Contract - KDM Meridian - 2012-07-27AGREEMENT FOR CONSULTANT SERVICES
#101 WEST SIDE PUMPING STATION ABANDONMENT
This Agreement ( "AGREEMENT ") is made and effective as of
2b)2 , between the Costa Mesa Sanitary District, a sanitary district ("DISTRICT"), and
KDM Meridian, a California Corporation, ( "CONSULTANT"). In consideration of the
mutual covenants and conditions set forth herein, the parties agree as follows:
Recitals
WHEREAS, CONSULTANT is retained by Dudek Engineering to survey by
ground survey and aerial survey the possible alignments for Orange County Sanitation
Districts' (OCSD) proposed Southwest- Costa Mesa Trunk, a project related to the
DISTRICT'S Project #101 West Side Pumping Station Abandonment; and
WHEREAS, in order to combine services and save the DISTRICT approximately
$5,000, DISTRICT desires to hire CONSULTANT directly to obtain topography for the
DISTRICT'S project while obtaining topography for OCSD's project; and
WHEREAS, OCSD has stated their preference for DISTRICT to contract directly
with CONSULTANT for topographic mapping services; and
WHEREAS, said topographic mapping is necessary for DISTRICT to perform
preliminary and final engineering for DISTRICT'S Project #101 ; and
WHEREAS, DISTRICT'S engineering staff and CONSULTANT have met and
determined the limits of topographic mapping necessary for DISTRICT;
NOW, THEREFORE the parties hereto agree as follows:.
1. TERM
This AGREEMENT shall commence on July 27, 2012 and shall remain and
continue in effect until tasks described herein are completed unless sooner terminated
pursuant to the provisions of this AGREEMENT.
2. SERVICES
CONSULTANT shall perform the tasks described and set forth in Exhibit A,
attached hereto and incorporated herein as though set forth in full. CONSULTANT shall
complete the tasks according to the schedule of performance which is also set forth in
Exhibit A.
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3. PERFORMANCE
CONSULTANT shall, at all times, faithfully, competently, and to the best of
his /her /its ability, experience, and talent perform all tasks described herein.
CONSULTANT shall employ, at a minimum, generally accepted standards and
practices utilized by persons engaged in providing similar services as are required of
CONSULTANT hereunder in meeting its obligations under this AGREEMENT.
4. DISTRICT MANAGEMENT
The General Manager shall represent DISTRICT in all matters pertaining to the
administration of this AGREEMENT, including review and approval of all products
submitted by CONSULTANT. Notwithstanding the foregoing, the General Manager's
authority to enlarge the tasks to be performed or change CONSULTANT's
compensation is subject to Section 5 hereof.
5. PAYMENT
(a) DISTRICT agrees to pay CONSULTANT upon completion of the task.
This amount shall not exceed Nineteen Thousand One Hundred Ninety Five Dollars
($19,195) for the total term of this AGREEMENT unless additional payment is approved
as provided in this AGREEMENT. Said sum includes travel and other costs.
(b) CONSULTANT shall not be compensated for any services rendered in
connection with its performance of this AGREEMENT that are in addition to those set
forth herein, unless such additional services are requested in a written change order
and are approved in. advance and in writing by DISTRICT. The written change order
requirement cannot be waived. The General Manager may approve change orders for
additional work not to exceed the cumulative value of ten percent (10 %) of the total
contract sum. Any additional work in excess of this cumulative amount shall be
approved by the Board of Directors.
(c) CONSULTANT will submit invoices upon task completion unless
otherwise agreed. Payment shall be made within thirty (30) days of receipt of each
invoice as to all non - disputed fees. If DISTRICT disputes any of CONSULTANT's fees,
DISTRICT shall give written notice to CONSULTANT within thirty (30) days of receipt of
an invoice of any disputed fees contained in the invoice.
6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE
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(a) The DISTRICT may, at any time, for any reason, with or without cause,
suspend or terminate this AGREEMENT, or any portion hereof, by serving upon the
CONSULTANT written notice. Upon receipt of said notice, the CONSULTANT shall
immediately cease all work under this AGREEMENT, unless the notice provides
otherwise. If the DISTRICT suspends or terminates a portion of this AGREEMENT,
such suspension or termination shall not make void or invalidate the remainder of this
AGREEMENT.
(b) In the event this AGREEMENT is terminated pursuant to this Section, the
DISTRICT shall pay to CONSULTANT the actual value of the work performed up to the
time of termination, provided that the work performed is of value to the DISTRICT.
CONSULTANT shall immediately turn over all work - product to DISTRICT in a readily
usable form. Upon termination of the AGREEMENT pursuant to this Section, the
CONSULTANT will submit an invoice to the DISTRICT pursuant to Section 5.
7. DEFAULT OF CONSULTANT
(a) The CONSULTANT's failure to comply with the provisions of this
AGREEMENT shall constitute a default. In the event that CONSULTANT is in default
for cause under the terms of this AGREEMENT, DISTRICT shall have no obligation or
duty to continue compensating CONSULTANT for any work performed after the date of
default and can terminate this AGREEMENT immediately by written notice to the
CONSULTANT. If such failure by the CONSULTANT to make progress in the
performance of work hereunder arises out of causes beyond the CONSULTANT's
control, and without fault of negligence of the CONSULTANT, it shall not be considered
a default.
(b) As an alternative to the procedure for immediate termination for default set
forth in subparagraph (a), if the District Manager or his/her delegate determines that the
CONSULTANT is in default in the performance of any of the terms or conditions of this
AGREEMENT, he /she may in his/her discretion cause to be served upon the
CONSULTANT a written notice of the default and demand to cure. The CONSULTANT
shall have ten (10) days after service upon it of said notice to cure the default by
rendering a satisfactory performance. In the event that the CONSULTANT fails to cure
its default within such period of time, the DISTRICT shall have the right, notwithstanding
any other provision of this AGREEMENT, to terminate this AGREEMENT without further
notice and without prejudice to any other remedy to which it may be entitled at law, in
equity or under this AGREEMENT.
8. OWNERSHIP OF DOCUMENTS
(a) CONSULTANT shall maintain complete and accurate records with respect
to the professional services required by this AGREEMENT and will produce the work
product specified in Exhibit A and other such information required by DISTRICT that
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relate to the performance of services under this AGREEMENT. CONSULTANT shall
maintain adequate records of services provided in sufficient detail to permit an
evaluation of services. All such records shall be maintained in accordance with
generally accepted accounting principles and shall be clearly identified and readily
accessible. CONSULTANT shall provide free access to the representatives of
DISTRICT or its designees at reasonable times to such books and records; shall give
DISTRICT the right to examine and audit said books and records; shall permit
DISTRICT to make transcripts therefrom as necessary; and shall allow inspection of all
work, data, documents, proceedings, and activities related to this AGREEMENT. Such
records, together with supporting documents, shall be maintained for a period of three
(3) years after receipt of final payment.
(b) Upon completion, termination, or suspension of this AGREEMENT, all
work product reduced to any medium and other documents prepared in the course of
providing the services to be performed pursuant to this AGREEMENT shall become the
sole property of the DISTRICT and may be used, reused, or otherwise disposed of by
the DISTRICT without the permission of the CONSULTANT. With respect to computer
files, CONSULTANT shall make available to the DISTRICT, at the CONSULTANT's
office and upon reasonable written request by the DISTRICT, the necessary computer
software and hardware for purposes of accessing, compiling, transferring, and printing
computer files. Said software and hardware shall be made available to DISTRICT at
CONSULTANT's cost.
9. INDEMNIFICATION
(a) Indemnification for Professional Liability. When the law establishes a
professional standard of care for CONSULTANT's services, to the fullest extent
permitted by law, CONSULTANT shall indemnify, protect, defend, and hold harmless
DISTRICT and any and all of its officials, employees, and agents from and against any
and all losses, liabilities, damages, costs, and expenses, including attorney's fees and
costs to the extent the same arise out of, pertain to, or relate to the negligence,
recklessness, or willful misconduct of CONSULTANT, its officers, agents, employees, or
subconsultants (or any entity or individual that CONSULTANT shall bear the legal
liability thereof) in the performance of professional services under this AGREEMENT.
(b) Indemnification for Other than Professional Liability. Other than in the
performance of professional services and to the fullest extent permitted by law,
CONSULTANT shall indemnify, defend, and hold harmless DISTRICT and any and all
of its employees, officials, and agents from and against any liability (including liability for
claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory
proceedings, losses, expenses, or costs of any kind, whether actual, alleged, or
threatened, including attorney's fees and costs, court costs, interest, defense costs, and
expert witness fees), where the same arise out of, pertain to, relate to, are a
consequence of, or are in any way attributable to, in whole or in part, the performance of
this AGREEMENT by CONSULTANT or by any individual or entity for which
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CONSULTANT is legally liable, including, but not limited to, officers, agent, employees,
or subconsultants of CONSULTANT.
10. INSURANCE
CONSULTANT shall maintain prior to the beginning of and for the duration of this
AGREEMENT insurance coverage as specified in Exhibit B attached to and made part
of this AGREEMENT.
11. INDEPENDENT CONSULTANT
(a) CONSULTANT is and shall at all times remain as to the DISTRICT a
wholly independent consultant. The personnel performing the services under this
AGREEMENT on behalf of CONSULTANT shall at all times be under CONSULTANT's
exclusive direction and control. Neither DISTRICT nor any of its officers, employees, or
agents shall have control over the conduct of CONSULTANT or any of CONSULTANT's
officers, employees, or agents, except as set forth in this AGREEMENT.
CONSULTANT shall not at any time or in any manner represent that it or any of its
officers, employees, or agents are in any manner officers, employees, or agents of the
DISTRICT. CONSULTANT shall not incur or have the power to incur any debt,
obligation, or liability whatsoever against DISTRICT or bind DISTRICT in any manner.
(b) No employee benefits shall be available to CONSULTANT in connection
with the performance of this AGREEMENT. Except for the fees paid to CONSULTANT
as provided in the AGREEMENT, DISTRICT shall not pay salaries, wages, or other
compensation to CONSULTANT for performing services hereunder for DISTRICT.
DISTRICT shall not be liable for compensation or indemnification to CONSULTANT for
injury or sickness arising out of performing services hereunder.
12. LEGAL RESPONSIBILITIES
The CONSULTANT shall keep itself informed of State and Federal laws and
regulations which in any manner affect those employed by it or in any way affect the
performance of its service pursuant to this AGREEMENT. The CONSULTANT shall at
all times observe and comply with all such laws and regulations. The DISTRICT and its
officers and employees shall not be liable at law or in equity occasioned by failure of the
CONSULTANT to comply with this Section.
13. UNDUE INFLUENCE
CONSULTANT declares and warrants that no undue influence or pressure has
been used against or in concert with any officer or employee of the DISTRICT in
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connection with the award, terms, or implementation of this AGREEMENT, including
any method of coercion, confidential financial arrangement, or financial inducement. No
officer or employee of the DISTRICT will receive compensation, directly or indirectly,
from CONSULTANT or from any officer, employee, or agent of CONSULTANT in
connection with the award of this AGREEMENT or any work to be conducted as a result
of this AGREEMENT. Violation of this Section shall be a material breach of this
AGREEMENT entitling the DISTRICT to any and all remedies at law or in equity.
14. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of DISTRICT, or their designees or agents, and
no public official, who exercises authority over or has responsibilities with respect to the
project during his/her tenure or for one year thereafter shall have any interest, direct or
indirect, in any agreement or sub - agreement, or the proceeds thereof, for work to be
performed in connection with the project performed under this AGREEMENT.
15. RELEASE OF INFORMATION 1 CONFLICTS OF INTEREST
(a) All information gained by CONSULTANT in the performance of this
AGREEMENT shall be considered confidential and shall not be released by
CONSULTANT without DISTRICT's prior written authorization. CONSULTANT and its.
officers, employees, agents, or subconsultants shall not, without written authorization
from the General Manager or unless requested by the District Counsel, voluntarily
provide . declarations, letters of support, testimony at depositions, response to
interrogatories, or other information concerning the work performed under this
AGREEMENT or relating to any project or property located within the DISTRICT.
Response to a subpoena or court order shall not be considered "voluntary" provided
CONSULTANT gives DISTRICT notice of such court order or subpoena.
(b) CONSULTANT shall promptly notify DISTRICT should CONSULTANT or its
officers, employees, agents, or subconsultants be served with any summons, complaint,
subpoena, notice of deposition, request for documents, interrogatories, requests for
admissions, or other discovery request, court order, or subpoena from any person or
party regarding this AGREEMENT or the work performed thereunder or with respect to
any project or property located within the DISTRICT. DISTRICT retains the right, but
has no obligation, to represent CONSULTANT and/or be present at any deposition,
hearing, or similar proceeding. CONSULTANT agrees to cooperate fully with DISTRICT
and to provide the opportunity to review any response to discovery requests provided by
CONSULTANT. However, DISTRICT's right to review any such response does not
imply or mean that DISTRICT has a right to control, direct, or rewrite said response.
(c) CONSULTANT covenants that neither he /she /it nor any officer or principal
of their firm have any interest in, or shall acquire any interest, directly or indirectly, which
will conflict in any manner or degree with the performance of their services hereunder.
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CONSULTANT further covenants that in the performance of this AGREEMENT, no
person having such interest shall be employed by it/them as an officer, employee,
agent, or subconsultant. CONSULTANT further covenants that CONSULTANT has not
contracted with nor is performing any services, directly or indirectly, with any
developer(s) and/or property owner(s) and /or firm(s) and /or partnership(s) owning
property in the DISTRICT or the study area and further covenants and agrees that
CONSULTANT and /or its subconsultants shall provide no service or enter into any
agreement or agreements with a /any developer(s) and /or property owners) and /or
firm(s) and/or partnership(s) owning property in the DISTRICT or the study area prior to
the completion of the worts under this AGREEMENT.
16. NOTICES
Any notices which either party may desire to give to the other party under this
AGREEMENT must be in writing and may be given by: (1) personal service, (ii) delivery
by a reputable document delivery service, such as, but not limited to, Federal Express,
which provides a receipt showing date and time of delivery, or (iii) mailing in the United
States Mail, certified mail, postage prepaid, return receipt requested, addressed to the
address of the party as set forth below or at any other address as that party may later
designate by notice:
To DISTRICT: Costa Mesa Sanitary District
628 West 19th Street
Costa Mesa, California 92627
Attn: District Clerk
To CONSULTANT: KDM Meridian
22541 Aspan Street, Suite C
Lake Forest, CA 92630
Attn: Donald S. Runels
17. ASSIGNMENT
The CONSULTANT shall not assign the performance of this AGREEMENT, nor
any part thereof, nor any monies due hereunder, without prior written consent of the
DISTRICT.
18. LICENSES
At all times during the term of this AGREEMENT, CONSULTANT shall have in
full force and effect all licenses required of it by law for the performance of the services
described in this AGREEMENT.
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19. GOVERNING LAW
DISTRICT and CONSULTANT understand and agree that the laws of the State
of California shall govern the rights, obligations, duties, and liabilities of. the parties to
this AGREEMENT and also govern the interpretation of this AGREEMENT. Any
litigation concerning this AGREEMENT shall take place in the superior or federal district
court with jurisdiction over the DISTRICT.
20. ENTIRE AGREEMENT
This AGREEMENT contains the entire understanding between the parties
relating to the obligations of the parties described in this AGREEMENT. All prior or
contemporaneous agreements, understandings, representations, and statements, oral
or written, are merged into this AGREEMENT and shall be of no further force or effect.
Each party is entering into this AGREEMENT based solely upon the representations set
forth herein and upon each party's own independent investigation of any and all facts
such party deems material.
21. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL
CONSULTANT is bound by the contents of Exhibit A, hereto and incorporated
herein by this reference. In the event of conflict, the requirements of DISTRICT's
Request for Proposals and this AGREEMENT shall take precedence over those
contained in the CONSULTANT's proposals.
22. MODIFICATION
No modification to this AGREEMENT shall be effective unless it is in writing and
signed by authorized representatives of the parties hereto. This written modification
requirement cannot be waived.
23. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this AGREEMENT on behalf of CONSULTANT
warrant(s) and represent(s) that he/she /they has/have the authority to execute this
AGREEMENT on behalf of the CONSULTANT and has /have the authority to bind
CONSULTANT to the performance of its obligations hereunder.
24. INTERPRETATION
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In the event of conflict or inconsistency between this AGREEMENT and any
other document, including any proposal or Exhibit hereto, this AGREEMENT shall
control unless a contrary intent is clearly stated.
25. BUSINESS LICENSE
CONSULTANT shall obtain a business license from the City of Costa Mesa
unless legally exempt.
IN WITNESS WHEREOF, the parties hereto have caused this AGREEMENT to
be executed this day and year first above written.
COSTA MESA SANITARY DISTRICT
General anager
ATTEST:
District Clerk
APPROVED AS TO FORM:
District Counsel
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KDM Meridian
Signature
qich'J C . %''to�Vl e✓1
Typed Name
Pre - d
S) y f
Title
No. 7564
KDM MERIDIAN
SURVEYING, MAPPING, AND LAND SERVICES EXHIBIT "A"
July 23, 2012
KDMM P1206 -08
Amendment to 2"d Revision
Mr. Rob Harriers, P.E.
Costa Mesa Sanitary District
628 W. 191h Street
Costa Mesa, CA 92627
Subject
Dear Mr. Hamers:
Southwest Costa Mesa Trunk Sewer
Orange County Sanitation District Project No. 6 -19
Additional Surveying & Mapping Areas 1 & 2, etc.
KDM Meridian is pleased to provide the Costa Mesa Sanitary District with this amended proposal for
surveying and mapping services.
Understanding of the Scope of Work
This Costa Mesa Sanitation District (CMSD) has asked that additional areas (1 & 2) and a portion of
19th St. be mapped in conjunction with the base mapping work we are preparing for DUDEK as our tasks
for the above mentioned project. KDMM will dip sewer and storm drain manholes within these two
project areas, and will depict record boundary lines, C/L and R/W for both project areas.
In consideration of the mapping product to be presented to the CMSD at a scale for proposed design
improvements, we have worked with our aerial mapping subcontractor to provide costs, and target
layouts to the CMSD to complete this work in conjunction with the above mentioned OCSD project.
Additionally, the CMSD has asked that small portion (600') of 19th Street be added to the mapping
product, to aid the district in a study for optional sewer alignments. This additional area will be
addressed in this amended scope. Please note that this strip will be at 1 " =40' scale.
The scope of survey work and mapping can easily and effectively be added to our existing task work
for this project, with the scope and fees as outlined as follows:
22541 Aspan Street, Suite C, Lake Forest, California 92630
Telephone: 949-768-0731 Facsimile: 949-768-3731
KDMMendian.com
Mr. Bob Harriers, P.E. page 2 of 3
Southwest Costa Mesa Trunk Sewer Additional Work — Costa Mesa Sanitary District KDMM P1206 -08 Amd
Scope of Services for Additional Work — Areas 1, 2, and Portion of 19'h Street
1) Aerial Mapping
a) Set aerial additional targets to control stereo- photography,'including a portion of 191h Street
(600').
b) Pre -mark visible utilities and manholes within mapping limits. (attached)
c) Perform photogrammetric strip mapping of project per limits described in attachment.
2) Control Survey
a) Locate and survey existing centerline monumentation, aerial targeting, and supplementing
control points.
3) Manhole dipping
a) Verify location and identification of manholes with District staff. These locations areas follows:
i) Wilson St. and Canyon Dr. —pump station and two manholes at intersection.
ii) Canyon Dr. — eleven manholes from Wilson St. to Sea Bluff Dr.
iii) Westward Way and Canyon Circle —pump station and three manholes between.these
streets.
iv) Gleneagles Terrace — one manhole in line with pump station on Aviemore Terrace.
v) Aviemore Terrace — pump station and manhole.
vi) Sea Terrace Lane — pump station and manhole at west end of street.
vii) Sea Bluff Dr. and Canyon Dr. — Sewer Line S 91 -6.6 Manhole at Sta. 10 +39 and Manhole at
Sta. 34 +09.81 and 33 +20.36 (CMSD index sheet S -155).
viii) Walkabout Circle — pump station at end of in Cul -de -sac and manhole in Cul -de -sac.
ix) . &h St._ pump station and manhole Sta. 0 +64.26.
b) Coordinate manhole dipping field work with CMSD staff.
c) Use smart level with manhole dipping work to measure main pipe inverts, bench and any
laterals flowing into manhole structures
d) Complete manhole dipping forms to accompany District format, with pictures and descriptions
of each manhole structure exterior and interior, include inverts, approximate pipe size, direction
of flow, and height distance between multiple inlets into MH structure
4) Mapping
a) Prepare aerial topographic mapping with a one -foot contour interval
b) Create and include record centerline and right -of -way, showing tax assessor numbers, property
addresses (where applicable) based on retrieved record information, existing centerline
monumentation, and available records. This is not to be construed as a boundary survey
5) Deliverables
a) Topographic base map, including plotted record boundary lines, in electronic (digital) format
and plotted on bond, signed and sealed by California Licensed Surveyor.
b) Copies of monument information and recorded maps obtained from County Surveyor's office.
c) Manhole dipping information in conjunction with District format, including copies of digital
photos
Fees
Topographic Base Mapping Areas i & 2 (1 " =2(Y scale) $18,320
Topographic Base Mapping Portion of 191h St. (600') 1 " =40' scale $ 875
K D M MERIDIAN
ALM
Mr. Bob Harriers, P.E. Page 9 of 3
Southwest Costa Mesa Trunk Sewer Additional Work — Costa Mesa Sanitary District KDMM P1206 -05 Amd
The turnaround time for providing CMSD with this mapping product is approximately five (5) weeks,
based upon our current schedule.
Thank you for this opportunity to provide surveying services to the Costa Mesa Sanitary District. Please
call our office if you have any questions.
Sincerely,
D*lq.0 S. R4414
Donald S. Runels
P: \2012 Proposals \66:June\Pi2D6 08\Amentlment3o;2ntl;revlslon scope:ii.ex
Attachments: oCSD 6.19 Aerial Mapping layout limits
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K D M MERIDIAN
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K D M MERIDIAN
Standard
Non - Prevailing Wage
Fee Schedule
Valid Through October 1, 2012
PROFESSIONAL SERVICES: HOURLY RATE:
Principal
$180.00
Project Manager
$160.00
Project Surveyor
$140.00
Project Engineer
$140.00
Junior Engineer
$125.00
Survey Technician
$115.00
Engineering Technician
$115.00
AutoCAD Drafter /Designer
$100.00
Clerical /Administration
$ 75.00
Technical Aide
$ 75.00
Expert Witness (4 hour minimum)
$300.00
Survey Crew (1 man w /truck) $125.00
Survey Crew (2 persons) $200.00
Survey Crew GPS (3 persons) $275.00
Survey Crew GPS (4 persons) $350.00
REIMBURSABLES: RATE:
Additional Survey Vehicle $ 75 /day
Supplies, Reproduction,. Rental of Special Equipment Cost + 15%
Subconsultants Cost + 15%
REMOTE SITES: RATE:
Fuel, lodging, Airfare Cost + 15%
Meal Expense $ 50 /day /person
Mileage $ 0.55 1mile
Note: Government Agencies and/or private landowner fees, map filings, research
materials, etc. are extra to contract costs.
Overtime pay will be charged at a rate of 150% as shown above. Double time pay will
be charged at a rate of 200% as shown above.
22541 Aspan SVeet, Suite C, Lake Forest, California 92630
Telephone: 949-768-0731 Facsimile: 949-768-3731
KDMMeridian.com