A
party's consent to or approval of any act by the other party requiring the party's consent or approval shall
not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent
act. Any waiver by either party of any default must be in writing and shall not be a waiver of any other
default concerning the same or any other provision of this Agreement.
6.9 Attorneys' Fees. If either party to this Agreement is required to initiate or defend
or made a party to any action or proceeding in any way connected with this Agreement, the prevailing
party in such action or proceeding, in addition to any other relief which may be granted, whether legal or
equitable, shall be entitled to reasonable attorney's fees, whether or not the matter proceeds to judgment.
6.10 Corporate Authority. The persons executing this Agreement on behalf of the
parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to
execute and deliver this Agreement on behalf of said party, (iii)by so executing this Agreement, such party
is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not
violate any provision of any other Agreement to which said party is bound.
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IN WITNESS WHEREOF, the parties have executed and entered into this Agreement as of the date first
written below.
CITY:
CITY OF PALM SPRINGS,
A municipal corporation and charter city
David H. Ready, City Manager
ATTEST:
City Clerk
APPROVED AS TO FORM:
BURKE, WILLIAMS & SORENSEN, LLP
David J. Aleshire, City Attorney
CONSULTANT:
MICHAEL E. FONTANA & ASSOCIATES
By:
Name: Michael E. Fontana
Title: Owner
Address: 383 North Indian Canyon Drive Suite B
Palm Springs, CA 92262
By:
Name:
Title:
Address:
End of Signatures
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EXHIBIT "A'
SCOPE OF SERVICES
Consultant shall provide consulting services to City during the development of Phase I Convention Center
Remodel &Kitchen Addition in accordance with the Agreement and the following terms and conditions:
General:
1. Report to City on status of project
2. Coordinate the efforts of the design team.
3. Coordinate the bidding process.
4. Advise the City regarding the selection of Consultants for both the demolition phase and
construction phase.
5. Assist the City in communicating with adjacent property owners during the demolition and
construction of the project.
6. Coordinate the flow of information between the Consultant and the design team.
7. Conduct regular meetings with the design team, the Consultant and the City's staff representative.
8. Regularly review schedule and progress and report to the City.
9. Regularly review project budget and report to the City.
10. Make daily visits to the site to review progress and handle on site concerns.
It. Review all changes (change orders) to the project scope, schedule and budget and report to the
City.
12. Review all pay requests and make recommendations for payment.
13. Review all lien releases.
14. Continually work to build a mutually supportive team effort.
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EXHIBIT "B"
SCHEDULE OF COMPENSATION
Consultant shall work a minimum of 120 hours per month and be compensated at the rate of$11,500 per
month in an amount not to exceed $57,500. Consultant shall be reimbursed for out-of-pocket expenses
approved in advance by the Contract Officer and substantiated by receipts, and for mileage at the approved
IRS rate for mileage driven out of the area, if any, in the performance of this Agreement but in no event
to and from Consultant's place of business. Consultant shall provide one copy of each report; the cost of
additional copies and any printing and/or reprographics shall be reimbursed at cost to Consultant upon
presentation of receipts therefor.
Consultant shall be paid monthly in accordance with the City's normal warrant procedures, within 30 days
after receipt of an invoice documenting the services performed. The invoice shall be in the form approved
by the City's Finance Director.
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MINUTE ORDER NO.
APPROVING A PROFESSIONAL
SERVICES CONTRACT WITH MICHAEL E.
FONTANA & ASSOCIATES, FOR CITY
REPRESENTATIVE SERVICES ON THE
PHASE I CONVENTION CENTER
EXPANSION PROJECT.
I HEREBY CERTIFY that this Minute Order, approving a Professional
Services Contract with Michael E. Fontana & Associates, for City
Representative Services on the Phase I Convention Center Expansion
Project, was adopted by the City Council of the City of Palm Springs,
California, in a meeting thereof held on the 20'h day of November 2002.
PATRICIA A. SANDERS
City Clerk