HomeMy WebLinkAboutR25-Economic Development Agency
CITY OF SAN BERNARDINO
ECONOMIC DEVELOPMENT AGENCY
FROM: Emil A. Marzullo
Interim Executive Director
SUBJECT:
Vanir Construction Management, Inc.
Agreement for Professional Services for
Construction Management Services for Theater
Square (Central City North Redevelopment
Project Area)
DATE: April 19, 2011
------------------------------------------------------~-----------------------------------------------------------------------------------------------------------------------------------------------
Synopsis of Previous Commission/CounciVCommittee Action( s ):
On April 7, 2011, Redevelopment Committee Members Johnson, Marquez, and Brinker unanimously voted to recommend that
the Community Development Commission consider this action for approval.
----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Recommended Motion(s):
(Communitv Development Commission)
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
an Agreement for Professional Services by and between the Agency and Vanir Construction Management Inc., for
Construction Management Services for Theater Square (Central City North Redevelopment Project Area)
--------------------------------------------------------------------------------------------~-~---------------------------------------------------------------------------------------------------------------------
Contact Person(s):
Kathleen Robles
Phone:
(909) 663-1044
Project Area(s):
Central City North
Ward(s):
1 sl
Supporting Data Attached:
[{[ Staff Report [([ Resolution(s) 0' Agreement(s)/Contract(s) 0 Map(s) 0 Letter(s)
FUNDING REQUIREMENTS:
Amount: $
$110,690
Source:
Tax Increment
Budget Authority:
Fiscal Year 2010-2011 Budget
Signature:
Emil
Fiscal Review:
Lori Panz'
Financial Officer
-------------------------~------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
Commission/Council Notes:
------------------------------------------------------------------------------------------------------------------------------------------------------------------.
P:\Agendas\Comm Dev Commission\CDC 2011\05-02-11 Vanir PSA CDC SR.docx
COMMISSION MEETING AGENDA
Meeting Date: 05/02/2011
Agenda Item Number: ~S-
ECONOMIC DEVELOPMENT AGENCY
STAFF REPORT
V ANIR CONSTRUCTION MANAGEMENT, INC.
AGREEMENT FOR PROFESSIONAL SERVICES FOR
CONSTRUCTION MANAGEMENT SERVICES FOR THEATER SQUARE
(CENTRAL CITY NORTH REDEVELOPMENT PROJECT AREA)
BACKGROUND:
The Redevelopment Agency of the City of San Bernardino (the "Agency") is in the design/construction
phase of its Downtown Theater Square project at this time. Theater Square is the Agency's first step in
revitalizing the downtown area. It is bounded on the north by 5th Street, on the south by 4th Street, on the
west by "F" Street, and on the east by "E" Street. Theater Square currently includes the California
Theatre of the Performing Arts, the multiplex cinema (the "Cinema"), parking lots, office buildings (both
occupied and vacant), and vacant land. The Agency currently owns the majority of the parcels that
comprise the Theater Square block. See Exhibit "A" for map of Theater Square.
One of the Agency's first steps is to design and construct an access road and pedestrian walkway in front
of the presently vacant Cinema facility. On January 21, 2011, the Agency released a Request for Proposal
("RFP") to requested architectural/planning/engineering services to design a site plan for the vacant
Cinema property located at 450 North "E" Street, San Bernardino. The site plan project (the "Project")
was to address the design of ingress and egress to the Cinema parcel, signage, mitigation of the Cinema
building's encroachment within the "E" Street right-of-way, improvement plans and site design plans,
landscaping, future restaurant/retail pads, utility separation from the Cinema to the public area, and
coordination with other Agency consultants. One of the main qualifications that the Proposer needed to
meet was that they had worked on a "signature theater" in Southern California.
Having released the RFP, six (6) firms responded by the submittal deadline of February 11, 2011. After
reviewing the submitted proposals, the selection committee determined that each proposal lacked the
required "signature theater" experience, did not understand the scope of services requested, and/or their
completion schedule extended into 2012. Therefore, on February 17,2011, Addendum No.1 was issued
to reduce the scope of services to reflect the Agency's immediate needs which were the
engineering/design of the ingress and egress to the Cinema parcel, mitigation of the Cinema building's
encroachment within the "E" Street right-of-way, minimal landscaping, and utility separation from the
Cinema to the public area.
Proposals to the RFP and Addendum No.1 were received from:
PROPOSER
AECOM Technical Services, Inc.
D. M. Bergerson, Inc
Ludwig Engineering, Inc.
City Design Studio LLC
Transtech Engineers, Inc.
Vanir Construction Management, Inc.
CITY /ST ATE
Los Angeles, CA
Lake Forest, CA
San Bernardino, CA
Highlands Ranch, CO
San Bernardino, CA
San Bernardino, CA
P:\AgendasIComm Dev CommissionlCDC 2011105-02-11 Vanir PSA CDC SRdocx
COMMISSION MEETING AGENDA
Meeting Date: 05/02/2011
Agenda Item Number: }2-Z,S-
Economic Development Agency Staff Report
Vanir Construction Management, Inc. -Agreementfor Professional Services
Page 2
On February 24,2011, six (6) responses were submitted from those firms who received Addendum No. 1.
After reviewing the six responses, the selection committee determined again, that none of the proposals
was strong enough in all areas necessary to perform the scope of services; however, three (3) firms
individually excelled in design/engineering, construction management, or landscape architecture.
Based on selection committee recommendation, on March 10,2011, the Redevelopment Committee of the
City of San Bernardino (the "Committee") recommended to the Community Development Commission of
the City of San Bernardino ("Commission") acceptance of Staff s recommendation for the selection of
three (3) engineering firms for the services needed for the Theater Square property: Ludwig Engineering,
Inc., with a local office in San Bernardino, to perform the architectural and engineering design services
for Theater Square; Vanir Construction Management, Inc. ("Vanir"), with a local office in San
Bernardino, to perform the construction management services for Theater Square; and AECOM Technical
Services, Inc., with an office in Los Angeles, to prepare the landscaping/lighting plan for the access
road/pedestrian walkway for Theater Square since they are already preparing the Streetscape design for
the Downtown Core Vision Plan.
On March 21, 2011, the Commission adopted a Resolution approving and authorizing the Interim
Executive Director of the Agency to execute an Agreement for Professional Services by and between the
Agency and Ludwig Engineering, Inc., for architectural and engineering design services for Theater
Square.
CURRENT ISSUE:
Based on the results of the RFP process, selection committee recommendations, and subsequent approvals
of the Committee and the Commission, negotiations were completed with Vanir Construction
Management, Inc., ("Vanir") for a Professional Services Agreement for construction management
services for Theater Square.
ENVIRONMENTAL IMP ACT:
None. This activity does not meet the definition of a "Project" under Section 15378 of the California
Environmental Quality Act ("CEQA"), which states that a "project" means the whole of an action, which
has a potential for resulting in either a direct physical change in the environment, or a reasonably
foreseeable indirect physical change in the environment.
Prior to the commencement of construction of the Theater Square infrastructure, the Agency will obtain
the environmental clearance necessary to proceed with said construction.
FISCAL IMPACT:
There will be no impact to the General Fund. The cost for the V anir Agreement for construction
management services is $110,690. This Agreement is funded through tax increment as provided in the
Fiscal Year 2010/2011 budget.
------------------------------------------------------------------------------------------------------------------------------------------------------------------------
P:\AgendasIComm Dev CommissionlCDC 2011105-02-11 Vanir PSA CDC SRdocx
COMMISSION MEETING AGENDA
Meeting Date: 05/02/2011
Agenda Item Number:
Y2-Z5"'
Economic Development Agency Staff Report
Vanir Construction Management, Inc. -Agreementfor Professional Services
Page 3
RECOMMENDATION:
That the Community Development Commission adopt the attached Resolution.
---------------------------------------------------------------------------------------------------------------------------------------------------------------------------.
P:\Agendas\Comm Dev Commission\CDC 2011\05-02.1\ Vanir PSA CDC SRdocx
COMMISSION MEETING AGENDA
Meeting Date: 05/02/2011
Agenda Item Number: ~
1
2
3
4
5
6
7
8
9
RESOLUTION NO.
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 AN AGREEMENT FOR PROFESSIONAL
SERVICES BY AND BETWEEN THE AGENCY AND V ANIR
CONSTRUCTION MANAGEMENT, INC., FOR CONSTRUCTION
MANAGEMENT SERVICES FOR THEATER SQUARE (CENTRAL CITY
NORTH REDEVELOPMENT PROJECT AREA)
WHEREAS, the Redevelopment Agency of the City of San Bernardino (the "Agency"), is a
10 public body, corporate and politic existing under the laws of the State of California, California
11 Community Redevelopment Law, Health and Safety Code Section 33000, et seq. (the "CRL"), and
12 is charged with the mission of redeveloping blighted and underutilized land; and
13
WHEREAS, the Community Development Commission of the City of San Bernardino (the
14 "Commission") is the governing body for the Agency; and
15
WHEREAS, the Agency's first steps in the revitalization of its Downtown is the
16 implementation of its plan for Theater Square which is bounded on the north by 5th Street, on the
17 south by 4th Street, on the west by "F" Street, and on the east by "E" Street; and
18
WHEREAS, in January 2011, the Agency Staff released a Request for Proposal ("RFP") for
19 architectural and engineering design services to design a site plan for the vacant multiplex cinema
20 located at 450 North "E" Street (the Site"); and
21
WHEREAS, on April 7, 2011, Agency Staff recommended to the Redevelopment
22 Committee that the agreement for professional services ("Agreement") be entered into with Vanir
23 Construction Management, Inc. ("Consultant"), to perform construction management services for
24 the construction of the access road/pedestrian walkway needs of the Site; and
25
WHEREAS, the Agency Staff recommends to the Commission approval and authorization
26 for the Interim Executive Director of the Agency to sign said Agreement in the amount of $110,690,
27 attached hereto as Exhibit "A."
28
1
P:\AgendasIResolutionslResolutions\201 1\05-02-1 1 Vani, - PSA CDC Reso.docx
1 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
2 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER, AS
3 FOLLOWS:
4 Section 1. The information set forth in the above recitals of this Resolution is true and
5 correct.
6 Section 2. The Commission hereby approves and hereby authorizes the Interim Execute
7 Director of the Agency to execute the Agreement with the Consultant, on behalf of the Agency
8 together with such technical and conforming changes as may be recommended by the Interim
9 Executive Director and approved by the Agency Counsel and the City Attorney. The Interim
10 Executive Director of the Agency or such other designated representative of the Agency is further
11 authorized to do any and all things and take any and all actions as may be deemed necessary or
12 advisable to effectuate the purposes of the Agreement, including making non-substantive
13 modifications to the Agreement.
14 Section 3. This Resolution shall take effect from and after its date of adoption by this
15 Commission.
16 III
17 III
18 III
19 III
20 III
21 III
22 III
23 III
24 III
25 III
26 III
27 III
28 III
2
P:\AgendasIResolutionslResolutions\201 1105-02-1 1 Vanir - PSA CDC Reso.docx
1
2
3
4
5
6
7
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 AN AGREEMENT FOR PROFESSIONAL
SERVICES BY AND BETWEEN THE AGENCY AND V ANIR
CONSTRUCTION MANAGEMENT, INC., FOR CONSTRUCTION
MANAGEMENT SERVICES FOR THEATER SQUARE (CENTRAL CITY
NORTH REDEVELOPMENT PROJECT AREA)
I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
Abstain
Absent
Secretary
day of
, 2011.
Patrick J. Morris, Chairperson
Community Development Commission
of the City of San Bernardino
3
P:\AgendasIResolutionslResolutions\201 1105-02-1 I Vanir - PSA CDC Reso.docx
EXHIBIT "A"
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
AGREEMENT FOR PROFESSIONAL SERVICES
V ANIR CONSTRUCTION MANAGEMENT, INC.
This AGREEMENT FOR PROFESSIONAL SERVICES (this "Agreement") is made and entered
into as of , 2011 by and between the REDEVELOPMENT AGENCY OF THE CITY OF
SAN BERNARDINO (the "Agency"), a public body, corporate and politic, and V ANIR
CONSTRUCTION MANAGEMENT, INC. (the "Consultant").
NOW, THEREFORE, IN CONSIDERATION OF THE COVENANTS AND MUTUAL
PROMISES CONTAINED HEREIN AND FOR SUCH OTHER GOOD AND VALUABLE
CONSIDERATION, THE RECEIPT OF WHICH IS HEREBY ACKNOWLEDGED, THE PARTIES
HERETO AGREE AS FOLLOWS:
1. SUPERVISION OF CONSULTANT. The Agency Staff designated in Exhibit "A" shall be
responsible for the direction of any work to be performed by the Consultant and any other
consultants or sub-consultants to the Agency under this Agreement. The Consultant shall not
undertake any work under the terms of this Agreement, unless instructed to do so by one of the
designated staff members. No other staff member is authorized by the Agency to request services
from the Consultant.
2. TERM OF AGREEMENT. The term of this Agreement shall commence on the date first
appearing in this Agreement and will terminate upon the completion of the services described in
the Scope of Services as referenced in Section 3, unless earlier terminated as provided in this
Agreement. The Agency reserves the right through the actions of the Interim Executive Director
to terminate this Agreement at anytime either with or without cause and at the sole convenience of
the Agency upon delivery of notice of termination to the Consultant; provided, however, that upon
the effective date of any such termination, the Agency shall be responsible to pay and/or reimburse
the Consultant for all services, materials and supplies as may have been furnished to the Agency in
accordance with the Scope of Services as referenced in Section 3.
3. SCOPE OF CONSULTANT SERVICES. The Agency hereby retains the Consultant to provide
the professional consulting services set forth in the Scope of Services attached hereto as Exhibit
"B" and incorporated herein by this reference. The Consultant hereby agrees to perform the work
set forth in the Scope of Services, in accordance with the terms of this Agreement. The Consultant
shall perform the services as set forth on said Scope of Services within the time periods to be
identified by the appropriate Agency representative.
1
P:lAgendaslAgenda AtlachmentsIEKhibits\2011105-02-11 Vanir - Exhibit A to eDC Reso.doCK
4. PAYMENT BY AGENCY FOR WORK PERFORMED BY CONSULTANT.
A. The Agency shall compensate the Consultant in an aggregate amount not to exceed
$110,690 for completion of the services described in the Scope of Services set forth in
Exhibit "B," billed montWy to the Agency on a time and materials basis for the services as
actually rendered for each montWy period not to exceed in the aggregate the Total Fee for
the performance of the work and the delivery of the final work product.
B. The compensation designated in subsection 4. A. shall be the Total Fee for the
performance of the work and the delivery of the final work product materials, as set forth
in the Scope of Services. The Total Fee shall include, but not be limited to, the salaries of
all sub-consultants retained by the Consultant and all employees of the Consultant to
perform work pursuant to this Agreement and shall be inclusive of all costs and expenses
incurred for mileage, travel, graphics, telephone, printing, fax transmission, postage, copies
and such other expenses related to completion of the work set forth in the Scope of
Services.
C. The Consultant shall invoice the Agency for work performed by the Consultant under this
Agreement each calendar month during the term of this Agreement.
D. The Consultant shall submit invoices under this Agreement to:
Redevelopment Agency of the City of San Bernardino
Attention: Kathleen Robles, Project Manager
201 North "E" Street, Suite 301
San Bernardino, California 92401
E. Each invoice of the Consultant shall set forth the time and expenses of the Consultant
incurred in performance of the Scope of Services, during the period of time for which the
invoice is issued. Each invoice of the Consultant shall clearly set forth the names of the
individual personnel of the Consultant and any individual sub-consultants utilized by the
Consultant, during the time period covered by the invoice, a description of the professional
services rendered on a daily basis by each named individual during such time period, the
respective hourly rates of each named individual and the actual time expended by each
named individual. Each invoice of the Consultant shall be accompanied by copies of all
third party invoices for other direct costs incurred and paid by the Consultant during such
time period. The Agency shall pay all amounts set forth on the invoices of the Consultant
and approved by the authorized Agency Staff personnel who requested the services, within
thirty (30) days after such approval.
5. RECORDS RETENTION. Records, maps, field notes and supporting documents and all other
records pertaining to the use of funds paid to the Consultant hereunder shall be retained by the
Consultant and available to the Agency for examination and for purposes of performing an audit
for a period of five (5) years from the date of expiration or termination of this Agreement or for a
longer period, as required by law. Such records shall be available to the Agency and to
appropriate county, state or federal agencies and officials for inspection during the regular
business hours of the Consultant. If the Consultant does not maintain regular business hours, then
such records shall be available for inspection between the hours of 9 a.m. and 4 p.m. Monday
2
P:lAgendaslAgenda AttachmentslExhibits\201 1\05-02-1 1 Yanir - Exhibit A to CDC Resa.docx
through Friday, excluding federal and state government holidays. In the event of litigation or an
audit relating to this Agreement or funds paid to the Consultant by the Agency under this
Agreement, such records shall be retained by the Consultant until all such litigation or audit has
been resolved.
6. INDEMNIFICATION. The Consultant shall defend, indemnify and hold harmless the Agency, its
officers, employees, representatives, and agents from and against any and all actions, suits,
proceedings, claims, demands, losses, costs and expenses, including legal costs and attorneys fees,
for injury or damage of any type claimed as a result of the negligent acts or omissions of the
Consultant, its officers, employees, sub-consultants and agents, to the extent arising from or
related to negligent performance by the Consultant of the work required under this Agreement.
7. INSURANCE. The Consultant shall maintain insurance, as set forth in Exhibit "C" to this
Agreement, throughout the term of this Agreement. The Consultant shall remain liable to the
Agency pursuant to Section 6. above to the extent the Consultant is not covered by applicable
insurance for all losses and damages incurred by the Agency that are caused directly or indirectly
through the actions or inactions, willful misconduct or negligence of the Consultant in the
performance of the duties incurred by the Consultant pursuant to this Agreement.
8. OWNERSHIP AND REUSE OF DOCUMENTS AND OTHER MATERIALS AND
INFORMATION. All maps, photographs, data, information, reports, drawings, specifications,
computations, notes, renderings, designs, inventions, photographs, modifications, adoptions,
utilizations, correspondence or other documents generated by or on behalf of the Consultant for
performance of the work (collectively, the "Work Products") set forth in the Scope of Services
shall upon payment for those services embodying the particular element of the Work Products,
become the sole property of the Agency, and the Work Products shall thereafter be delivered to the
Agency upon written request from the Agency to the Consultant. The Consultant shall not make
use of any maps, photographs, data, information, reports, drawings, specifications, computations,
notes, renderings, designs, inventions, photographs, modifications, adoptions, utilizations,
correspondence or other documents and other materials whether for marketing purposes or for use
with other clients when such have become the property of the Agency without the prior express
written consent of the Agency except to the extent that such maps, photographs, data, information,
reports, drawings, specifications, computations, notes, renderings, designs, inventions,
photographs, modifications, adoptions, utilizations, correspondence or other documents are readily
available to the general public as public records pursuant to State law; provided, however, that the
Consultant may retain copies of any such items for their business records.
The Consultant shall execute, acknowledge and perform any and all acts which shall be reasonably
required in order for the Agency to establish unequivocal ownership of the maps, photographs,
data, information, reports, drawings, specifications, computations, notes, renderings, designs,
inventions, photographs, modifications, adoptions, utilizations, correspondence or other
documents and record, register and procure an issuance in or to the Agency's rights, title and/or
interest. Any reuse without written verification or adaptation by the Consultant for the specific
purpose intended will be at the Agency's sole risk and without liability or legal exposure to the
9. PRESS RELEASES. Press or news releases, including photographs or public announcements, or
confirmation of the same related to the work to be performed by the Consultant under this
Agreement shall only be made by the Consultant with the prior written consent of the Agency.
10. CONFIDENTIALITY OF MATERIALS AND INFORMATION. The Consultant shall keep
confidential all reports, survey notes and observations, information, and data acquired or generated
in performance of the work set forth in the Scope of Services, which the Agency designates
confidential. None of such designated confidential materials or information may be made
available to any person or entity, public or private, without the prior written consent of the
Agency.
11. DEFAULT AND REMEDIES.
A. Failure or delay by any party to this Agreement to perform any material term or provision
of this Agreement shall constitute a default under this Agreement; provided, however, that
if the party who is otherwise claimed to be in default by the other party commences to
cure, correct or remedy the alleged default within seven (7) calendar days after receipt of
written notice specifying such default and shall diligently complete such cure, correction or
remedy, such party shall not be deemed to be in default hereunder.
B. The party which may claim that a default has occurred shall give written notice of default
to the party in default, specifying the alleged default. Delay in giving such notice shall not
constitute a waiver of any default nor shall it change the time of default; provided,
however, the injured party shall have no right to exercise any remedy for. a default
hereunder without delivering the written default notice, as specified herein.
C. Any failure or delay by a party in asserting any of its rights or remedies as to any default
shall not operate as a waiver of any default or of any rights or remedies associated with a
default. Except with respect to rights and remedies expressly declared to be exclusive in
this Agreement, the rights and remedies of the parties under this Agreement are cumulative
and the exercise by any party of one or more of such rights or remedies shall not preclude
the exercise by it, at the same or different times, of any other rights or remedies for the
same default or any other default by the other party.
D. In the event that a default of any party to this Agreement may remain uncured for more
than seven (7) calendar days following written notice, as provided above, a "breach" shall
be deemed to have occurred. In the event of a breach, the injured party shall be entitled to
seek any appropriate remedy or damages by initiating legal proceedings.
12. TERMINATION.
A. This Agreement may be terminated by either party for any reason by giving the other party
fifteen (15) calendar days' prior written notice. The Agency shall pay the Consultant for
all work authorized by the Agency and completed, prior to the effective termination date.
B. In the event of a termination of this Agreement under this Section 12, the Consultant shall
provide all documents, notes, maps, reports, data or other work product developed in
4
P:lAgendaslAgenda AllachmentslExhibits\201 1105-02-1 1 Vanir - Exhibit A to CDC Reso.docx
performance of the Scope of Services of this Agreement to the Agency, within ten (10)
calendar days of such termination and without additional charge to the Agency.
13. NOTICES. All notices given hereunder shall be in writing. Notices shall be presented in person
or by certified or registered United States Mail, return receipt requested, postage prepaid or by
overnight delivery by a nationally recognized delivery service to the addresses set forth below.
Notice presented by United States Mail shall be deemed effective on the third business day
following the deposit of such Notice with the United States Postal Service. This Section 13 shall
not prevent the parties hereto from giving notice by personal service or telephonically verified fax
transmission, which shall be deemed effective upon actual receipt of such personal service or
telephonic verification. Either party may change their address for receipt of written notice by
notifying the other party in writing of a new address for delivering notice to such party.
CONSULTANT:
Vanir Construction Management, Inc.
Attention: Peter Watts, Project Director
290 North "D" Street, Suite 900
San Bernardino, CA 92401
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
14. COMPLIANCE WITH LAW. The Consultant shall comply with all local, state, and federal laws,
including, but not limited to, environmental acts, rules and regulations applicable to the work to be
performed by the Consultant under this Agreement. The Consultant shall maintain all necessary
licenses, including a City of San Bernardino Business License, and registrations for the lawful
performance of the work required of the Consultant under this Agreement.
15. NONDISCRIMINATION. The Consultant shall not discriminate against any person on the basis
of race, color, creed, religion, natural origin, ancestry, sex, marital status or physical handicap in
the performance of the Scope of Services of this Agreement. Without limitation, the Consultant
hereby certifies that it will not discriminate against any employee or applicant for employment
because of race, color, religion, sex, marital status of national origin. Further, the Consultant shall
promote affirmative action in its hiring practices and employee policies for minorities and other
designated classes in accordance with federal, state and local laws. Such action shall include, but
not be limited to, the following: recruitment and recruitment advertising, employment, upgrading
and promotion. In addition, the Consultant shall not exclude from participation under this
Agreement any employee or applicant for employment on the basis of age, handicap or religion in
compliance with State and Federal laws.
16. CONSULTANT AND EACH SUB-CONSULTANT ARE INDEPENDENT CONTRACTORS.
The Consultant shall at all times during the performance of any work described in the Scope of
Services be deemed to be an independent contractor. Neither the Consultant nor any of its sub-
consultants shall at any time or in any manner represent that it or any of its employees are
employees of the Agency or any member agency of the Agency. The Agency shall not be
requested or ordered to assume any liability or expense for the direct payment of any salary, wage
or benefit to any person employed by the Consultant or its sub-consultants to perform any item of
5
P:lAgendaslAgenda AttachmentslExhibits\2011105-02-11 Vanir - Exhibit A to CDC Reso.docx
work described in the Scope of Services. The Consultant is entirely responsible for the immediate
payment of all sub-consultant liens.
17. SEVERABILITY. Each and every section of this Agreement shall be construed as a separate and
independent covenant and agreement. If any term or provision of this Agreement or the
application thereof to certain circumstances shall be declared invalid or unenforceable, the
remainder of this Agreement, or the application of such term or provision to circumstances other
than those to which it is declared invalid or unenforceable, shall not be affected thereby, and each
term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted
by law.
18. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties.
This Agreement supersedes all prior negotiation, discussions and agreements between the parties
concerning the subject matters covered herein. The parties intend this Agreement to be the final
expression of their agreement with respect to the subjects covered herein and a complete and
exclusive statement of such terms.
19. AMENDMENT OR MODIFICATION. This Agreement may only be modified or amended by
written instrument duly approved and executed by each of the parties hereto. Any such
modification or amendment shall be valid, binding and legally enforceable only if in written form
and executed by each of the parties hereto, following all necessary approvals and authorizations
for such execution.
20. GOVERNING LAW. This Agreement shall be governed by the laws of the State of California.
Any legal action arising from or related to this Agreement shall be brought in the Superior Court
of the State of California in and for the County of San Bernardino.
21. NON-WAIVER. Failure of either party to enforce any provision of this Agreement shall not
constitute a waiver of the right to compel enforcement of the same provision or any remaining
provisions of this Agreement.
22. ASSIGNMENT. This Agreement may not be assigned by the Consultant without the prior written
consent of the Agency.
23. REPRESENTATIONS OF PERSONS EXECUTING AGREEMENT. The persons executing this
Agreement warrant that they are duly authorized to execute this Agreement on behalf of and bind
the parties each purports to represent.
24. EXECUTION IN COUNTERPARTS. This Agreement may be executed in one (1) or more
counterparts, each of which will constitute an original.
25. EFFECTIVENESS OF AGREEMENT AS TO THE AGENCY. This Agreement shall not be
binding on the Agency until signed by an authorized representative of the Consultant, approved by
the government board of the Agency and executed by the Interim Executive Director or his
designee.
6
P:lAgendaslAgenda AllachmenlslExhibils\201 1105-02-1 1 Vanir - Exhibit A 10 CDC Reso.docx
26. CONFLICTS OF INTEREST. The Consultant hereby represents that it has no interests adverse to
the Agency or the City at the time of execution of this Agreement except as previously disclosed
to the Agency Staff. The Consultant hereby agrees that, during the term of this Agreement, the
Consultant shall not enter into any agreement or acquire any interests detrimental or adverse to the
Agency or the City. Additionally, the Consultant hereby represents and warrants to the Agency
that the Consultant and any partnerships, individual persons or any other party or parties
comprising the Consultant, together with each sub-consultant who may hereafter be designated to
perform services pursuant to this Agreement, do not have and, during the term of this Agreement,
shall not acquire any property ownership interest, business interests, professional employment
relationships, contractual relationships of any nature or any other financial arrangements relating
to the Agency, property over which the Agency has jurisdiction or any members or staff of the
Agency that have not been previously disclosed in writing to the Agency, and that any such
property ownership interests, business interests, professional employment relationships,
contractual relationships or any nature or any other financial arrangements will not adversely
affect the ability of the Consultant to perform the services to the Agency as set forth in this
Agreement.
27. NON-EXCLUSIVITY. This Agreement shall not create an exclusive relationship between the
Agency and the Consultant for the services set forth in Exhibit "B" or any similar or related
services. The Agency may, during the term of this Agreement, Agreement with other consultants
for the performance of the same, similar or related services as those that may be performed by the
Consultant under this Agreement. The Agency reserves the discretion and the right to determine
the amount of services to be performed by the Consultant for the Agency under this Agreement,
including not requesting any services at all. This Agreement only sets forth the terms upon which
any such services will be provided to the Agency by the Consultant, if such services are requested
by the Agency, as set forth in this Agreement.
28. CONSEOUENTIAL DAMAGES & LIMITATION OF LIABILITY. The Agency and Consultant
agree that except as otherwise provided in this Section 28, in no event will either be liable to the
other under this Agreement for any damages including but not limited to, special damages, loss of
revenue, loss of profit, operating costs or business interruption losses, regardless of cause,
including breach of Agreement, negligence, strict liability or otherwise. The limitations and
exclusions of liability set forth in this Section 28 shall apply regardless of fault, breach of
Agreement, tort, strict liability or otherwise of the Consultant and the Agency, their employees or
sub-consultants.
29. BUSINESS REGISTRATION CERTIFICATE. The Consultant warrants that it possesses, or shall
obtain immediately after the execution and delivery of this Agreement, and maintain during the
period of time that this Agreement is in effect, a business registration certificate pursuant to Title 5
of the City of San Bernardino Municipal Code, together with any and all other licenses, permits,
qualifications, insurance and approvals of whatever nature that are legally required to be
maintained by the Consultant to conduct its business activities within the City.
7
P:lAgendaslAgenda Allachments\Exhibits\201 1\05-02-1 1 Vanir - Exhibit A to CDC Reso.docx
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.
AGENCY
Redevelopment Agency of the City of San Bernardino,
a public body, corporate and politic
Dated:
By: NOT FOR SIGNATURE
Emil A. Marzullo, Interim Executive Director
Approved as to Form and Legal Content:
By: NOT FOR SIGNATURE
Agency Counsel
CONSULTANT
Vanir Construction Management, Inc.
By: NOT FOR SIGNATURE
Name:
Dated:
Title:
8
P:\Agendas\Agenda AttachmentslExhibits\2011\OS-02-11 Vanir - Exhibit A to CDC Reso.docx
EXHIBIT "A"
SUPERVISORY STAFF PERSONNEL
Agency Staff:
Emil Marzullo, Interim Executive Director
Kathleen Robles, Project Manager
9
P:lAgendaslAgenda AttachmentslExhibits\2011\OS-02-11 Vanir - Exhibit A to CDC Reso.docx
EXHIBIT "B"
SCOPE OF SERVICES
10
P:lAgendaslAgenda AltachmentslExhibits\201 1\05-02-1 1 Vanir - Exhibit A to CDC Reso.docx
Vanir Construction Management, Inc. Scope of Work Proposal for The San Bernardino
Economic Development Agency Theater Square
March 21, 2011
INTRODUCTION
The Scope of Work identified below is based upon the City of San Bernardino's Economic Development
Agency (SBEDA) Request for Proposal for Theatre Square dated January 21, 2011, pre-proposal meeting
held on February 2,2011, Addendum #1 dated February 17, 2011, and a Design Scope Meeting and Site
Wal~ held on Friday 11, 2011 at SBEDA.
The option of a "Fast Track" approach to this project has been discussed. This will entail multiple bid
packages that are packaged in the sequence of work and would allow the project to move forward while
future work is still in various stages of development and approval. For the purposes of this proposal the
multiple Bid Phases for this project do not exceed three (3). See Exhibit A, Staffing Fee Schedule.
BID AND AWARD PHASE
Bidding Assistance:
The Vanir Construction Management Team will assist the SBEDA and their design team in the coordination
and processing of the Bid and Award Phase. Vanir CM will be available to provide assistance at each Pre-
Bid Meeting.
CONSTRUCTION MANAGEMENT
Manage and Control of the Construction Phase:
Vanir Construction Management will use state-of-the-art tools and techniques, including Constructability
reviews, scheduling, cost control systems and document control systems to effectively manage the project.
We will look ahead to identify potential problems early and help to resolve them before they occur, to
pinpoint opportunities to save time and money, and to work aggressively to achieve the best results
possible.
Vanir is an active corporate member of the Construction Management Association of America (CMM) and
we follow the principles espoused by CMM in delivering the project. Our approach to your projects will
be addressed in terms of the management objectives described below:
Time Management
Cost Management
Quality Management
Information Management
Safety (Risk) Management
Scheduling Services (Time Management):
Vanir Construction Management schedule management involves; 1) Understanding the site and
operational issues, construction time-windows, and environmental sensitivities, 2) Developing sequencing
strategies that will match priorities and, 3) Having a constant, hands-on anticipation and mitigation of
schedule impediments.
We provide scheduling reviews to confirm that Contractor documentation of timelines and activities are
what are necessary to build your project under the terms of their Contract with the SBEDA. We will use
our scheduling knowledge to help ensure construction teams do what they need to do to stay on fast track.
Vanir will use the Scheduling Software that the SBEDA requires. We will maintain Critical Path Schedule
review with monthly updates and a weekly "Look Ahead" schedule for our weekly project construction
meetings.
Cost Management:
Cost management during the construction phase is accomplished by monitoring construction progress on a
daily basis, and proactively identifying, tracking, evaluating and resolving requests for potential changes.
We will help ensure that change orders are managed properly, fairly, and in a timely manner.
Change Order Management
While Vanir will not provide a full estimating service for this project, a limited estimating service will
be provided during the Change Order Management stages of the project. This estimated cost
analysis will be capable of establishing real-time costs from various resources, including trades in the
immediate area of the project, to help support cost negotiations working with the SBEDA and their
Design and Management Teams.
When a potential change is first identified, we will work with the Contractor and the Design Team
to clearly define the scope of the change and remove all existing contract-related work from the
potential change. Once a clear change scope has been identified, the Contractor can properly
prepare a cost proposal, and we can more reasonably evaluate the Contractor's cost proposal.
When the scope of the potential change is clearly identified and agreed to, negotiation and
reconciliation of reasonable costs for added or deducted work can be properly justified. Once a
change order is agreed upon we will help ensure that it is added to the contract and paid in a timely
manner.
Constructability Review
Vanir will perform Constructability Reviews (CRs) of the Construction Documents and Specifications
for each bid package. The quantity of bid packages has been reasonably established to not exceed
three (3), as identified in the Staffing Fee Schedule Exhibit A. The CR will allow the SBEDA Design
Team(s) to make corrections to the construction documents based on the comments provided from
the review. The review is conducted by our team to help ensure that the documents contain the
least amount of errors possible.
Vanir has documented the "lessons learned" from our experience in Constructability Reviews, in the
form of checklist items. These items compose the backbone of our CR program. We will use these
checklist items to review the documents provided.
Quality Management:
Vanir will foster an environment of continuous review, certification, inspection and testing of project
components, including persons, systems, materials, documents, techniques and workmanship to help
ensure that all components of the project conform to the plans, specifications, design intent, applicable
standards and project requirements.
We will review the Work in progress and report any concerns to the SBEDA, the SBEDA's Inspector of
Record and the Contractor. We will work closely with the SBEDA's assigned Inspector(s), providing
assistance in the coordination of inspections and site monitoring.
Safety (Risk) Management:
Safety on the jobsite is the single most important aspect of a project. Some Contractor's have been
observed by Vanir to have initially a very lax approach to project safety. Vanir will effectively emphasize
safety on the project and help ensure that any less vigilant sub-contractors become more responsible
"safety alert" team members. Vanir will confirm that Contractors provide their Safety Manual (Plan) and
certifications of worker safety training.
The basic objectives of an adequate safety plan include provisions that address compliance with Cal OSHA
requirements, address safety and substance abuse, redress working in an unsafe work environment, and
address employee/worker responsibilities for knowing and abiding by safety rules and as they apply to his
or her tasks.
Safety is everyone's responsibility.
Close Out:
Upon completion of construction, the Vanir Project Team will prepare "Record of Revision" drawings
based on approved revisions, red-lined plans provided by the City's field inspector or superintendent
representing work completed, and contractor redlines. The revision drawings will be incorporated into an
"As-Built" set of Construction documents, as identified earlier, for the City's use.
Punch-List
Vanir will develop a punch-list to address all construction once the project is certified as
Substantially Complete. This comprehensive punch list will include all Design Team, Inspector and
Construction Manager's observations. A check-List will be prepared and all punch-list items will be
confirmed as complete prior to the City's acceptance and Final Completion.
Warranty Work
Vanir will initiate a system that identifies all warranty items that are expressed or implied from
contractors, manufacturers or suppliers for work performed and materials furnished under the
SBEDA Contract. This system shall also include the length of the warranty periods, names and
addresses of contact personnel, any operational and maintenance requirements necessary to
preclude the invalidation of a specific warranty, and operational and maintenance manuals
furnished by the contractor, manufacturer or supplier. This information will be distributed and
coordinated with the City and the City's operational and maintenance personnel during the
closeout phase of the projects. We will also assist the City in establishing procedures to ensure that
proper operational and maintenance requirements are performed to preclude invalidation of
warranties.
Coordinating Start-Up
Vanir will coordinate and help schedule all final testing of any equipment and ensure that the
contractor's obligation in providing the proper testing is fulfilled.
Coordinating Personnel Training
If required, we will coordinate and schedule training sessions for maintenance and operations
personnel and ensure that the contractors' obligation in training is fulfilled.
.. .. .. .. .. .. .. 8 ~
.. .. .. .. .. '" ..
'" N ~ '" a ~
,.; ~ :;i :;i .;
.... t:: :;
;!:
0
I-
..- ."
..- C '"
..!. " .. '" '" .. '"
'" .. ;; '" '" N
III ~ .. .. .. .. ..
:2 " fi 3
I ..
..- .. '" I
.c
N ~
.. -~
f!- .. .. .. .. .. .. w
l! e .. '" N '" I ~
.. '" '"
.c ....
5 ! e g
'" .i:
III - .Ii I-
.. .. .. .. .. .. ~
'"
~
... .. .. .. .. .. ..
.E c
.
,
en N .. .. .. .. .. ..
w .. u
() N ~
0
:> .. .. .. .. .. ..
0:: > '"
0
w z
en .! .. .. .. .. .. ..
W N '"
I- :::I 1:;
0:: 0
Z "C
W <C CI) .. .. .. .. .. ..
<C ::J J: ~ N '"
:E aU .x
I- W en en
m C) .. .. .. .. .. ..
0:: ~ N '"
<C .
:I: <
Z W LL
>< <C l- t>> .. .. .. .. .. ~
N '"
w :E <C r::: ~
W IE
z :I: .. .. .. .. .. ~
CIS N '"
0 I- ~
- ~
i= en
() .. .. .. .. .. ~
N '"
::J .
:IE
0:: .. ..
I- .. .. .. ..
" N
en <
z
0 .. .. .. .. .. ..
() :<: ~
:IE
.....
'"
w
"
~
~
z
o
Ii
:>
I!:
III
Z
o
"
.: ;
.. Ii'
:IE Ii
~ I!
I i
IA S
j
';;
w
J
&
<;l
c
o
U
.
.e-
.!!
..
EXHIBIT "C"
INSURANCE REQUIREMENTS
The Consultant shall maintain insurance policies issued by an insurance company or companies
authorized to do business in the State of California and that maintain during the term of the policy a
"General Policyholders Rating" of at least A(v), as set forth in the then most current edition of "Bests
Insurance Guide," as follows:
(1) Comprehensive General Liability Insurance. The Consultant shall maintain
comprehensive general liability insurance of not less than Two Million Dollars
($2,000,000.00) combined single limit, per occurrence.
(2) Automobile Insurance. The Consultant and each of its sub-consultants shall
maintain comprehensive automobile liability insurance of not less than One
Million Dollars ($1,000,000.00) combined single limit per occurrence for each
vehicle leased or owned by the Consultant or its sub-consultants and used in
performing work under this Agreement.
(3) Worker's Compensation Insurance. The Consultant and each of its sub-consultants
shall maintain worker's compensation coverage in accordance with California
workers' compensation laws for all workers under the Consultant's and/or sub-
consultant's employment performing work under this Agreement.
(4) Errors and Omissions Coverage. The Consultant shall maintain an insurance policy
covering liability for errors and omissions of the Consultant in performing the
Scope of Services of this Agreement in an amount of not less than One Million
Dollars ($1,000,000.00).
Concurrent with the execution of this Agreement and prior to the commencement of any work by
the Consultant, the Consultant shall deliver to the Agency, copies of policies or certificates evidencing the
existence of the insurance coverage required herein, which coverage shall remain in full force and effect
continuously throughout the term of this Agreement. Each policy of insurance that Consultant purchases
in satisfaction of the insurance requirements of this Agreement shall name the Agency as an additional
insured and shall provide that the policy may not be cancelled, terminated or modified, except upon thirty
(30) days prior written notice to the Agency.
11
P:\AgendaslAgenda AttachmentslExhibits\2011 105-02-11 Vanir - Exhibit A to CDC Reso.docx