HomeMy WebLinkAboutH- 5 Selection of Cotton Bridges Association for Project Management Services for Monrovia Specific PlanTO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: ROY BRUCKN ECTOR OF COMMUNITY DEVELOPMENT
VIA: RICK COLE, CITY MANAGER
DATE: JULY 1, 2002
SUBJECT: SELECTION OF COTTON BRIDGES ASSOCIATES FOR PROJECT MANAGEMENT
SERVICES FOR MONROVIA NURSERY SPECIFIC PLAN, AZUSA PACIFIC UNIVERSITY
SPECIFIC PLAN, AND UNIVERSITY COMMONS SPECIFIC PLAN, AND APPROVAL OF
CONTRACT, SUBJECT TO EXECUTION OF RESPECTIVE REIMBURSEMENT
AGREEMENTS.
RECOMMENDATION
It is recommended that the City Council approve the selection of Cotton Bridges Associates (CBA) for
project management services for processing the following Specific Plans: Monrovia Nursery, Azusa
Pacific University, and University Commons, and authorize the Mayor to execute the contract,
contingent upon execution of respective Reimbursement Agreements with the applicants.
BACKGROUND
In addition to the General Plan Update and new Development Code currently in progress, there are three
major planning efforts also in progress that are on similar time schedules, and which require significant
amount of staff time to process. These projects include specific plans for Monrovia Nursery, Azusa
Pacific University, and University Commons. Each of these projects requires attendance and
coordination of meetings, interfacing with consultants and members of the public, plan and document
review, RFP processes for various consultant services, coordination of consultants including EIR, fiscal
impact, traffic engineering, legal advice, etc., and analysis/report writing. Multiplying these tasks three
times for the three projects would be overwhelming for the current staff level, and would require the
retention of a project manager to keep pace.
The City has been very successful in using contract project management before. Rosedale was one
example, and more recently, Parkside and Mountain Cove. In all cases, the project applicant paid for
these services pursuant to a Reimbursement Agreement. The benefit to applicants is significant, in that
rigorous time schedules can be maintained.
The City has used CBA's Jenni Suvari for the management and coordination of the Parkside and
Mountain Cove projects recently, and has been impressed with the high service level, and high degree of
knowledge and professionalism shown in the completion of these projects. It is proposed that CBA be
used again for the management of the Monrovia Nursery, Azusa Pacific, and University Commons
projects. CBA has intimate knowledge of the City, and is familiar with the City's processes and
procedures. This familiarity is advantageous and efficient to both the City and project applicants, in that
the "learning curve" is eliminated, and intense overlapping project schedules are thereby facilitated.
FISCAL IMPACT
No fiscal impact will occur, as the services of CBA will be funded by the applicants pursuant to a
Reimbursement Agreement.
CITY OF AZUSA
PROFESSIONAL SERVICES AGREEMENT
Planning and Project Management Services
1. PARTIES AND DATE.
This Agreement is made and entered into this 1 st day of July, 2002 by and between the City
of Azusa, a municipal organization organized under the laws of the State of California with its
principal place of business at 213 East Foothill Boulevard, Azusa, California 91702-1395 ("City")
and Cotton Bridges Associates, a California Corporation, with its principal place of business at 747
E. Green St., Suite 300, Pasadena, Ca. 91101 ("Consultant"). City and Consultant are sometimes
individually referred to as "Party' and collectively as "Parties."
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this Agreement.
Consultant represents that it is experienced in providing planning and project management
consulting services to public clients, is licensed in the State of California, and is familiar with the
plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the Monrovia Nursery Specific
Plan, Azusa Pacific University Specific Plan, and University Commons Specific Plan ("Projects") as
set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the
City all labor, materials, tools, equipment, services, and incidental and customary work necessary to
fully and adequately supply the professional planning and proj ect management services necessary for
the Projects ("Services"). The Services are more particularly described in Exhibit "A" attached
hereto and incorporated herein by reference. All Services shall be subject to, and performed in
accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference,
and all applicable local, state and federal laws, rules and regulations.
RVPUBWGS\544364
3.1.2 Term. The term of this Agreement shall be from July 1, 2002 to June 30,
2003, unless earlier terminated as provided herein. Consultant shall complete the Services within the
term of this Agreement, and shall meet any other established schedules and deadlines.
3.2 Responsibilities of Consultant.
3.2.1 Control and Payment of Subordinates, Independent Contractor. The Services
shall be performed by Consultant or under its supervision. Consultant will determine the means,
methods and details of performing the Services subject to the requirements of this Agreement. City
retains Consultant on an independent contractor basis and not as an employee. Consultant retains the
right to perform similar or different services for others during the term of this Agreement., Any
additional personnel performing the Services under this Agreement on behalf of Consultant shall also
not be employees of City and shall at all times be under Consultant's exclusive direction and control.
Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with
their performance of Services under this Agreement and as required by law. Consultant shall be
responsible for all reports and obligations respecting such additional personnel, including, but not
limited to: social security taxes, income tax withholding, unemployment insurance, disability
insurance, and workers' compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously,
within the term of this Agreement, and in accordance with the Scope of Services set forth in Exhibit
"A". Consultant represents that it has the professional and technical personnel required to perform
the Services in conformance with such conditions. In order to facilitate Consultant's conformance
with the Schedule, City shall respond to Consultant's submittals in a timely manner.
3.2.3 COIL tbi'-piatice to Applicable Requirements. All work prepared by Consultant
shall be subject to the approval of City.
3.2.4 Substitution of Ka Personnel. Consultant has represented to City that certain
key personnel will perform and coordinate the Services under this Agreement. Should one or more
of such personnel become unavailable, Consultant may substitute other personnel of at least equal
competence upon written appiroval of City. In the event that City and Consultant cannot agree as to
the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As
discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to
the City, or who are determined by the City to be uncooperative, incompetent, a threat to the
adequate or timely completion of the Project or a threat to the safety of persons or property, shall be
promptly removed from the Project by the Consultant at the request of the City. The key personnel
for performance of this Agreement are as follows: Ms. Lara Stetson and Ms. Jenni Suvari.
3.2.5 C i ty's Representati vc. The City hereby designates Roy Bruckner, or his or her
designee, to act as its representative for the performance of this Agreement ("City's Representative").
City's Representative shall have the power to act on behalf of the City for all purposes under this
Contract. Consultant shall not accept direction or orders from any person other than the City's
Representative or his or her designee.
RVPUBWGS\544364 2
3.2.6 Consultant's Representative. Consultant hereby designates Laura Stetson, or
his or her designee, to act as its representative for the performance of this Agreement ("Consultant's
Representative"). Consultant's Representative shall have full authority to represent and act on behalf
of the Consultant for all purposes under this Agreement. The Consultant's Representative shall
supervise and direct the Services, using his best skill and attention, and shall be responsible for all
means, methods, techniques, sequences and procedures and for the satisfactory coordination of all
portions of the Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in
the performance of Services and shall be available to City's staff, consultants and other staff at all
reasonable times.
3.2.8 Standard of Care, Performance of Employees. Consultant shall perform all
Services under this Agreement in a skillful and competent manner, consistent with the standards
generally recognized as being employed by professionals in the same discipline in the State of
California. Consultant represents and maintains that it is skilled in the professional calling necessary
to perform the Services. Consultant warrants that all employees and subcontractors shall have
sufficient skill and experience to perform the Services assigned to them. Finally, Consultant
represents that it, its employees and subcontractors have all licenses, permits, qualifications and
approvals of whatever nature that are legally required to perform the Services, including a City
Business License, and that such licenses and approvals shall be maintained throughout the term of
this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant
shall perform, at its own cost and expense and without reimbursement from the City, any services
necessary to correct errors or omissions which are caused by the Consultant's failure to comply with
the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who
is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely
completion of the Project, a threat to the safety of persons or property, or any employee who fails or
refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from
the Proj ect by the Consultant and shall not be re-employed to perform any of the Services or to work
on the Project.
3.2.9 laws and Regulations. Consultant shall keep itself fully informed of and in
compliance with all local, state and federal laws, rules and regulations in any manner affecting the
performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all
notices required by law. Consultant shall be liable for all violations of such laws and regulations in
connection with Services. If the Consultant performs any work knowing it to be contrary to such
laws, rules and regulations and without giving written notice to the City, Consultant shall be solely
responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its
officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification
provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure
to comply with such laws, rules or regulations.
RVPUB\NGS\544364 3
3.2. 10 Insurance.
3.2.10.1 Time for Compliance. Consultant shall not commence Work
under this Agreement until it has provided evidence satisfactory to the City that it has secured all
insurance required under this section. In addition, Consultant shall not allow any subcontractor to
commence work on any subcontract until it has provided evidence satisfactory to the City that the
subcontractor has secured all insurance required under this section.
3.2.10.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of the
Agreement by the Consultant, its agents, representatives, employees or subcontractors. Consultant
shall also require all of its subcontractors to procure and maintain the same insurance for the duration
of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum_ Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and
(3) Workers'Compensation and Employer's Liability: Workers' Compensation insurance as required
by the State of California and Employer's Liability Insurance.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with general
aggregate limit is used, either the general aggregate limit shall apply separately to this
Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2)
Automobile Liability: $1,000,000 per accident for bodily injury and property damage; and (3)
Workers "Compensation and Employer's Liability: Workers' Compensation limits as required by the
Labor Code of the State of California. Employer's Liability limits of $1,000,000 per accident for
bodily injury or disease.
3.2.10.3 Professional Liabilily. Deleted by City; not necessary.
3.2.10.4 Insurance Endorsements. The insurance policies shall contain
the following provisions, or Consultant shall provide endorsements on forms supplied or approved
by the City to add the following provisions to the insurance policies:
(A) General Liab i 1 i ty. The general liability policy shall be endorsed
to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers shall be
covered as additional insured with respect to the Work or operations performed by or on behalf of
the Consultant, including materials, parts or equipment furnished in connection with such work; and
(2) the insurance coverage shall be primary insurance as respects the City, its directors, officials,
RVPUB\NGS\544364 A
officers, employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage
excess of the Consultant's scheduled underlying coverage. Any insurance or self-insurance
maintained by the City, its directors, officials, officers, employees, agents and volunteers shall be
excess of the Consultant's insurance and shall not be called upon to contribute with it in anyway.
(B) Automobile Liability. The automobile liability policy shall be
endorsed to state that: (1) the City, its directors, officials, officers, employees, agents and volunteers
shall be covered as additional insureds with respect to the ownership, operation, maintenance, use,
loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which
the Consultant is responsible; and (2) the insurance coverage shall be primary insurance as respects
the City, its directors, officials, officers, employees, agents and volunteers, or if excess, shall stand in
an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage. Any
insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents
and volunteers shall be excess of the Consultant's insurance and shall not be called upon to
contribute with it in any way.
(C) Workers' Compensation and Employers Liability Coverage.
The insurer shall agree to waive all rights of subrogation against the City, its directors, officials,
officers, employees, agents and volunteers for losses paid under the terms of the insurance policy
which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or
canceled except after thirty (30) days prior written notice by certified mail, return receipt requested,
has been given to the City; and (B) any failure to comply with reporting or other provisions of the
policies, including breaches of warranties, shall not affect coverage provided to the City, its
directors, officials, officers, employees, agents and volunteers.
3.2.10.5 Scparation of Insureds; No Special Limitations. All insurance
required by this Section shall contain standard separation of insureds provisions. In addition, such
insurance shall not contain any special limitations on the scope of protection afforded to the City, its
directors, officials, officers, employees, agents and volunteers.
3.2.10.6 Deductibles and Self -Insurance Retentions. Any deductibles or
self-insured retentions must be declared to and approved by the City. Consultant shall guarantee
that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or
self-insured retentions as respects the City, its directors, officials, officers, employees, agents and
volunteers; or (2) the Consultant shall procure a bond guaranteeing payment of losses and related
investigation costs, claims and administrative and defense expenses.
3.2.10.7 Acceptability of Insurers. Insurance is to be placed with
insurers with a current A.M. Best's rating no less than AN II, licensed to do business in California,
and satisfactory to the City.
RVPUB\NGS\544364 5
3.2.10.8 Verification of Coverage. Consultant shall furnish City with
original certificates of insurance and endorsements effecting coverage required by this Agreement on
forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be
signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms
provided by the City if requested. All certificates and endorsements must be received and approved
by the City before work commences. The City reserves the right to require complete, certified copies
of all required insurance policies, at any time.
3.2.11 Safety. Consultant shall execute and maintain its work so as to avoid injury or
damage to any person or property. In carrying out its Services, the Consultant shall at all times be in
compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise
all necessary precautions for the safety of employees appropriate to the nature of the work and the
conditions under which the work is to be performed. Safety precautions as applicable shall include,
but shall not be limited to: (A) adequate life protection and life saving equipment and procedures;
(B) instructions in accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and
shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or
lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper
inspection and maintenance of all safety measures.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including authorized
reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "B"
attached hereto and incorporated herein by reference. The total compensation shall not exceed
$60,000 without written approval of City's City Manager. Extra Work may be authorized, as
described below, and if authorized, will be compensated at the rates and manner set forth in this
Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by Consultant.
The statement shall describe the amount of Services and supplies provided since the initial
commencement date, or since the start of the subsequent billing periods, as appropriate, through the
date of the statement. City shall, within 45 days of receiving such statement, review the statement
and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may request
that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is
determined by City to be necessary for the proper completion of the Project, but which the parties did
not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall
not perform, nor be compensated for, Extra Work without written authorization from City's
RVPUB\NGS\544364 6
Representative.
3.4 Accounting Records.
3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate
records with respect to all costs and expenses incurred under this Agreement. All such records shall
be clearly identifiable. Consultant shall allow a representative of City during normal business hours
to examine, audit, and make transcripts or copies of such records and any other documents created
pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents,
proceedings, and activities related to the Agreement for a period of three (3) years from the date of
final payment under this Agreement.
3.5 General Provisions.
3.5.1 Termination of A Bement.
3.5.1.1 Grounds for Termination. City may, by written notice to Consultant,
terminate the whole or any part of this Agreement at any time and without cause by giving written
notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7)
days before the effective date of such termination. Upon termination, Consultant shall be
compensated only for those services which have been adequately rendered to City, and Consultant
shall be entitled to no further compensation. Consultant may not terminate this Agreement except
for cause.
3.5.1.2 Effect of Termination. If this Agreement is terminated as provided
herein, City may require Consultant to provide all finished or unfinished Documents and Data and
other information of any kind prepared by Consultant in connection with the performance of Services
under this Agreement. Consultant shall be required to provide such document and other information
within fifteen (15) days of the request.
3.5.1.3 Additional Services. In the event this Agreement is terminated in
whole or in part as provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.5.2 Delivery of Notices. All notices permitted or required under this Agreement
shall be given to the respective parties at the following address, or at such other address as the
respective parties may provide in writing for this purpose:
Consultant:
Cotton Bridges Associates
747 E. Green St., Suite 300
RVPUBWGS\-544364 7
City:
Pasadena, Ca. 91101-2119
Attention: Laura Stetson
City of Azusa
213 East Foothill Blvd.
Azusa, CA 91702-1295
Attention: Rick Cole, City manager
Such notice shall be deemed made when personally delivered or when mailed, forty-eight
(48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its
applicable address. Actual notice shall be deemed adequate notice on the date actual notice
occurred, regardless of the method of service.
3.5.3 Ownership of Materials and Conftdentiali .
3.5.3.1 Documents & Data; Licensing of Intellectual Property. This
Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or
sublicense any and all copyrights, designs, and other intellectual property embodied in plans,
specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any
tangible medium of expression, including but not limited to, physical drawings or data magnetically
or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by
Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors
to agree in writing that City is granted a non-exclusive and perpetual license for any Documents &
Data the subcontractor prepares under this Agreement. Consultant represents and warrants that
Consultant has the legal right to license any and all Documents & Data. Consultant makes no such
representation and warranty in regard to Documents & Data which were prepared by design
professionals other than Consultant or provided to Consultant by the City. City shall not be limited
in any way in its use of the Documents and Data at any time, provided that any such use not within
the purposes intended by this Agreement shall be at City's sole risk.
3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans,
procedures, drawings, descriptions, computer program data, input record data, written information,
and other Documents and Data either created by or provided to Consultant in connection with the
performance of this Agreement shall be held confidential by Consultant. Such materials shall not,
without the prior written consent of City, be used by Consultant for any purposes other than the
performance of the Services. Nor shall such materials be disclosed to any person or entity not
connected with the performance of the Services or the Project. Nothing furnished to Consultant,
which is otherwise known to Consultant or is generally known, or has become known, to the related
industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs
RVPUB\NGS\544364 8
of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper,
newspaper, television or radio production or other similar medium without the prior written consent
of City.
3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another,
and shall take any additional acts or sign any additional documents as may be necessary, appropriate
or convenient to attain the purposes of this Agreement.
3.5.5 Attorney's Fees. If either party commences an action against the other party,
either legal, administrative or otherwise, arising out of or in connection with this Agreement, the
prevailing party in such litigation shall be entitled to have and recover from the losing party reason-
able attorney's fees and all other costs of such action.
3.5.6 Indemnification. CBA shall indemnify, hold harmless, and defend CITY, its
Council, officers, agents and employees from and against any and all claims and losses, costs or
expenses for any damage resulting in death or injury to any person and/or injury or damage to any
property resulting from any act; omission or willful misconduct of CBA or any of its officers,
employees, servants, agents, or subcontractors in the performance of this Agreement. Such cost and
expense shall include reasonable attorney fees.
Notwithstanding the above paragraph, and as a separate and independent covenant
and obligation, CBA shall indemnify and hold harmless, but not defend CITY, its Council, officers,
agents and employees from and against any damage, liability, loss, cost or expense, (excluding
personal injury or property damage which is included in the above paragraph) which arise out of
CBA's negligent performance of services under this Agreement provided that such liability, loss, cost
or expense is caused by the negligent act or omission of CBA, or any of its officers, employees,
servants, agents or subcontractors in performance of this Agreement. CBA's obligation for such
indemnity and hold harmless under this paragraph shall not include any obligation to defend CITY,
its Council, officers, agents or employees against any action or claim brought by any person. CBA's
obligation to indemnify CITY shall include reasonable attorney fees if CBA is found to have been
negligent in performance of services under this Contract.
3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the
parties with respect to the subject matter hereof, and supersedes all prior negotiations,
understandings or agreements. This Agreement may only be modified by a writing signed by both
parties.
3.5.8 Gay_crni tag This Agreement shall be governed by the laws of the State of
California. Venue shall be in Los Angeles County.
Agreement.
3.5.9 Time of Essence. Time is of the essence for each and every provision of this
3.5.10 City s Right to Employ Other Consultants. City reserves right to employ other
RVPUB\NGS\544364 9
consultants in connection with this Project.
3.5.11 Successors and Assigns. This Agreement shall be binding on the successors
and assigns of the parties.
3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer,
either directly or by operation of law, this Agreement or any interest herein without the prior written
consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or
transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation
or transfer.
3.5.13 Construction: R.c f ereiices, Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any term
referencing time, days or period for performance shall be deemed calendar days and not work days.
All references to Consultant include all personnel, employees, agents, and subcontractors of
Consultant, except as otherwise specified in this Agreement. All references to City include its
elected officials, officers, employees, agents, and volunteers except as otherwise specified in this
Agreement. The captions of the various articles and paragraphs are for convenience and ease of
reference only, and do not define, limit, augment, or describe the scope, content, or intent of this
Agreement.
3.5.14 Amendment; Modification. No supplement, modification, or amendment of
this Agreement shall be binding unless executed in writing and signed by both Parties.
3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege,
or service voluntarily given or performed by a Party shall give the other Party any contractual rights
by custom, estoppel, or otherwise.
3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries
of any right or obligation assumed by the Parties.
3.5.17 invalidity, Severability. If any portion of this Agreement is declared invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions
shall continue in full force and effect.
3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely for
Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor
has it agreed to pay any company or person, other than a bona fide employee working solely for
Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent
upon or resulting from the award or making of this Agreement. For breach or violation of this
warranty, City shall have the right to rescind this Agreement without liability. For the term of this
RV PUB\NG S\544364 10
Agreement, no member, officer or employee of City, during the term of his or her service with City,
shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit
arising therefrom.
3.5.19 Dual Opportunity Employment. Consultant represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee or applicant
for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such
non-discrimination shall include, but not be limited to, all activities related to initial employment,
upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise
program, Affirmative Action Plan or other related programs or guidelines currently in effect or
hereinafter enacted.
3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is
aware of the provisions of Section 3700 of the California Labor Code which require every employer
to be insured against liability for Worker's Compensation or to undertake self-insurance in
accordance with the provisions of that Code, and agrees to comply with such provisions before
commencing the performance of the Services.
3.5.21 Authority to Enter Agreement. Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which
shall constitute an original.
3.6 Subcontracting.
3.6.1 Prior Approval Requi red. Consultant shall not subcontract any portion ofthe
work required by this Agreement, except as expressly stated herein, without prior written approval of
City. Subcontracts, if any, shall contain a provision making them subj ect to all provisions stipulated
in this Agreement.
CITmCristina
COTTON BRIDGES ASSOCIATES
By: �Ctut_'U
-Madrid Laura Stetson
Mayor Principal
RVPUBW GS\544364 11
Attest:
City Clerk
Approved as to Form:
jmu&�
Best Best & Krieger LLP
City Attorney
RVPUBWGS\544364 12
EXHIBIT "A"
SCOPE OF SERVICES
Cotton/Bridges/Associates will perform contract staffplanning and project management services for
the three specific projects set forth below, as well as other proj ects that maybe identified by the City
of Azusa:
❑ Monrovia Nursery Specific Plan
❑ Azusa Pacific University Specific Plan
❑ University Commons Specific Plan
The staff services include, but are not limited to the following tasks:
1. Coordinate the processing of City -required entitlement applications.
2. Meet as needed with project applicants regarding application and project requirements.
3. Coordinate the processing of required CEQA documents.
4. Prepare staff reports, resolutions, and conditions of approval.
5. Prepare legal notices for entitlement applications and hearings.
6. Participate in public meetings and public hearings associated with identified projects.
7. Other tasks directly associated with project applications, as directed by the Community
Development Director.
RVPUBWGS\544364 C-1
EXHIBIT "B"
COMPENSATION
All work will be billed on a time and materials basis in accordance wth the following fee
schedule.
COTTON / BRIDGES / ASSOCIATES
SCHEDULE OF FEES
HOURLY LABOR RATES
Principals:
Environmental Planners
Principal -in -Charge
$145
- $185
Sr. Env Planner
$95
- $105
Env. Planner
$85
- $95
Project Managers
Sr. Researcher
$75
- $85
Project Managers
$115
- $135
Researcher
$65
- $75
Technician
$45
- $55
Urban Planners
Sr. Urban Planner
$95
- $105
Graphics
Urban Planner
$65
- $90
Sr. Graphics
$50
- $60
Sr. Planning Technician
$55
- $65
Graphics
$35
- $45
Planning Technician
$45
- $55
Mapping Technician
$45
- $55
Other Staff j
Word Processing
$60
- $65
Admin Support
$60
_ $65
REIMBURSABLE EXPENSES
Handling Fee*
15%
Reproduction 11x17
$0.27
/Copy
Mileage
$0.365
/Mile
Visual Simulation / Hour
$30
/Hour
Reproduction Single Side
$0.08
/Copy
CADD/Computer Time / Hour
$30
/Hour
Reproduction Two -Side
$0.11
/Copy
Deliveries / Hour
$35
/Hour
* Includes report printing/reproduction, graphic aids, travel (airfare, meals, etc.), fees by government bodies,
computer services, photography, subcontract services, postage, telephone, and delivery.
Accounts are due and payable within 30 days of the date of the invoice. Past due accounts will have a finance
charge of 1.25% per month compounded.
All rates may be subjected to change at such time as adjustments are made as a result of agreements, salary
adjustments, and increased business expenses.
Rates Effective Thru: 12/31/2002
RVPUB\NGSk544364 C-2