HomeMy WebLinkAboutCDC/2011-13
1
2
RESOLUTION NO. CDC/2011-13
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING
THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND
BETWEEN THE AGENCY AND STECHMANN GEOSCIENCE, INC., A
CALIFORNIA CORPORATION, CONCERNING ENVIRONMENTAL
INVESTIGATIONS ON AGENCY OWNED PROPERTY LOCATED AT THE
SOUTHEAST CORNER OF 5TH AND "H" STREETS (CENTRAL CITY
NORTH REDEVELOPMENT PROJECT AREA)
3
4
5
6
7
8
9
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency") is a
community redevelopment agency duly created, established and authorized to transact business and
10
exercise its powers, all under and pursuant to the California Community Redevelopment Law (the
11
"CRL"), codified under Division 24, Part 1 of the California Health and Safety Code commencing at
12
Section 33000 and is authorized to construct improvements located within the approved
13
redevelopment project areas in the City of San Bernardino (the "City") in accordance with the CRL;
14
and
15
16
WHEREAS, on April 2, 2007, the Agency acquired title to 755 West 5th Street (APN: 0134-
093-40), the Royal Motel, approximately 22,500 square feet; and
17
18
19
20
WHEREAS, subsequent to the Agency acquiring the Royal Motel, the Agency relocated all
tenants and caused the motel to be demolished; and
WHEREAS, on January 7, 2008, the Agency acquired title to 795 West 5th Street (APN:
0134-093-41), the Paradise Motel, approximately 33,750 square feet; and
21
22
23
WHEREAS, subsequent to the Agency acquiring the Paradise Motel, the Agency relocated
all tenants and caused the motel to be demolished; and
WHEREAS, 755 and 795 West 5th Street are contiguous, located at the southeast corner of
5th and "H" Streets (Central City North Redevelopment Project Area), and herein referred to
25
24
collectively as the Property (the "Site"); and
26
27
WHEREAS, the State of California (the "State") has acquired, through eminent domain
authority, the current location of the In-N-Out Burger (the "INOB") facility located on 2nd Street
28
adjacent to the 1-215 Freeway for use in the 1-215 widening project; and
1
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC Reso.doc
CDc/2011-13
1 WHEREAS, the State will take possession of the INOB facility on 2nd Street no later than
2 January 2012; and
3 WHEREAS, INOB has approached the Agency concerning the possibility of relocating to
4 the Site and constructing a larger facility; and
5 WHEREAS, on March 1, 2010, the Community Development Commission of the City of
6 San Bernardino (the "Commission"), as the governing board of the Agency, approved a
7 Redevelopment Project Study and Exclusive Right to Negotiate Agreement (the "ERN") with INOB
8 to study the feasibility of constructing a new facility on the Site within the Central City North
9 Redevelopment Project Area; and
10 WHEREAS, as part of their due diligence for the Site, INOB engaged various environmental
11 consultants to investigate the Site for any environmental issues; and
12 WHEREAS, one of those environmental consultants was Stechmann Geoscience, Inc. (the
13 "SGI"); and
14 WHEREAS, SGI, on behalf of INOB, worked with the Regional Water Quality Control
15 Board (the "RWQCB") to obtain the RWQCBs clearance prior to initiation of development on the
16 Site; and
17 WHEREAS, INOB used another environmental consultant to perform the initial assessment
18 of the Site; and
19 WHEREAS, the results of the initial assessment of the Site warranted additional work to
20 determine the vertical extent and magnitude of the gasoline and solvent vapor impacts present in the
21 subsurface, i.e., the extent and location of volatile organic compounds (the "VOC"); and
22 WHEREAS, due to the time constraints on INOB vacating their current location at 2nd Street
23 and the 1-215 Freeway no later than January 1, 2012, INOB requests that the Agency contract with
24 SGI to complete the work on the VOC's assessment; and
25 WHEREAS, the Agency is the owner of the Site and therefore has the responsibility to
26 ensure that the Site has been cleared of all environmental issues before the Site can be used for
27 development; and
28 WHEREAS, the Agency contracted with SGI under a purchase order to review the previous
2
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC Reso.doc
cnC/20ll-I3
1 test results and records to recommend a course of action that would be acceptable to the RWQCB in
2 order to have the Site cleared; and
3 WHEREAS, SOl has prepared and submitted to the Agency a workplan and cost estimate,
4 attached hereto as Exhibit "A", to complete the tasks of the workplan; and
5 WHEREAS, the costs of the workplan do not include the removal of any contaminated soil,
6 which would be handled separately by a different contractor; and
7 WHEREAS, on February 10, 2011, the Redevelopment Committee unanimously
8 recommended to the Commission approval of the Professional Services Agreement (the
9 "Agreement") by and between the Agency and SOl for environmental consulting services.
10 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
11 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
12 FOLLOWS:
13
Section 1.
The information set forth in the above recitals of this Resolution is true and
14 correct.
15
Section 2.
The Interim Executive Director of the Agency is hereby authorized to execute
16 the Agreement on behalf of the Agency in substantially the form attached hereto as Exhibit "B",
17 together with such changes therein as may be approved by the Interim Executive Director of the
18 Agency and Agency Counsel. The Interim Executive Director of the Agency or such other
19 designated representative of the Agency is further authorized to do any and all things and take any
20 and all actions as may be deemed necessary or advisable to effectuate the purposes of the
21 Agreement, including making non-substantive modifications to the Agreement.
22
Section 3.
This Resolution shall take effect from and after its date of adoption by this
23 Commission.
24 /1/
25 /1/
26 1//
27 /1/
28 /1/
3
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC Reso.doc
CDC/2011-13
1
2
3
4
5
6
RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING AND AUTHORIZING
THE INTERIM EXECUTIVE DIRECTOR OF THE REDEVELOPMENT
AGENCY OF THE CITY OF SAN BERNARDINO ("AGENCY") TO
EXECUTE A PROFESSIONAL SERVICES AGREEMENT BY AND
BETWEEN THE AGENCY AND STECHMANN GEOSCIENCE, INC., A
CALIFORNIA CORPORATION, CONCERNING ENVIRONMENTAL
INVESTIGATIONS ON AGENCY OWNED PROPERTY LOCATED AT THE
SOUTHEAST CORNER OF 5TH AND "H" STREETS (CENTRAL CITY
NORTH REDEVELOPMENT PROJECT AREA)
7
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
8
Development Commission of the City of San Bernardino at a joint regular
meeting
9 thereof, held on the 7th
10 Commission Members:
11 MARQUEZ
12 VACANT
13 BRINKER
14 SHORETT
15 KELLEY
16 JOHNSON
17 MC CAMMACK
18
19
20
21
day of March
, 2011, by the following vote to wit:
Ayes
Nays
Abstain
Absent
x
x
x
x
x
x
-,
Secretary
22 The foregoing Resolution is hereby approved this
'1111 day of 71.'
/,~, ~~h~
Rikke Van Johnson, Vice ChaIrperson
Community Development Commission l
of the City of San Bernardino
, 2011.
23
24
25
26 Approved as to Form:
27 By: (/._~ t1f
28 Agen:y ~~sel
4
P:\Agendas\Resolutions\Resolutions\101 1\03-07-1 1 Stechmann Geoscience - Professional Services Agreement CDC ResQ,doc
1 Exhibit "A"
2 Work plan and Cost Estimate
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
5
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC Reso.doc
1
Work Plan and Cost Estimate
2
3 Proposed Scope of Work
4 Based on SGl's review of the existing assessment data for the Site and discussions with RWQCB on January
25,2011, SGJ developed the following additional tasks:
5
1. Additional soil borings and vapor well construction.
6 2. Soil vapor extraction (SVE) pilot test.
3. Additional waste oil UST assessment and remediation.
7
8
Additional Soil Borings and Vapor Wells
SGI proposes to complete six soil borings to a depth of 40 feet bgs across the western portion of the Site to
9 assess environmental conditions, as shown on Figure 1. The boring locations were selected to assess elevated
TPH and vac vapor concentrations previously detected by Terracon in certain locations and within the
10 proposed restaurant building footprint. Prior to drilling, SGI will visit the Site to mark the intended boring
locations and Underground Service Alert will be alerted a minimum of 48 hours prior to drilling as required
by law. The borings will be drilled using a truck-mounted hollow-stem auger drill rig and completed as
12 nested vapor test wells.
11
13 Soil samples will be collected on 5-foot depth intervals and screened in the field with an organic vapor meter.
If impacted soil is identified or suspected in the field during drilling, the soil boring will be extended deeper.
14 Monitoring data from the former INCa gas station immediately north of the Site across West 5th Street listed
a depth to groundwater at 125 feet bgs. There is no indication to suggest that previous Site operations have
15 compromised groundwater quality. Selected soil samples will be submitted to a state-certified analytical
laboratory for analysis of total petroleum hydrocarbons (TPH) as gasoline and volatile organic compounds
16 (VaCs) using EPA Method 8260B.
17 The nested vapor wells will be constructed using 2-inch diameter Schedule 40 PVC well casing with 0.20-
inch factory-slotted screen, and No.3 Monterrey sand as filter pack. The wells will be screened from 5-20
18 feet bgs and 20-40 feet bgs and completed with flush-mounted, traffic-rated covers.
19 All field work will be overseen by an SGI California Professional Geologist. The work will be completed
under appropriate permit(s) issued by the City and County of San Bernardino.
20
21
Soil Vapor Extraction (SVE) Pilot Test
22 SOl proposes to retain a vendor to supply manpower and equipment to conduct a 12-hour SVE test of the
newly completed nested vapor wells. A self-contained, trailer-mounted thermal and/or catalytic oxidizer unit
23 that has a valid various locations operating permit issued by the South Coast Air Quality Management
District will be used to extract vapors from each of the 12 wells for a period of time. Hydrocarbon
24 concentrations will be measured and recorded over time to assess the volume of contaminants that may be
present in the subsurface. Radius of influence measurements will also be made in the event full-scale
25 remediation is necessary.
26 Selected air samples will be collected III Tedlar bags and submitted for laboratory analysis of TPH as
gasoline and vacs as outlined above.
27
The results of the SVE pilot test will be used to determine what further remedial measures may be required
28 for the Site including the need for a vapor barrier beneath the restaurant.
6
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC Reso.doc
1 Summary Report
2 SGI will prepare a report summarizing the methods used and analytical results together with our conclusions
and recommendations. Any chemical concentrations detected will be compared to applicable clean-up
3 standards. The report will be prepared and signed by an SGI California Professional Geologist in accordance
with standard accepted practice in the environmental field.
4
ADDITIONAL SITE INVESTIGATION AND SVE PILOT TEST
PROPOSED IN-N-OUT BURGER RESTAURANT-
SEC NORTH "H" STREET & WEST 5TH STREET
SAN BERNARDINO, CALIFORNIA
5
6
7
Days No.
Type Rate Subtotal
8 Task 1 - Review Existing Data, Meet with RWQCB, and Prepare Work Plans
9 SGI Principal 30 hrs $150
Direct costs 1 ea $200
10
Task subtotal
11 Task 2 - Complete Soil Borings and Install SVE Test Wells
SGI supervise well drilling and construction 3 12
12 Driller 1 1
Mark-up on driller 1
13 Analytical Laboratory Costs (Jones Environmental)
8015 simulated distillation (gas and diesel) 50
14 8260 GC/MS BTEX and MTBE 30
Mark-up on laboratory 1
15 OVM rental costs 3
Field equipment and supplies 1
16
Task subtotal
17
Task 3 - SVE Pilot Test
18 SGI coordination and supervision
LF2 Group SVE pilot test
19 Analytical laboratory (Jones Environmental)
Mark-up of subcontractors
OVM rental costs
20 Field equipment and supplies
20
1
12
1
1
1
21
Task subtotal
22 Task 4 - Prepare Summary Phase II Report
SGI preparation and review
23 Drafting costs
Reproduction and delivery costs
24
4
1
24
Task subtotal
25
26
ESTIMATED PROJECT TOTAL COST
2/7/2011
11 :29 AM Stechmann Geoscience, Inc.
27
28
7
P:\Agendas\Resolutions\Resolutions\2011\03-07-11 Stechmann Geoscience - Professional Services Agreement CDC ResQ,doc
$4,500
$200
$4,700
hrs $150 $5,400
quote lump sum $15,000
ea 15% $2,250
ea $50 $2,500
ea $100 $3,000
ea 15% $848
days $100 $300
ea $752 $752
$30,050
hrs $150 $3,000
ea $4,000 $4,000
ea $150 $1,800
ea 15% $870
days $100 $100
ea $500 $500
$10,270
hrs $150 $3,600
hrs $90 $360
ea $100 $100
$4,060
$49,080
1 Exhibit "B"
2 Professional Services Agreement
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
8
P:\Agendas\Resolutions\Resolutions\201 1\03.07-1 1 Stechmann Geoscience. Professional Services Agreement CDC ResQ,doc
CDC/2011-13
PROFESSIONAL SERVICES AGREEMENT
STECHMANN GEOSCIENCE, INC.
ENVIRONMENTAL ASSESSMENT
SOUTHEAST CORNER OF 5TH AND "H" STREETS
SAN BERNARDINO, CALIFORNIA
THIS AGREEMENT for Professional Services (the "Agreement") is made this 7th day of March
2011 (the "Effective Date"), by and between the Redevelopment Agency ofthe City of San Bernardino, a
public body, corporate and politic (the "Agency") and Stechmann Geoscience, Inc., a California
corporation (the "Consultant") (together sometimes referred to as the "Parties").
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, the
Consultant shall provide to the Agency the services described in the Scope of Work attached as Exhibit
"A", and incorporated here on. The location for the services contemplated in this Agreement is Agency
Owned property located at the southeast comer of 5th and "H" Streets, in the City of San Bernardino (the
"Site"). Such work shall be provided at the time and place and in the manner specified in Exhibit "A". In
the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit "A", this
Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on September 7, 2011, which is the date of completion of all tasks specified in Exhibit
A. The Consultant shall complete the work described in Exhibit A prior to that date,
unless the term of the Agreement is otherwise terminated or extended as provided for in
Section 8. The time provided to the Consultant to complete the services required by this
Agreement shall not affect the Agency's right to terminate the Agreement, as provided for
in Section 8.
1.2 Standard of Performance. The Consultant shall perform all services required pursuant to
this Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which the Consultant is engaged in the geographical area
in which the Consultant practices its profession and to the sole satisfaction of the Contract
Administrator.
1.3 Assie:nment of Personnel. The Consultant shall assign only competent personnel to
perform services pursuant to the Agreement. In the event that the Agency, in its sole
discretion, at any time during the term of this Agreement, desires the reassignment of any
such persons, the Consultant shall, immediately upon receiving notice from the Agency of
such desire of the Agency, reassign such person or persons.
1.4 Time. The Consultant shall devote such time to the performance of services pursuant to
this Agreement as may be reasonably necessary to satisfy the Consultant's obligations
hereunder.
1
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Arnend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
1.5 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Agency.
Section 2. COMPENSATION. The Agency hereby agrees to pay the Consultant a sum not to
exceed FORTY-NINE THOUSAND EIGHTY & 00/100 DOLLARS ($49,080.00) notwithstanding any
contrary indications that may be contained in the Consultant's proposal, for services to be performed and
reimbursable costs incurred under this Agreement. In the event of a conflict between this Agreement and
Exhibit "A", regarding the amount of compensation, this Agreement shall prevail. The Agency shall pay
the Consultant for services rendered pursuant to this Agreement at the time and in the manner set forth
herein. The payments specified below shall be the only payments from the Agency to the Consultant for
services rendered pursuant to this Agreement. The Consultant shall submit all invoices to the Agency in
the manner specified herein. Except as specifically authorized in advance by the Agency, the Consultant
shall not bill the Agency for duplicate services performed by more than one person.
2.1 Invoices. The Consultant shall submit invoices monthly during the term of this
Agreement, based on the cost for services performed and reimbursable costs incurred prior
to the invoice date. Invoices shall contain the following information:
. Serial identifications of progress bills; i.e., Progress Bill No.1 for the first invoice, etc.,
. The beginning and ending dates of the billing period;
. A Task Summary containing the original contract amount, the amount of prior billings,
the total due this period, the balance available under the Agreement, and the percentage
of completion;
. At the Agency's option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing the
work, the hours spent by each person, a brief description of the work, and each
reimbursable expense;
. The total number of hours of work performed under the Agreement by the Consultant
and each employee, agent, and subcontractor of the Consultant performing the services
hereunder necessary to complete the work described in Exhibit "A";
. Receipts for expenses to be reimbursed;
. The Consultant's signature.
2.2 Monthly Payment. The Agency shall make monthly payments, based on invoices
received, for services satisfactorily performed, and for authorized reimbursable costs
incurred. The Agency shall have thirty (30) days from the receipt of an invoice that
complies with all of the requirements above to pay the Consultant.
2.3 Final Payment. The Agency shall pay the last 10% of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to the
Agency of a final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. The Agency shall not pay any additional sum for any expense or cost
whatsoever incurred by the Consultant in rendering services pursuant to this Agreement.
The Agency shall make no payment for any extra, further or additional service pursuant to
this Agreement.
2
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03.07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
In no event shall the Consultant submit any invoice for an amount in excess of the
maximum amount of compensation provided above either for a task or for the entire
Agreement, unless the Agreement is modified in writing prior to the submission of such an
InVOIce.
2.5 Hourly Fees. Fees for work performed by the Consultant on an hourly basis shall not
exceed the amounts shown on the fee schedule included with Exhibit "A".
2.6 Reimbursable Expenses. Reimbursable expenses are included within the maximum
amount of the contract.
2.7 Payment of Taxes. The Consultant is solely responsible for the payment of employment
taxes incurred under this Agreement and any federal or state taxes.
2.8 Payment upon Termination. In the event that the Agency or the Consultant terminates
this Agreement pursuant to Section 8, the Agency shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. The Consultant shall maintain adequate logs
and time sheets in order to verify costs incurred to that date.
Section 3. FACILITIES AND EQUIPMENT. Except as otherwise provided, the Consultant shall,
at its sole cost and expense, provide all facilities and equipment necessary to perform the services
required by this Agreement. The Agency shall make available to the Consultant only physical facilities
such as desks, filing cabinets, and conference space, as may be reasonably necessary for the Consultant's
use while consulting with the Agency employees and reviewing records and the information in possession
of the Agency. The location, quantity, and time of furnishing those facilities shall be in the sole discretion
of the Agency. In no event shall the Agency be required to furnish any facility that may involve incurring
any direct expense, including, but not limited to, computer, long-distance telephone or other
communication charges, vehicles and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
the Consultant, at its own cost and expense, shall procure the types and amounts of insurance checked
below and provide Certificates of Insurance, indicating that the Consultant has obtained or currently
maintains insurance that meets the requirements of this section and which is satisfactory, in all respects, to
the Agency. The Consultant shall maintain the insurance policies required by this section throughout the
term of this Agreement. The cost of such insurance shall be included in the Consultant's compensation.
The Consultant shall not allow any subcontractor to commence work on any subcontract until the
Consultant has obtained all insurance required herein for the subcontractor(s) and provided evidence
thereof to the Agency. Verification of the required insurance shall be submitted and made part of this
Agreement prior to execution.
4.1 Workers' Compensation. The Consultant shall, at its sole cost and expense, maintain
Statutory Workers' Compensation Insurance and Employer's Liability Insurance for any
and all persons employed directly or indirectly by the Consultant. The Statutory Workers'
Compensation Insurance and Employer's Liability Insurance shall be provided with limits
of not less than ONE MILLION DOLLARS ($1,000,000.00) per accident. In the
alternative, the Consultant may rely on a self-insurance program to meet those
3
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
requirements, but only if the program of self-insurance complies fully with the provisions
of the California Labor Code. Determination of whether a self-insurance program meets
the standards of the Labor Code shall be solely in the discretion of the Contract
Administrator. The insurer, if insurance is provided, or the Consultant, if a program of
self-insurance is provided, shall waive all rights of subrogation against the Agency and its
officers, officials, employees, and authorized volunteers for loss arising from work
performed under this Agreement.
4.2 Commercial General and Automobile Liabilitv Insurance.
4.2.1 General requirements. The Consultant, at its own cost and expense, shall
maintain commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than FIVE MILLION DOLLARS
($5,000,000.00) per occurrence, combined single limit coverage, for risks
associated with the work contemplated by this Agreement. If a Commercial
General Liability Insurance or an Automobile Liability form or other form with a
general aggregate limit is used, either the general aggregate limit shall apply
separately to the work to be performed under this Agreement or the general
aggregate limit shall be at least twice the required occurrence limit. Such coverage
shall include, but shall not be limited to, protection against claims arising from
bodily and personal injury, including death resulting therefrom, and damage to
property resulting from activities contemplated under this Agreement, including the
use of owned and non-owned automobiles.
4.2.2 Minimum scope of coverae;e. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability and Insurance Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability. Automobile coverage shall be at least as
broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90)
Code 8 and 9. No endorsement shall be attached limiting the coverage.
4.2.3 Additional requirements. Each of the following shall be included in the insurance
coverage or added as a certified endorsement to the policy:
a. The insurance shall cover on an occurrence or an accident basis, and not on
a claims-made basis.
b. Any failure of the Consultant to comply with reporting provisions of the
policy shall not affect coverage provided to the Agency and its officers,
employees, agents and volunteers.
4.3 Professional Liabilitv Insurance.
4.3.1 General requirements. The Consultant, at its own cost and expense, shall
maintain for the period covered by this Agreement professional liability insurance
for licensed professionals performing work pursuant to this Agreement in an
amount not less than ONE MILLION DOLLARS ($1,000,000.00) covering the
4
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts~Arnend 2011\03-07.11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
licensed professionals' errors and omISSIOns. Any deductible or self-insured
retention shall not exceed $150,000 per claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be provided
for at least five (5) years after completion of the Agreement or the work, so
long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, the Consultant must provide extended reporting coverage
for a minimum of five (5) years after completion of the Agreement or the
work. The Agency shall have the right to exercise, at the Consultant's sole
cost and expense, any extended reporting provisions of the policy, if the
Consultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the
Agency prior to the commencement of any work under this Agreement.
4.4 All Policies Requirements.
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coveraee. Prior to beginning any work under this Agreement, the
Consultant shall furnish the Agency with Certificates of Insurance, and upon
request, complete certified copies of all policies, including complete certified
copies of all endorsements. All copies of policies and certified endorsements shall
show the signature of a person authorized by that insurer to bind coverage on its
behalf.
4.4.3 Notice of Reduction in or Cancellation of Coveraee. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the Agency. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, the Consultant shall provide written notice to the
Agency at the Consultant's earliest possible opportunity and in no case later than
ten (10) working days after the Consultant is notified of the change in coverage.
4.4.4 Additional insured: primary insurance. The Agency and its officers, employees,
agents, and authorized volunteers shall be covered as additional insureds with
5
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience. Professional Services Agreement (In-N-Out).doc
CDC/2011-13
respect to each of the following: liability arising out of activities performed by or
on behalf of the Consultant, including the insured's general supervision of the
Consultant; products and completed operations of the Consultant, as applicable;
premises owned, occupied, or used by the Consultant; and automobiles owned,
leased, or used by the Consultant in the course of providing services pursuant to
this Agreement. The coverage shall contain no special limitations on the scope of
protection afforded to the Agency or its officers, employees, agents, or authorized
volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the Agency and its officers, officials, employees
and volunteers, and that no insurance or self-insurance maintained by the Agency
shall be called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-insured Retentions. The Consultant shall disclose to and
obtain the approval of the Agency for the self-insured retentions and deductibles
before beginning any of the services or work called for by any term of this
Agreement.
During the period covered by this Agreement, only upon the prior express written
authorization of the Agency, the Consultant may increase such deductibles or self-
insured retentions with respect to the City, its officers, employees, agents, and
volunteers. The Agency may condition approval of an increase in deductible or
self-insured retention levels with a requirement that the Consultant procure a bond
guaranteeing payment of losses and related investigations, claims administration,
and defense expenses that is satisfactory in all respects to each of them.
4.4.6 Subcontractors. The Consultant shall include all subcontractors as insureds under
its policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4. 7 Variation. The Agency may approve in writing a variation in the foregoing
insurance requirements, upon a determination that the coverage, scope, limits, and
forms of such insurance are either not commercially available, or that the Agency's
interests are otherwise fully protected.
4.5 Remedies. In addition to any other remedies the Agency may have, if the Consultant fails
to provide or maintain any insurance policies or policy endorsements to the extent and
within the time herein required, the Agency may, at its sole option, exercise any of the
following remedies, which are alternatives to other remedies the Agency may have and are
not the exclusive remedy for the Consultant's breach:
. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
6
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
· Order the Consultant to stop work under this Agreement or withhold any payment that
becomes due to the Consultant hereunder, or both stop work and withhold any
payment, until the Consultant demonstrates compliance with the requirements hereof;
and/or
. Terminate this Agreement.
Section 5. INDEMNIFICATION. The Consultant shall indemnify, defend with counsel selected by
the Agency and hold harmless the Agency and its officials, officers, employees. agents and authorized
volunteers from and against any and all losses, liability, claims, suits, actions, damages and causes of
action arising out of any personal injury, bodily injury, loss oflife or damage to property, or any violation
of any federal, state or municipal law, regulation or ordinance, to the extent caused, in whole or in part, by
the willful misconduct or negligent acts or omissions of the Consultant or its employees, subcontractors or
agents, by acts for which they could be held strictly liable, or by the quality or character of their work.
The foregoing obligation of the Consultant shall not apply when (1) the injury, loss of life, damage to
property or violation of law arises wholly from the negligence or willful misconduct of the Agency or its
officers, employees, agents or authorized volunteers and (2) the actions of the Consultant or its
employees, subcontractors or agents have contributed in no part to the injury, loss of life, damage to
property, or violation of law. It is understood that the duty of the Consultant to indemnify and hold
harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code.
Acceptance by the Agency of insurance certificates and endorsements required under this Agreement does
not relieve the Consultant from liability under this indemnification and hold harmless clause. This
indemnification and hold harmless clause shall apply to any damages or claims for damages whether or
not such insurance policies shall have been determined to apply. By execution of this Agreement, the
Consultant acknowledges and agrees to the provisions of this Section and that it is a material element of
consideration.
Section 6.
6.1
STATUS OF CONSULTANT.
Independent Contractor. At all times during the term of this Agreement, the Consultant
shall be an independent contractor and shall not be an employee of the Agency. The
Agency shall have the right to control the Consultant only insofar as the results of the
Consultant's services rendered pursuant to this Agreement and assignment of personnel
pursuant to Subparagraph 1.3; however, otherwise the Agency shall not have the right to
control the means by which the Consultant accomplishes services rendered pursuant to this
Agreement. Notwithstanding any other City, state, or federal policy, rule, regulation, law,
or ordinance to the contrary, the Consultant and any of its employees, agents, and
subcontractors providing services under this Agreement shall not qualify for or become
entitled to any compensation, benefit, or any incident of employment by the Agency,
including, but not limited to, eligibility to enroll in the California Public Employees
Retirement System (PERS) as an employee of the Agency and entitlement to any
contribution to be paid by the Agency for employer contributions and/or employee
contributions for PERS benefits.
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
7
Section 7.
7.1
7.2
7.3
Section 8.
8.1
CDC/2011-13
LEGAL REQUIREMENTS.
Governine: Law. The laws of the State of California shall govern this agreement.
Compliance with Applicable Laws. The Consultant and any subcontractor shall comply
with all applicable local, state and federal laws and regulations applicable to the
performance of the work hereunder.
Licenses and Permits. The Consultant represents and warrants to the Agency that the
Consultant and its employees, agents, and any subcontractors have all licenses, permits,
qualifications and approvals of whatsoever nature that is legally required to practice their
respective professions. The Consultant represents and warrants to the Agency that the
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term or this Agreement any licenses, permits,
and approvals that are legally required to practice their respective professions. In addition
to the foregoing, the Consultant and any subcontractors shall obtain and maintain during
the term of this Agreement valid Business Licenses from the City of San Bernardino (the
"City").
TERMINATION AND MODIFICATION.
Termination. The Agency may cancel this Agreement at anytime and without cause
upon written notification to the Consultant.
The Consultant may cancel this Agreement upon thirty (30) days' written notice to the
Agency and shall include in such notice the reasons for cancellation.
In the event of termination, the Consultant shall be entitled to compensation for services
performed to the effective date of termination; the Agency, however, may condition
payment of such compensation upon the Consultant delivering to the Agency any or all
documents, photographs, computer software, video and audio tapes, and other materials
provided to the Consultant or prepared by or for the Consultant or the Agency in
connection with this Agreement.
8.2 Extension. The Agency may, in its sole and exclusive discretion, extend the end date of
this Agreement beyond that provided for in Subsection 1.1. Any such extension shall
require a written amendment to this Agreement, as provided for herein. The Consultant
understands and agrees that, if the Agency grants such an extension, the Agency shall have
no obligation to provide the Consultant with compensation beyond the maximum amount
provided for in this Agreement. Similarly, unless authorized by the Agency, the Agency
shall have no obligation to reimburse the Consultant for any otherwise reimbursable
expenses incurred during the extension period.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assi2nment and Subcontractin2. The Agency and the Consultant recognize and agree
that this Agreement contemplates personal performance by the Consultant and is based
8
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
Section 9.
9.1
9.2
CDC /20 11-13
upon a determination of the Consultant's unique personal competence, experience, and
specialized personal knowledge. Moreover, a substantial inducement to the Agency for
entering into this Agreement was and is the professional reputation and competence of the
Consultant. The Consultant may not assign this Agreement or any interest therein without
the prior written approval of the Agency. The Consultant shall not subcontract any portion
of the performance contemplated and provided for herein, other than to the subcontractors
noted in the proposal, without prior written approval of the Agency. In the event that key
personnel leave the Consultant's employ, the Consultant shall notify the Agency
immediately.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between the Agency and the Consultant
shall survive the termination of this Agreement.
8.6 Options upon Breach bv the Consultant. If the Consultant materially breaches any of
the terms of this Agreement, the Agency's remedies shall include, but not be limited to,
any or all of the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any other
work product prepared by the Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit "A" not
finished by the Consultant; or
8.6.4 Charge the Consultant the difference between the cost to complete the work
described in Exhibit "A" that is unfinished at the time of breach and the amount
that the Agency would have paid the Consultant pursuant to Section 2 if the
Consultant had completed the work.
KEEPING AND STATUS OF RECORDS.
Records Created as Part of the Consultant's Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form that the
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the Agency. The Consultant hereby agrees to
deliver those documents to the Agency upon termination of the Agreement. It is
understood and agreed that the documents and other materials, including, but not limited
to, those described above, prepared pursuant to this Agreement are prepared specifically
for the Agency and are not necessarily suitable for any future or other use. The Agency
and the Consultant agree that, until final approval by the Agency, all data, plans,
specifications, reports and other documents are confidential and will not be released to
third parties without prior written consent of both parties unless required by law.
Consultant's Books and Records. The Consultant shall maintain any and all ledgers,
books of account, invoices, vouchers, canceled checks, and other records or documents
9
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
evidencing or relating to charges for services or expenditures and disbursements charged to
the Agency under this Agreement for a minimum of three (3) years, or for any longer
period required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of,
the Agency. Under California Government Code Section 8546.7, if the amount of public
funds expended under this Agreement exceeds Ten Thousand Dollars ($10,000.00), the
Agreement shall be subject to the examination and audit of the State Auditor, at the request
of the Agency or as part of any audit of the Agency, for a period of three (3) years after
final payment under the Agreement.
Section 10. MISCELLANEOUS PROVISIONS.
10.1 Attornevs' Fees. If either party to this Agreement brings any action, including an action
for declaratory relief, to enforce or interpret the provision of this Agreement, the prevailing
party shall be entitled to reasonable attorneys' fees in addition to any other relief to which
that party may be entitled. The court may set such fees in the same action or in a separate
action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
County of San Bernardino, State of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of
this Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assi2ns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
10.6 Consultant Representative. All matters under this Agreement shall be handled for the
Consultant by Robert J. Stechmann, Jr., Principal.
10.7 Notices. Any written notice to the Consultant shall be sent to: All notices required
hereunder shall be presented either (i) in person, (ii) by fax and confirmed by First Class
certified or registered United States mail with return receipt requested, or (iii) by reputable
overnight delivery service (such as Federal Express). Notice shall be deemed confirmed
by United States mail effective the second business day after deposit with the United States
Postal Service. Notice by personal service shall be deemed effective upon delivery. Either
party may change its address for receipt of notice by notifying the other party in writing.
10
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
Notice shall be deemed to have been completed when the notices have been properly
delivered as provided in this Section regardless of whether notice has been delivered to any
other person entitled to receive a copy of such notice. Failure to provide notice to any
person listed herein to receive a copy of notices shall not defeat or render as incomplete
any notice as delivered to the other party that is a signatory to this Agreement.
Notice to the Consultant: Stechmann Geoscience, Inc.
Attention: Robert J. Stechmann, Jr., Principal
18752 Muriel Place
North Tustin, California 92705-2845
Phone: (714) 838-3552
Fax: (714) 838-0698
Notice to the Agency: Redevelopment Agency of the City of San Bernardino
Attention: Emil A. Marzullo, Interim Executive Director
201 North "E" Street, Suite 301
San Bernardino, California 92401- 1507
Phone: (909) 663-1044
Fax: (909) 888-9413
10.8 Professional Seal. Where applicable in the determination of the Agency, the first page of
a technical report, first page of design specifications, and each page of construction
drawings shall be stamped/sealed and signed by the licensed professional responsible for
the report/design preparation. The stamp/seal shall be in a block entitled "Seal and
Signature of Registered Professional with reportldesign responsibility," as in the following
example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.9 Inteeration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibit "A", represents the entire and integrated agreement between
the Agency and the Consultant and supersedes all prior negotiations, representations, or
agreements, either written or oral.
10.10 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
/II
/II
/II
/II
11
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrrnts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDc/20 11-13
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the
date indicated next to the authorized signatures of the officers of each of them as appear below. The
Parties have executed this Agreement as of the Effective Date.
AGENCY
Redevelopment Agency of the City of San
Bernardino, a public body, corporate and politic
Dated:
3/;1//'011
Approved as to Form:
By: C15~/<<1~vv
ElizaBeth Martyn, Agency Counsel
CONSULTANT
Stechmann Geoscience, Inc.,
a California corporation
Dated: ........'"'" '&\ ""ZC\\
By: ~4ti I ~.
Robert J. Ste ann, Jr., Principal
12
C:\Documents and Settings\PcUser\Local Settings\Temporary Internet Files\OLKFD\03.07-11 Stechmann Geoscience. Professional Services Agreement (In-N-Out).doc
CDC/2011-13
EXHIBIT "A"
Work Plan and Cost Estimate
Proposed Scope of Work
Based on SGI's review of the existing assessment data for the Site and discussions at our meeting
with your department on January 25, 2011, SGI developed the following additional tasks:
1. Additional soil borings and vapor well construction.
2. Soil vapor extraction (SVE) pilot test.
3. Additional waste oil UST assessment and remediation.
Additional Soil Borinas and Vapor Wells
SGI proposes to complete six soil borings to a depth of 40 feet bgs across the western portion of the
Site to assess environmental conditions, as shown on Figure 1. The boring locations were selected
to assess elevated TPH and vac vapor concentrations previously detected by Terracon in certain
locations and within the proposed restaurant building footprint. Prior to drilling, SGI will visit the Site
to mark the intended boring locations and Underground Service Alert will be alerted a minimum of
48 hours prior to drilling as required by law. The borings will be drilled using a truck-mounted
hollow-stem auger drill rig and completed as nested vapor test wells.
Soil samples will be collected on 5-foot depth intervals and screened in the field with an organic
vapor meter. If impacted soil is identified or suspected in the field during drilling, the soil boring will
be extended deeper. Monitoring data from the former INca gas station immediately north of the
Site across West 5th Street listed a depth to groundwater at 125 feet bgs. There is no indication to
suggest that previous Site operations have compromised groundwater quality. Selected soil
samples will be submitted to a state-certified analytical laboratory for analysis of total petroleum
hydrocarbons (TPH) as gasoline and volatile organic compounds (VaCs) using EPA Method 8260B.
The nested vapor wells will be constructed using 2-inch diameter Schedule 40 PVC well casing with
0.20-inch factory-slotted screen, and NO.3 Monterrey sand as filter pack. The wells will be screened
from 5-20 feet bgs and 20-40 feet bgs and completed with flush-mounted, traffic-rated covers.
All field work will be overseen by an SGI California Professional Geologist. The work will be
completed under appropriate permit(s) issued by the City and County of San Bernardino.
Soil Vapor Extraction (SVE) Pilot Test
SGI proposes to retain a vendor to supply manpower and equipment to conduct a 12-hour SVE test
of the newly completed nested vapor wells. A self-contained, trailer-mounted thermal and/or
catalytic oxidizer unit that has a valid various locations operating permit issued by the South Coast
Air Quality Management District will be used to extract vapors from each of the 12 wells for a period
of time. Hydrocarbon concentrations will be measured and recorded over time to assess the volume
of contaminants that may be present in the subsurface. Radius of influence measurements will also
be made in the event full-scale remediation is necessary.
13
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
Selected air samples will be collected in Tedlar bags and submitted for laboratory analysis of TPH
as gasoline and VOCs as outlined above.
The results of the SVE pilot test will be used to determine what further remedial measures may be
required for the Site including the need for a vapor barrier beneath the restaurant.
Confirmation soil samples will be collected from the excavation floor and sidewalls and tested for
TPH, arsenic and lead as outlined above. After review of the laboratory results and confirmation
from your department, the excavation will be back-filled and properly compacted. Temporary
fencing will be used to secure the open excavation until the laboratory results are available.
Summary Report
SGI will prepare a report summarizing the methods used and analytical results together with our
conclusions and recommendations. Any chemical concentrations detected will be compared to
applicable clean-up standards. The report will be prepared and signed by an SGI California
Professional Geologist in accordance with standard accepted practice in the environmental field.
14
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out).doc
CDC/2011-13
ADDITIONAL SITE INVESTIGATION AND SVE PILOT TEST
PROPOSED IN-N-OUT BURGER RESTAURANT - SEC NORTH "H" STREET & WEST 5TH STREET
SAN BERNARDINO, CALIFORNIA
Days No.
Type Rate Subtotal
Task 1 - Review Existing Data, Meet with RWQCB, and Prepare Work Plans
SGI Principal 30 hrs $150
Direct costs 1 ea $200
Task subtotal
Task 2 - Complete Soil Borings and Install SVE Test Wells
SGI supervise well drilling and construction 3 12
Driller 1 1
Mark-up on driller 1
Analytical Laboratory Costs (Jones Environmental)
8015 simulated distillation (gas and diesel) 50
8260 GC/MS BTEX and MTBE 30
Mark-up on laboratory 1
OVM rental costs 3
Field equipment and supplies 1
Task subtotal
Task 3 - SVE Pilot Test
SGI coordination and supervision
LF2 Group SVE pilot test
Analytical laboratory (Jones Environmental)
Mark-up of subcontractors
OVM rental costs
Field equipment and supplies
20
1
12
1
1
1
Task subtotal
Task 4 - Prepare Summary Phase II Report
SGI preparation and review 24
Drafting costs 4
Reproduction and delivery costs 1
Task subtotal
ESTIMATED PROJECT TOTAL COST
2/7/2011
11 :29 AM Stechmann Geoscience, Inc.
15
$4,500
$200
$4,700
hrs $150 $5,400
quote lump sum $15,000
ea 15% $2,250
ea $50 $2,500
ea $100 $3,000
ea 15% $848
days $100 $300
ea $752 $752
$30,050
hrs $150 $3,000
ea $4,000 $4,000
ea $150 $1,800
ea 15% $870
days $100 $100
ea $500 $500
$10,270
hrs $150 $3,600
hrs $90 $360
ea $100 $100
$4,060
$49,080
P:\Agendas\Agenda Attachments\Agenda Attachments\Agrmts-Amend 2011\03-07-11 Stechmann Geoscience - Professional Services Agreement (In-N-Out),doc