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HomeMy WebLinkAboutAgreement - Akel Engineering Group, Inc. - Project management, web conferences, general correspondence and other work related to Master Plans - Signed 2023-05-09City of Gilroy Agreement/Contract Tracking Today’s Date: May 9, 2023 Your Name: Michael Lewis Contract Type: Services over $5k - Contractor - Design Professional Phone Number: 408-846-0265 Contract Effective Date: (Date contract goes into effect) 8/31/2022 Contract Expiration Date: 6/30/2023 Contractor / Consultant Name: (if an individual’s name, format as last name, first name) Akel Engineering Group, Inc. 7433 N. First Street, Suite 103 Fresno, CA 93720 Taxpayer ID: 22-3936108 Signer’s Name/Title: Tony Akel/Principal Contract Subject: (no more than 100 characters) Project management, web conferences, general correspondence and other work related to Master Plans Contract Amount: (Total Amount of contract. If no amount, leave blank) $24,704.00 By submitting this form, I confirm this information is complete:  Date of Contract  Contractor/Consultant name and complete address  Terms of the agreement (start date, completion date or “until project completion”, cap of compensation to be paid)  Scope of Services, Terms of Payment, Milestone Schedule and exhibit(s) attached  Taxpayer ID or Social Security # and Contractors License # if applicable  Contractor/Consultant signer’s name and title  City Administrator or Department Head Name, City Clerk (Attest), City Attorney (Approved as to Form) Routing Steps for Electronic Signature Risk Manager City Attorney Approval As to Form City Administrator or Department Head City Clerk Attestation DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 TYPE OF PROCURMENT DOLLAR THRESHOLD / SIGNING AUTHORITY STAFF LEVEL DEPARTMENT HEAD CITY ADMINISTRATOR COUNCIL APPROVAL $0-$999.99 $1,000-$49,999.99 $50,000-$99,999.99 $100,000-Above EQUIPMENT /SUPPLIES/ MATERIALS Furniture, hoses, parts, pipe manholes, office supplies, fuel, tools, PPE items, etc… • Vendor selection at discretion of staff Payment Method Purchase Card or Payment Request (if vendor does not accept credit cards) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Purchasing Approval • Purchase Requisition Payment Method Purchase Order* • Informal bid/quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Purchase Requisition Payment Method Purchase Order • Formal Bid • Advertisement • Council Approval • Purchase Requisition signed by City Administrator Payment Method Purchase Order GENERAL SERVICES Janitorial, landscape maintenance, equipment repair, installation, graffiti abatement, service inspections, uniform cleaning, etc… • Vendor selection at discretion of staff • May require insurance documents depending on scope/ nature of work Payment Method Purchase Card (if incorporated) Signed Payment Request (if so proprietor or partner) • Informal bid/quotation – 3 quotes (verbal or written) • Purchasing Summary form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order* • Informal Bid/RFP quotation – 3 written quotes • Purchasing Summary form w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal Bid/RFP/RFQ • Advertisement • Council Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order PROFESSIONAL SERVICES Consultants, architects, designers, auditors, etc... • Vendor selection at the discretion of staff • Purchase Summary Form w/ Purchasing Approval • Standard Agreement signed by Department Head • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to at least 3 consultants • Purchase Summary Form w/ Department Head Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • RFP/RFQ to a list of consultants • Evaluation Spreadsheet w/ City Administrator Approval • Standard Agreement • Purchase Requisition Payment Method Purchase Order • Formal RFP/RFQ • Advertisement • Council Approval • Standard Agreement signed by City Administrator • Purchase Requisition Payment Method Purchase Order DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -1- 4845-6718-3385v1 LAC\04706083 AGREEMENT FOR SERVICES (For design professional contracts over $5,000) This AGREEMENT made this 1st day of May, 2023 between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Akel Engineering Group, Inc, having a principal place of business at 7433 N. First Street, Suite 103, Fresno, CA 93720. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on August 31, 2022 and will continue in effect through June 30, 2023 unless terminated in accordance with the provisions of Article 7 of this Agreement. ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY’S employees, including, without limitation, disability or unemployment insurance, workers’ compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: perform the services as outlined in Exhibit “A” (“Specific Provisions”) and Exhibit “B” (“Scope of Services”) within the time periods described in and Exhibit “C” (“Milestone Schedule”). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above-described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT’S services. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -2- 4845-6718-3385v1 LAC\04706083 C. Employment of Assistants CONSULTANT may, at the CONSULTANT’S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT’S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT’S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit “D”. In no event however shall the total compensation paid to CONSULTANT exceed $24,704.00. B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit “D”. No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit “A”, Section IV) incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT’S costs of doing business. CITY shall not be responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting “direct expenses” referenced on Exhibit “A.” DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -3- 4845-6718-3385v1 LAC\04706083 ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers’ Compensation CONSULTANT agrees to provide workers’ compensation insurance for CONSULTANT’S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising out of any injury, disability, or death of any of CONSULTANT’S employees. C. Indemnification of Liability, Duty to Defend 1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys’ fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT’S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non-owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -4- 4845-6718-3385v1 LAC\04706083 limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called “extended reporting” or “tail” coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY’S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY’S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONSULTANT’S payments; • CITY will not make state or federal unemployment insurance contributions on CONSULTANT’S behalf; • CITY will not withhold state or federal income tax from payment to CONSULTANT; • CITY will not make disability insurance contributions on behalf of CONSULTANT; • CITY will not obtain workers’ compensation insurance on behalf of CONSULTANT. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -5- 4845-6718-3385v1 LAC\04706083 ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT’S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT’S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant’s Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT’s business no later than thirty (30) days prior to any such sale. CITY shall have the option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.I., no later than thirty (30) days after CITY’ receipt of such notice of sale. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY’S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT’S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT’S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work satisfactorily completed through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C” which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT’S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY may have, CONSULTANT shall reimburse DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -6- 4845-6718-3385v1 LAC\04706083 CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed-Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT’S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT’s duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall use due professional care to comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 (“the Act”) in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation attorneys’ fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. C. Attorneys’ Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -7- 4845-6718-3385v1 LAC\04706083 attorneys’ fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -8- 4845-6718-3385v1 LAC\04706083 H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit “A”, Section V.I. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: Akel Engineering Group, Inc. CITY OF GILROY By: By: Name: Tony Akel Name: Daryl Jordan Title: Principal Title: Public Works Director Social Security or Taxpayer Identification Number 22-3936108 DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -9- 4845-6718-3385v1 LAC\04706083 Approved as to Form ATTEST: City Attorney City Clerk DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “A” SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit “B”, Scope of Services (“Services”). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Tony Akel, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to satisfactorily complete the Services required herein. II. NOTICE TO PROCEED/COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a written “Notice to Proceed”, which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Daryl Jordan, Public Works Director shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.I. (“Notices”) of this Exhibit “A”. B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has satisfactorily completed all of the Services, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has satisfactorily completed all of the Services and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not satisfactorily completed all of such Services, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit “C”. IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -2- 4845-6718-3385v1 LAC\04706083 Direct expenses are charges and fees not included in Exhibit “B”. CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. CONSULTANT’S SERVICES TO BE APPROVED BY A REGISTERED PROFESSIONAL ENGINEER All civil (including structural and geotechnical) engineering plans, calculations, specifications and reports shall be prepared by, or under the responsible charge of, a licensed civil engineer and shall include his or her name and license number. Interim documents shall include a notation as to the intended purpose of the document, such as “preliminary” or “for review only.” All civil engineering plans and specifications that are permitted or that are to be released for construction shall bear the signature and seal of the licensee and the date of signing and sealing or stamping. All final civil engineering calculations and reports shall bear the signature and seal or stamp of the licensee, and the date of signing and sealing or stamping. B. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT’S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well-organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. C. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. The CITY’S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -3- 4845-6718-3385v1 LAC\04706083 law for all damages to CITY caused by CONSULTANT’S negligent performance of any of the services furnished under this Agreement. D. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY’s offices within five (5) business days after CITY’s request. E. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT’S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY’S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. F. NO PLEDGING OF CITY’S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. G. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.E of this Exhibit “A”. CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -4- 4845-6718-3385v1 LAC\04706083 H. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. I. NOTICES. Notices are to be sent as follows: CITY: Daryl Jordan City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Tony Akel Akel Engineering Group, Inc. 7433 N. First Street, Suite 103 Fresno, CA 93720 J. FEDERAL FUNDING REQUIREMENTS. If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.J. apply. If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.J. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City-adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. 3. Covenant against Contingent Fees The CONSULTANT warrants that he/she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he/she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -5- 4845-6718-3385v1 LAC\04706083 otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 April 26, 2023 Akel Engineering Group 1 Scope of Work Master Plan SCOPE OF SERVICES This table documents the Project Scope of Work. Task 1. Project Management and Meetings •This task consisted of general project management, web conferences, and general correspondence. •Consultant to attend workshop meetings with the City Council and provide formal presentations to the City Council. Task 2. Out of Scope Tasks •This task consisted of developing additional stormwater mitigation scenarios with an alternate routing southward to Princevalle Channel per City staff request. •Consultant should identify improvements for both alternatives, including pipe sizes and rough cost estimates, as well as develop a detailed Capital Improvement Program for the preferred alternative. Task 3. Update Capital Improvement Program Costs •This task consisted of updating the Capital Improvement Program to reflect an Engineering News- Record Index of March 2023, replacing the March/April 2022 and integrating it into the report. Task 4. Publish Final Report •Consultant should provide Five (5) copies of a bound Water, Sewer, and Storm Drainage Master Plan Report with maps. •Consultant should provide electronic copies of the Water, Sewer, and Storm Drainage Master Plan Report with maps. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE Payment is to be rendered upon completion of work. DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 Invoice Invoice Num: 23976-01 Invoice Date: Apr 12, 2023 GIL - 2023 Water. Sewer, and Storm Drain Master Plans (23976:) Daryl Jordan, Director of Public Works City of Gilroy 7351 Rosanna St. Gilroy, CA 95020 Federal ID: 22-3936108 PO#: Contract Amount: $24,704.00 Billing Through: Apr 3, 2023 This effort consisted of completing the 2023 Water, Sewer, and Storm Drain Master Plans. Budget Billed This Period Remaining Balance Previously Billed Billed To Date Task ID - Task Description % Comp. $16.50 $4,796.00 $4,779.50 01 - Project Management and Meetings $0.00 $4,779.50 100% ($17.00) $10,146.00 $10,163.00 02 - Out of Scope Tasks $0.00 $10,163.00 100% $0.00 $1,729.00 $1,729.00 03 - Update CIP Costs $0.00 $1,729.00 100% $0.00 $8,033.00 $8,033.00 04 - Publish Final Report $0.00 $8,033.00 100% Totals: $24,704.00 $0.00 $24,704.50 $24,704.50 ($0.50) 100% Amount Rate Hours Professional Classification $273.00 18.00 $4,914.00 Senior Principal $206.00 2.00 $412.00 Senior Engineer $182.00 52.50 $9,555.00 Associate Engineer $161.00 7.00 $1,127.00 Senior GIS Technician $155.00 15.50 $2,402.50 Assistant Engineer $134.00 3.00 $402.00 GIS Technician $107.00 6.00 $642.00 Administrative Assistant $19,454.50 Totals 104.00 Amount Cost Units Reimbursable Expenses 5.00 $1,750.00 Reproduction Expenses – Water MP $350.00 5.00 $1,750.00 Reproduction Expenses – Sewer MP $350.00 5.00 $1,750.00 Reproduction Expenses – Storm Drain MP $350.00 Totals $5,250.00 15.00 $24,704.00 Please Pay This Amount Contract Summary Services $24,704.00 Contract Amount $0.00 Previously Billed Billed this Period $24,704.50 Billed to Date $24,704.50 -$0.50 Amount Remaining: 7433 N. First Street, Suite 103 Fresno, CA 93720-2851 Page 1 of 2 FINAL INVOICE DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 Invoice Invoice Num: 23976-01 Invoice Date: Apr 12, 2023 Tony Akel, Principal Thank You 7433 N. First Street, Suite 103 Fresno, CA 93720-2851 Page 2 of 2 DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 City of Gilroy 2023 Water, Sewer, and Storm Drain Master Plans Budget to Complete Hours Costs Task No. Task Description Scope of Work Senior Principal EngineerSenior EngineerAssociate EngineerAssistant EngineerSenior GIS TechnicianSecretarialTotalLabor CostsSubconsultants / Other ExpensesExpenses Desc.Subtasks Total Tasks Total $273 $206 $182 $155 $161 $107 Task 1 Project Management and Meetings 12 6 4 22 $4,796 $4,796 $4,796 Project Management and Meetings Additional Project Management tasks and Meetings resulting from a very extended schedule. In-Person Presentation to Council 12 6 4 22 $4,796 $4,796 Task 2 Out of Scope Tasks 4 1 38 12 55 $10,146 $10,146 $10,146 StormWater System Improvements - Options 1 and 2 Simulate an additional Scenario for routing flows eastward, under Highway 101, with an altrenate routing southwards to Princevalle Channel. Identify pipe sizes for both improvements, and rough costs. Identify detailed capital improvement program for the preferred alternative.. 4 1 38 12 55 $10,146 $10,146 Task 3 Update CIP Costs 1 8 9 $1,729 $1,729 $1,729 CIP Costs Update Update Capital Improvement Program Costs from April/March 2022 to reflect an ENR Index of March 2023. Integrate in the report.1 8 9 $1,729 $1,729 Task 4 Publish Final Report 1 2 8 6 17 $2,783 $5,250 15 Hard Copies (5 for each report)$8,033 $8,033 Report Reproduction Publish Final Report in PDF, and include 5 hard copies of each master plan.1 2 8 6 17 $2,783 $5,250 15 Hard Copies (5 for each report) $8,033 Total Total Budget to Complete 18 3 60 12 10 103 $19,454 $5,250 $24,704 $24,704 Draft 03/27/2023 DocuSign Envelope ID: B09304E1-7FA4-45B5-BEAC-5316B6FD7F88DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3 This form is utilized to record three (3) price quotations for items or services under $100,000 and for Sole Source, emergency purchase, or non-procurement of lowest quoted price explanations. This form is to be attached to the Purchase Requisition and forwarded to Purchasing. Purchasing Coordinator will obtain City Administator approval when purchase is over $50,000. Make sure you have the proper approval before a standard agreement is circulated/executed. REQUISITION OR PURCHASE ORDER NUMBER ITEM DESCRIPTION: Project management, web conferences, general correspondence and other work related to Master Plans. PRICE QUOTATIONS VENDOR NAME Akel Engineering Group, Inc.DATE CONTACTED 09/01/22 ADDRESS 7433 N. First Street, Suite 103, Fresno, CA 93720-2851 TELEPHONE INDIVIDUAL CONTACTED Tony Akel PRICE QUOTED PRICE GOOD TO REMARKS Sole Source work already completed CITY BUSINESS LICENSE # VENDOR NAME DATE CONTACTED ADDRESS TELEPHONE INDIVIDUAL CONTACTED PRICE QUOTED PRICE GOOD TO REMARKS CITY BUSINESS LICENSE # VENDOR NAME DATE CONTACTED ADDRESS TELEPHONE INDIVIDUAL CONTACTED PRICE QUOTED PRICE GOOD TO REMARKS CITY BUSINESS LICENSE # Is product Environmentally Preferable Purchasing Policy (EPP) compliant?YES___NO_x___ If yes, explain: (EPP Policy can be found G:\cityinfo\MISCINFO) EXPLANATION (FOR SOLE SOURCE, EMERGENCY, OR NON-PROCUREMENT OF LOWEST QUOTED PRICE) Akel Engineering Group was under a previous agreement that expired in September 2022. Akel completed some unforeseen work that was needed in order to complete the 2023 Master Plans. These services are being requested to be placed on a separate agreement for compliance purposes. Prepared by:Michael Lewis DATE 05/01/23 Approved by:DATE DEPARTMENT HEAD APPROVAL FOR PURCHASES BETWEEN $1,000 - $50,000 Approved by:DATE CITY ADMINISTRATOR APPROVAL FOR PURCHASES ABOVE $50,000 G:\CITYINFO\FORMS\PURCHSG\Purchasing Summary Form (3 Quotes).xls PURCHASING SUMMARY FORM 8/31/2024 $24,704.00 (559)-436-0600 DocuSign Envelope ID: BC722118-A6DD-4554-BFD8-122DE0D2D33C 5/1/2023 5/1/2023 DocuSign Envelope ID: BC50EB18-CAB3-4B8A-BB57-646301ABF7C3