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HomeMy WebLinkAbout2007-189 . 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION NO. 2007-189 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE AGREEMENT FOR PROFESSIONAL TRAFFIC MODELING SERVICES WITH SRINIV ASA S. BHAT. BE IT RESOLVED BY THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AS FOLLOWS: SECTION 1. That the City Manager is authorized to execute Amendment No.2 to the Agreement for Professional Services with Srinivasa S. Bhat for prOVision of professional transportation modeling services (attached and incorporated herein as Exhibit "A"). Such Amendment No.2 shall be effective only upon being fully executed by both parties. The City Manager is hereby authorized and directed to execute said Amendment No.2 on behalf of the City. SECTION 2. The Finance Department is authorized to extend the Agreement and Amendment No.2 to that Agreement for one additional year through FY 07-08 and to issue a Purchase Order to the Consultant, which incorporates this Resolution and Amendment No.2, in the amount of $85,000, once funds are appropriated in the Development Services Department budget for FY 07-08. SECTION 3. This resolution is rescinded if the parties to the Agreement fail to execute it within sixty (60) days of passage of this resolution. III 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF SAN BERNARDINO AUTHORIZING THE CITY MANAGER TO EXECUTE AMENDMENT NO. 2 TO THE AGREEMENT FOR PROFESSIONAL TRAFFIC MODELING SERVICES WITH SRlNIV ASA S. BHAT. I HEREBY CERTIFY that the foregoing resolution was duly adopted by the Mayor and Common Council of the City of San Bernardino at a joint regular meeting thereof, held on the 1 Rrh day of TlInp ,2007, by the following vote, to wit: Council Members: A YES NAYS ABSTAIN ABSENT ESTRADA ----1L BAXTER X BRINKER X DERRY ----1L KELLEY X JOHNSON X McCAMMACK X Q~h_~ C;'&:€lerk The foregoing resolution is hereby approved this~ day of June ,2007. Approved as to form: JAMES F. PENMAN City Attorney 2007-189 EXHIBIT A AMENDMENT NO.2 TO AGREEMENT FOR SERVICES This AGREEMENT is made and entered into this d ~~ day of QIli\l.. ,2007, by and between SRINIVASA S. BHAT ("CONTRACTOR") and the CITY OF SAN BERNARDINO ("CITY"). WITNESSETH: A. WHEREAS, on August I, 2005, the Mayor and Council of CITY approved an Agreement for Services with CONTRACTOR for professional traffic modeling services, and B. WHEREAS, CONTRACTOR, under terms of said Agreement for Services, has performed competent and timely professional traffic modeling services for CITY since August 1,2005, and C. NOW, THEREFORE, the parties hereto agree as follows: 1. The Agreement for Services, Section 3, Compensation, is hereby amended to change the amount of the contract to $85,000 for FY 07-08. 2. The Agreement for Services, Section 2, Term of Agreement, is hereby amended to extend the term to June 30, 2008. 3. All other terms and conditions of the Agreement for Services shall remain unchanged and in full force and effect. IN WITNESS WHEREOF, the parties hereto have executed this Amendment No. Agreement for Services on the day and date first above shown. fri.H ----- Sri 'vasa S. Bhat TRACTOR) 2 to Date: c./J--'7/0r f I By: By: r d Wilson, City Manager City of San Bernardino Approved as to form: JAMES F. PENMAN City Attorney By: L j-<~ U v A TTACH.\1E\"T "A" AGREEMENT FOR SERVICES I).lr.l a{tl . 1- This AGREE:-'!ENT is made and entered into this J day of r (I :~ 2005, by and between the City of San Bernardino, California, a municipal corporation, hereinafter referred to as the "CITY" and Srinivasa S. Bhat, hereinafter referred to as "CONSeL T A1\1T." WITNESSETH: A. WHEREAS, CITY has a need for professional transportation modeling services on an as needed basis and, B. WHEREAS, CONSULTANT is competent and able to perform said transportation modeling services, and, NOW, THEREFORE, the parties hereto agree as follows: 1. SCOPE OF SERVICES CONSULTANT shaH provide transportation modeling services to CITY in accordance with Attachment 1, 2. TER.."'I OF AGREEMENT The services of CONSULTANT are to commence after CITY has authorized work to start by issuance of a Notice to Proceed. This Agreement shall expire one year from the date of this Agreement and it may be renewed on an annual basis up to a total of five years, subject to the written agreement of both parties for each annual renewal. 3. COMPENSATION A. The CITY shall compensate the CONSULTANT at an hourly rate of $45 per hour, not to exceed $50,0000 over the term of this agreement, in accordance with Attachment 1. Said compensation shall be considered reimbursement of actual costs (including labor costs, employee benefits, overhead, profit, other direct and indirect costs) incurred by the COl"SL'L T ANT in performance of the work, except that reimbursement shall not include courier services, mileage or reimbursement for travel to the CITY. This Agreement may be canceled by two weeks written notice by either party. B. Said compensation shall not be altered unless there is significant alteration in the scope, complexity or character of the work to be performed. Any adjustment of the total cost of services will only be permitted when the CONSULTANT establishes and CITY has agreed, in writing, that there has been, or is to be, a significant change. C. The CONSULT A1IIT is required to comply with all Federal, State and local laws and ordinances applicable to the work. D. City acknowledges that Consultant has perfonned transportation modeling services to City during the Fiscal Year 2004-05, of which $ 17,1 00 for such services are remaining to be paid to Consultant. City agrees to pay Consultant $ 17,100 within thirty (30) days of the execution of this Agreement, bringing the total authorized amount to $41,895 for Consultant for Fiscal Year 2004-05. This $17,100 payment shall be included in the not-to-exceed limitation of $70,000 for total compensation referenced in Section 3(A) of this Agreement. 4. STANDARD OF PERFORMANCE CONSULTANT shall complete all work product and design in confonnance with City of San Bernardino Standard Specifications and Standard Drawings. The transportation model and all work product from the transportation model shall remain the property of the City of San Bernardino. S. CHANGES/EXTRA SERVICES Perfonnance of the work specified in the Proposal is made an obligation of CONSULTANT under this Agreement, subject to any changes made subsequently upon mutual written agreement of the parties. Any change, which has not been so incorporated, shall not be binding on either party. 6. PAYMENT BY CITY The billings for all services rendered pursuant to this Agreement shall be submitted monthly by CONSULT ^""IT to CITY and shall be paid by CITY within thirty (30) days after receipt of same, excepting any amounts disputed by CITY. CITY retains the right to challenge all or any part of an invoice. All tasks as specified in Proposal shall be completed prior to final payment. 7. Sl:PERVISION AND ACCEPT A.'\fCE OF SERVICES The Director of Development Services of CITY or his designee. shall have the right of general supervision over all work perfonned by CONSVL T ANT and shall be CITY's agent with respect to obtaining CO:\SUL T ANT's compliance hereunder. No payment for any services rendered under this Agreement shall be made without prior approval of the Director of Development Services or his designee. 2 8. COMPLIANCE WITH CIVIL RIGHTS LAWS A.'1D A.'IERlCA~S WITH DISABILITIES ACT CONSULTANT hereby cenifies that it will not discriminate against any employee or applicant for employment because of race, color, religion. sex, marital status, national origin or disability. Hiring practices and employee policies of CONSULTANT shall comply with applicable Federal, State and local laws. Such action shall include, but not be limited to, the following: Recruitment and recruitment advertising, emplo)mlent, upgrading and promotion. 9. TERMINATION OF AGREEMENT A. This Agreement may be terminated by either party upon thirty (30) days written notice in the event of substantial failure of the other party to perform in accordance with the terms of this Agreement. Each party shall have twenty (20) days following the date of such notice within which to correct the substantial failure giving rise to such notice. CONSULTANT hereby covenants and agrees that upon termination of this Agreement for any reason, CONSULTANT will preserve and make immediately available to CITY, or its designated representatives, all maps, notes, correspondence, or records related to work paid for by the CITY and required for its timely completion, and to fully cooperate with CITY so that the work to be accomplished may continue. Any subsequent use of such incomplete documents shall be at the sole risk of the CITY and CITY agrees to hold harmless and indemnify CONSULTANT from any claim, losses, costs, including attorney's fees. and liability arising out of such use. B. This Agreement may be terminated for the convenience of the CITY upon thirty (30) days written notice to CONSULTANT. Upon such notice, CONSULTANT shall provide work product to CITY and CITY shall compensate CONSULTANT in the manner set forth above. C. Following the effective date of termination of the Agreement pursuant to this Section, the Agreement shall continue until all obligations arising from such termination are satisfied. 10. CO~TI~GE:\'CIES In the event that, due to causes beyond the control of and without the fault or negligence of CONSULT A:-;'T, COi-lSUL T A~T fails to meet any of its obligations under this Agreement, and such failure shall not constitute a default in performance, the CITY may grant to CONSCL T ANT such. extensions of time and make other arrangements or additions, excepting any 3 increase in payment, as may be reasonable under the circumstances. Increases in payment shall be made only under the "changes" provision of the Agreement. II. INDEPENDENT CONTRACTOR CONSULTANT shall act as an independent contractor in the performance of the services provided for under this Agreement. CONSULTANT shall furnish such services in its own manner and in no respect shall it be considered an agent or employee of the CITY. 12. ASSIGNMENT OR SUBCONTRACTING' Neither this Agreement, nor any portion thereof, may be assigned by CONSULTANT without the written consent of CITY. Any attempt by CONSULTANT to assign or subcontract any performance of this Agreement without the written consent of the CITY shall be null and void and shall constitute a breach of this Agreement. 13. NOTICES All official notices relative to this Agreement shall be in wntmg and addressed to the following representatives of CONSUL T A.."-n and CITY: CONSULTA..'lJT CITY Srinivasa S. Baht 21 Silverwood Lane Pomona, CA 91766 Mr. James Funk, Director Development Services Department City of San Bernardino 300 North "D" Street San Bernardino, CA 92418 14. RESPONSIBILITIES OF PARTIES Upon termination, or completion of all work under this Agreement, CONSULTANT will transfer ownership and title to CITY of all programs, reports, documents, plans and specifications. 15.INDDf:'JITY CONSULT A!Io'T shall indemnify, defend and hold CITY, its officers, employees and agents harmless from and against any and all claims. demands, suits, actions, proceedings, judgments, losses, damages. injuries, penalties. 4 costs, expenses (including attorney's fees) and liabilities, of, by, or with respect to third parties, which arise from CO;";SULT ANT's negligent performance of services under this Agreement. CONSULT A..'I/T shall not be responsible for, and CITY shall indemnify, defend and hold hannless CONSULTANT from and against, any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities of, by or with respect to third parties, which arise from the CITY's negligence. With respect to any and all claims, demands, suits, actions, proceedings, judgments, losses, damages, injuries, penalties, costs, expenses (including attorneys' fees) and liabilities of, by or with respect to third parties, which arise from the joint or concurrent negligence of CONSULTANT and" CITY, each party shall assume responsibility in proportion to the degree of its respective fault. 16. LIABILITY IINSURA."ICE CONSULTANT shall maintain insurance policies meeting the minimum requirements set forth herein. All insurance maintained by the CONSULTANT shall be provided by insurers satisfactory to the CITY. Certificates evidencing all insurance coverage required herein shall be delivered to the CITY prior to the CONSULTANT performing any of the services under the Agreement. All insurance certificates required herein shall name the CITY as an additional insured and provide for thirty (30) days written notice from the insurer to the CITY prior to cancellation of any insurance policy of the CONSULTANT. A. COMPREHENSIVE GENERAL LIABILITY A.'lD AUTOMOBILE INSURANCE - The CONSULTANT shall maintain comprehensive general liability and automobile liability insurance with a combined single limit of not less than One Million Dollars ($1,000,000.00) per occurrence. B. WORKER'S COMPENSATION INSURANCE - The CONSULTANT shall maintain worker's compensation insurance in accordance with the laws of the State of California for all workers employees by the CONSl,;L T ANT. 17. VALIDITY Should any provision herein be found or deemed to be invalid, this Agreement shall be construed as not containing such provision, and all other provisions which are otherwise lawful shall remain in full force and effect, and to this end [he provisions of this Agreement are declared [0 be severable. 5 18. E:\'TrRE AGREnlENT This Agreement represents the entire and integrated understanding between the parties hereto and supersedes all prior and contemporaneous negotiations, representations, understandings and Agreements, whether written or oral, with respect to the subject matter thereof. This Agreement may be amended only by written instrument signed by both parties. ,,' Iii 6 IN WITr-.1:SS WHEREOF, the parties hereto have executed this Agreement on the date shown below. Date: Date: A TIEST: ~~Iu.j .-0. c..I..~~' Rac I Clark, City Clerk Approved as to fonn and legal content: James F. Penman City Attorney By: ~~. i // U ,) t~ SRINIVASA S. BHAT by jbv'l-- S ature S;(rIVI'IM tJ1~ Print N~JlTitle I A/I n~ tI'" t:<,,- . 1 CITY OF SAN BERNARDINO by' \ /~/ " /,~.-. . ~L _- Judith-Valles Mayor ( City. of San Bernardino 7 ATTACHMENT 1 SERVICES AGREEMENT For Srinivasa S. Dbat Scope of Services: The CONSULT A..'iT shall perfonn services including, but not limited to, the following activities: · Data Management of the City's East Valley Transportation Model (EVTM) · Network changes to EVTM · AA1'PM Base Line (2003) and future (2030) EVTM Forecasts · Select Link/Select Zone processes · Turning movement data input and extraction from EVTM · Preparation of summary and statu~ EVTM reports in a timely manner · CONSULTANT shall work under the direction of the City Engineer · CONSULTANT shall not share or provide any EVTM data with any person or organization · CONSUL T AJI.'T shall not share or provide any EVTM data with any person or organization unless specifically directed by the City Engineer Compensation: · CITY shall compensate CONSULTANT for actual hours worked at a rate of $45.00 per hour and according to tenns in this agreement. 8