HomeMy WebLinkAboutContract 1629 0" ..-- 1 pl
AGREEMENT FOR DESIGN PROFESSIONAL SERVICES
This Agreement is made and entered into as of the 13th day of January, 2016, by and
between the City of Cathedral City, a municipal corporation ("City") and Graphic Solutions, a
California Corporation (Design Professional):
RECITALS
A. Design Professional is specially trained,experienced and competent to perform the
special services which will be required by this Agreement; and
B. Design Professional possesses the skill,experience,ability,background,certification
and knowledge to provide the services described in this Agreement on the terms and conditions
described herein.
C. City desires to retain Design Professional to render professional services as set forth
in this Agreement.
AGREEMENT
SERVICES OF CONSULTANT
1. Scope of Services; Extra Work.
A. Design Professional shall furnish the services described in the Scope of
Services, attached hereto as Exhibit "B" and incorporated herein by this reference. Design
Professional shall provide said services at the time, place,and in the manner specified in the Scope
of Services.
B. At any time during the term of this Agreement,City may request that Design
Professional perform Extra Work. As used herein, Extra Work means any work that is determined
by City to be necessary for the proper completion of the services, but which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement. Design Professional
shall not perform, nor be compensated for, Extra Work without written authorization from City.
Design Professional shall perform the Extra Work in the manner specified in the Scope of Services.
2. Familiarity with Work.
A. Design Professional warrants that it has thoroughly investigated and
considered the scope of services and has carefully considered how the services should be
performed and fully understands the facilities, difficulties and restrictions attending performance of
the services under this Agreement.
B. If the services involve work upon any site,Design Professional warrants that it
has,or will, investigate the site and is or will be fully acquainted with the existing conditions, prior to
commencement of services hereunder. Should the Design Professional discover any latent or
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Design Professional Services Agreement
unknown conditions that may materially affect the performance of the services hereunder, it shall
immediately inform the City of such fact and shall not proceed without written instructions from the
City except at its own risk.
3. Standard of Care. Services shall be performed by Design Professional in
accordance with generally accepted professional practices and principles and in a manner
consistent with the level of care and skill ordinarily exercised under similar conditions by members of
Design Professional's profession currently practicing in California. By delivery of completed work,
Design Professional certifies that the work conforms to the requirements of this contract and all
applicable federal,state and local laws and the professional standard of care in California. Design
Professional shall perform such services and duties in conformance to and consistent with that
degree of care and skill consistent with the generally accepted professional standards prevailing at
the time the work is performed. In addition, Design Professional represents that its work product
does not infringe on any other copyrighted work. If Design Professional's work does infringe on any
other copyrighted work, this constitutes willful misconduct under this Agreement.
4. Independent Evaluation. Design Professional is responsible for making an
independent evaluation and judgment of all conditions affecting performance of the work,including
without limitation site conditions,existing facilities, seismic,geologic,soils, hydrologic,geographic,
climatic conditions, applicable federal, state and local laws and regulations, and all other
contingencies or design considerations. Data calculations, opinions, reports, investigations, and
other similar information provided by the City relating to site, local or other conditions is not
warranted or guaranteed, either expressly or impliedly, by the City.
5. Licenses.
A. Design Professional represents and warrants to City that it has all licenses,
permits, qualifications, insurance and approvals of whatsoever nature,which is legally required to
practice its profession as well as perform the services as set forth herein.
B. Design Professional represents and warrants to City that it shall, at its sole
cost and expense, keep in effect or obtain at all times during the term of this Agreement, any
licenses, permits, insurance and approvals which are legally required of Design Professional to
practice its profession.
C. Design Professional shall maintain a valid City business license.
6. Special Requirements. Additional terms and conditions of this Agreement, if any,
which are made part hereof are set forth in the Special Requirements,attached hereto as Exhibit"A"
and incorporated herein by this reference. In the event of a conflict between the provisions of the
Special Requirements and any other provisions of this agreement,the Special Requirements shall
govern.
COMPENSATION
7. Contract Sum. Compensation to be paid to Design Professional shall be in
accordance with the Schedule of Charges set forth in Exhibit "C", which is attached hereto and
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incorporated herein by reference. No work or payment will be made by the City for future phases
without the prior written approval of the City.
8. Payment.
A. Design Professional shall submit monthly billings to City describing the work
performed during the preceding month. Design Professional's bills shall include a brief description
of the services performed,the date the services were performed,the number of hours spent and by
whom, and a description of any reimbursable expenditures.
B. City shall pay Design Professional no later than 30 days after approval of the
monthly invoice by City staff.
C. When payments made by City equal 95%of the maximum fee provided for in
this Agreement, no further payments shall be made until City has accepted the final work under this
Agreement.
PERFORMANCE SCHEDULE
9. Time of Performance.
The services of Design Professional are to commence upon execution of the Agreement,with work
to be completed pursuant to the Performance Schedule,which is attached hereto as Exhibit"D"and
is incorporated herein by this reference.
10. Time of Essence. Time is of the essence in the performance of this Agreement.
COORDINATION OF WORK
11. Independent Design Professional. Neither the City nor any of its employees shall
have any control over the manner, mode or means by which Design Professional, its agents or
employees, perform the services required herein, except as otherwise set forth herein. City shall
have no voice in the selection, discharge, supervision or control of Design Professional's
employees,servants, representatives or agents,or in fixing their number, compensation or hours of
service. It is understood that Design Professional, in the performance of the work and services
agreed to be performed, shall act as and be an independent consultant and shall not act as an
agent or employee of the City. Design Professional shall obtain no rights to retirement benefits that
accrue to City's employees,and it hereby expressly waives any claim it may have to any such rights.
12. Conflicts of Interest.
A. Design Professional (including principals, associates and professional
employees) covenants and represents that it does not now have any investment or interest in real
property and shall not acquire any interest,direct or indirect,in the area covered by this Agreement
or any other source of income, interest in real property or investment which would be affected in any
manner or degree by the performance of Design Professional's services hereunder. Design
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Professional further covenants and represents that in the performance of its duties hereunder no
person having any such interest shall perform any services under this Agreement.
B. The City has determined that Design Professional is not a designated
employee within the meaning of the Political Reform Act.
13. Assignment and Subcontracting. The parties recognize that a substantial
inducement to City for entering into this Agreement is the professional reputation, experience and
competence of Design Professional. Assignments of any or all rights, duties or obligations of the
Design Professional under this Agreement will be permitted only with the express consent of the
City. Design Professional shall not subcontract any portion of the work to be performed under this
Agreement without the written authorization of the City. If City consents to such subcontract,Design
Professional shall be fully responsible to City for all acts or omissions of the subcontractor. Nothing
in this Agreement shall create any contractual relationship between City and subcontractor nor shall
it create any obligation on the part of the City to pay or to see to the payment of any monies due to
any such subcontractor other than as otherwise required by law.
RECORDS AND REPORTS
14. Ownership of Documents. All plans,studies,documents and other writings prepared
by and for Design Professional,its officers,employees and agents and subcontractors in the course
of implementing this Agreement, except working notes and internal documents, shall become the
property of the City upon payment to Design Professional for such work,and the City shall have the
sole right to use such materials in its discretion without further compensation to Design Professional
or to any other party. Design Professional shall, at their expense, provide such reports, plans,
studies, documents and other writings to City upon written request.
15. Licensing of Intellectual Property.
A. This Agreement creates a nonexclusive and perpetual license for City to copy,
use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property
embodied in plans, specifications, studies, drawings, estimates, and other documents or works of
authorship fixed in any tangible medium of expression,including but not limited to,physical drawings
or data magnetically or otherwise recorded on computer diskettes,which are prepared or caused to
be prepared by Design Professional under this Agreement("Documents and Data").
B. Design Professional shall require all subcontractors to agree in writing that
City is granted a nonexclusive and perpetual license for any Documents and Data the subcontractor
prepares under this Agreement.
C. Design Professional represents and warrants that it has the legal right to
license any and all Documents and Data it provides to the City under this Agreement.
16. Confidentiality. All ideas,memoranda,specifications,plans,procedures,drawings,
descriptions,computer program data, input record data,written information,and other Documents
and Data either created by or provided to Design Professional in connection with the performance of
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this Agreement shall be held confidential by Design Professional. Design Professional shall not,
without the prior written consent of City, use such materials for any purposes other than the
performance of the services under this Agreement nor shall such materials be disclosed to any
person or entity not connected with the performance of the services under this Agreement. Design
Professional shall not use the City's name or insignia, photographs relating to project for which
Design Professional's services are rendered,or any publicity pertaining to the Design Professional's
services under this Agreement in any magazine, trade paper, newspaper, television or radio
production or other similar medium without the prior written consent of City.
17. Books and Records.
A. Design Professional shall maintain any and all ledgers, books of account,
invoices, vouchers, canceled checks, and other records or documents evidencing or relating to
charges for services, or expenditures and disbursements charged to City for a minimum period of
three (3) years, or for any longer period required by law, from the date of final payment to Design
Professional to this Agreement.
B. Design Professional shall maintain all documents and records which
demonstrate performance under this Agreement for a minimum period of three(3)years,or for any
longer period required by law, from the date of termination or completion of this Agreement.
C. Any records or documents required to be maintained pursuant to this
Agreement shall be made available for inspection or audit, at any time during regular business
hours, upon written request by the City Manager, City Attorney, City Auditor or a designated
representative of these officers. Copies of such documents shall be provided to the City for
inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually
agreed upon,the records shall be available at Design Professional's address indicated for receipt of
notices in this Agreement.
D. Where City has reason to believe that such records or documents may be lost
or discarded due to dissolution,disbandment or termination of Design Professional's business,City
may, by written request by any of the above-named officers, require that custody of the records be
given to the City and that the records and documents be maintained in City Hall. Access to such
records and documents shall be granted to any party authorized by Design Professional, Design
Professional's representatives, or Design Professional's successor-in-interest.
INSURANCES
18. Insurance Requirements.
A. Policies. Design Professional,at its own cost and expense,shall procure and
maintain, for the duration of the contract, the following insurance policies.
1. Workers Compensation Coverage. Design Professional shall
maintain Workers Compensation Insurance and Employer's Liability Insurance for his/her
employees in accordance with the laws of the State of California. In addition, Design Professional
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shall require each subcontractor to similarly maintain Workers Compensation Insurance and
Employer's Liability Insurance in accordance with the laws of the State of California for all of the
subcontractor's employees. Any notice of cancellation or non-renewal of all Workers Compensation
policies must be received by the City at least thirty(30)days prior to such change. The insurer shall
agree to waive all rights of subrogation against City, its officers, agents,employees and volunteers
for losses arising from work performed by Design Professional for City. This provision shall not
apply if Design Professional has no employees performing work under this Agreement. If the
Design Professional has no employees for the purposes of this Agreement, Design Professional
shall sign the Certificate of Exemption from Workers Compensation Insurance attached hereto as
Exhibit"E", and incorporated herein by reference.
2. General Liability Coverage. Design Professional shall maintain
commercial general liability insurance in an amount not less than one million dollars ($1,000,000)
per occurrence for bodily injury, personal injury and property damage. If a commercial general
liability insurance 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.
3. Automobile Liability Coverage. Design Professional shall maintain
automobile liability insurance covering bodily injury and property damage for all activities of the
Design Professional arising out of or in connection with the work to be performed under this
Agreement, including coverage for owned, hired and non-owned vehicles, in an amount of not less
than one million dollars ($1,000,000) combined single limit for each occurrence.
4. Professional Liability Coverage. Design Professional shall maintain
professional errors and omissions liability insurance for protection against claims alleging negligent
acts, errors or omissions which may arise from Design Professional's operations under this
Agreement, whether such operations by the Design Professional or by its employees,
subcontractors,or sub consultants. The amount of this insurance shall not be less than one million
dollars ($1,000,000) per occurrence.
B. Endorsements. Each general liability and automobile liability insurance policy
shall be with insurers possessing a Best's rating of no less than A:VII and shall be endorsed with the
following specific language:
1. The City,its elected or appointed officers,officials,employees,agents
and volunteers are to be covered as additional insured's with respect to liability arising out of work
performed by or on behalf of the Design Professional, including materials, parts or equipment
furnished in connection with such work or operations.
2. This policy shall be considered primary insurance as respects the City,
its elected or appointed officers, officials, employees, agents and volunteers. Any insurance
maintained by the City, including any self-insured retention the City may have shall be considered
excess insurance only and shall not contribute with it.
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3. This insurance shall act for each insured and additional insured as
though a separate policy had been written for each,except with respect to the limits of liability of the
insuring company.
4. The insurer waives all rights of subrogation against the City,its elected
or appointed officers, officials, employees or agents.
5. Any failure to comply with reporting provisions of the policies shall not
affect coverage provided to the City, its elected or appointed officers,officials,employees,agents or
volunteers.
6. The insurance provided by this policy shall not be suspended,voided,
canceled, or reduced in coverage or in limits except after thirty (30) days written notice has been
received by the City.
C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured
retentions must be declared to and approved by the City. At the City's option, Design Professional
shall demonstrate financial capability for payment of such deductibles or self-insured retentions.
D. Certificates of Insurance. Design Professional shall provide certificates of
insurance with original endorsements to City as evidence of the insurance coverage required herein.
Certificates of such insurance shall be filed with the City on or before commencement of
performance of this Agreement. Current certification of insurance shall be kept on file with the City
at all times during the term of this Agreement.
19. Indemnity. To the fullest extent permitted by law, the Design Professional shall
indemnify,defend(with independent counsel approved by the City)and hold harmless the City,and
its directors, officers, and employees from and against all liabilities (including without limitation all
claims, losses, damages, penalties, fines and judgments, associated investigation and
administrative expenses,and defense costs,including but not limited to reasonable attorneys'fees,
court costs and costs of alternative dispute resolution)regardless of nature or type that arise out of,
pertain to, or relate to the negligence, reckless, or willful misconduct of the Design Professional or
the acts or omissions of an employee, agent or subcontractor of the Design Professional. The
provisions of this paragraph survive completion of the services or the termination of this contract.
The provisions of this section are not limited by the provisions of Section 18 relating to insurance.
ENFORCEMENT OF AGREEMENT
20. Entire Agreement. This Agreement constitutes the complete and exclusive statement
of Agreement between the City and Design Professional. All prior written and oral communications,
including correspondence,drafts,memoranda,and representations,are superseded in total by this
Agreement.
21. Waiver. Waiver of a breach or default under this Agreement shall not constitute a
continuing waiver of a subsequent breach of the same or any other provisions under this
Agreement. Payment by City under this Agreement shall not be deemed a waiver of defects,even if
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such defects were known to the City at the time of payment.
22. Rights and Remedies. Except with respect to rights and remedies expressly declared
to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the
exercise by either 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.
23. Controlling Law Venue. The laws of the State of California shall govern this
Agreement and all matters relating to it and any action brought relating to this Agreement shall be
held exclusively in a state court in the County of Riverside.
24. Litigation Expenses and Attorneys Fees. If either party to this Agreement
commences any legal action against the other party arising out of this Agreement, the prevailing
party shall be entitled to recover its reasonable litigation expenses, including court costs, expert
witness fees, discovery expenses, and attorneys fees.
25. Execution. This Agreement may be executed in several counterparts,each of which
shall constitute one and the same instrument and shall become binding upon the parties when at
least one copy hereof shall have been signed by both parties hereto. In approving this Agreement,it
shall not be necessary to produce or account for more than one such counterpart.
26. Authority to Enter Agreement. Design Professional has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each party
warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and to bind each respective party.
27. Termination. City may terminate this Agreement immediately for cause. City may
terminate this Agreement without cause upon fifteen days written notice of termination. Upon
termination, Design Professional shall be entitled to compensation for services performed up to the
effective date of termination.
MISCELLANEOUS
28. Notices. Any notice required to be given under this Agreement shall be in writing and
either served personally or sent prepaid,first class mail. Any such notice shall be addressed to the
other party at the address set forth below. Notice shall be deemed communicated within 48 hours
from the time of mailing if mailed as provided in this section.
If to City: Charles P. McClendon
City Manager
City of Cathedral City
68-700 Avenida Lalo Guerrero
Cathedral City, CA 92234
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If to Consultant: Simon Andrews, Principal
Secretary of the Corporation
Graphic Solutions
2952 Main Street
San Diego, CA 92113
29. Amendments. This Agreement may be modified or amended only by a written
document executed by both Design Professional and City and approved as to form by the City
Attorney.
30. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this
Agreement shall continue in full force and effect.
31. Interpretation. The terms of this Agreement shall be construed in accordance with
the meaning of the language used and shall not be construed for or against either party by reason of
the authorship of this Agreement or any other rule of construction which might otherwise apply.
CITY OFFICERS AND EMPLOYEES
32. Non-liability of City Officers and Employees. No officer or employee of the City shall
be personally liable to the Design Professional, or any successor in interest, in the event of any
default or breach by the City or for any amount,which may become due to the Design Professional
or to its successor, or for breach of any obligation of the terms of this Agreement.
33. Prohibited Interests. Design Professional maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely for
Design Professional,to solicit or secure this Agreement. Further,Design Professional warrants that
it has not paid nor has it agreed to pay any company or person, other than a bona fide employee
working solely for Design Professional, any fee, commission, percentage, brokerage fee, gift or
other consideration contingent upon or resulting from the award or making of this Agreement.
34. Equal Opportunity Employment. Design professional represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor,employee or applicant
for employment because of sex, marital status,race,color,religion,ancestry,natural origin,physical
handicap, sexual orientation or domestic partnership status. Such nondiscrimination shall include,
but not be limited to, all activities related to initial employment upgrading, demotion, transfer,
recruitment or recruitment advertising, layoff or termination.
35. Period of Performance.The period of performance for each specific project shall be
in accordance with the Task Order for that project. If work on a Task Order is in progress on the
expiration date of this contract,the terms of the contract may be extended by contract amendment.
36. Allowable Costs and Payments.
A. The method of payment for this contract shall be based on the amount
negotiated and agreed to for each Task Order. The total price paid the Design Professional shall
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include compensation for all work and deliverables, including travel and equipment described in
Exhibit"B,"Scope of Services,of the original contract agreement. No additional compensation shall
be paid to the Design Professional unless there is a change in the scope of the work or the scope of
the project. In the instance of a change in the scope of work or scope of the project,adjustment to
the agreed upon compensation will be negotiated between the Design Professional and the City.
Adjustment in the compensation will not be effective until authorized by contract amendment and
approved by the City.
B. Progress payments may be made monthly in arrears based on the percentage
of work completed by the Design Professional. If Design Professional fails to submit the required
deliverable items according to the schedule set forth in the Scope of Services,the City shall have
the right to delay payment and/or terminate this Agreement in accordance with the provisions of
Agreement Paragraph 27, "Termination."
C. The Design Professional shall not commence performance of work or
services until this contract has been approved by the City and notification to proceed has been
issued by the City's Contract Manager. No payment will be made prior to approval of any work, or
for any work performed prior to approval of this contract.
D. The Design Professional will be reimbursed,as promptly as fiscal procedures
will permit, upon receipt by the City's Contract Manager of itemized invoices in triplicate. Invoices
shall be submitted no later than Forty Five (45) calendar days after the performance of work for
which the Design Professional is billing. Invoices shall detail the work performed on each milestone,
on each project as applicable. Invoices shall follow the format stipulated for the Cost Proposal and
shall reference this contract number and project title. Final invoice shall contain the final cost and all
credits due the City that include any equipment purchased under the provisions of Paragraph 40,
"Equipment Purchase" of this contract. The final invoice shall be submitted within Sixty (60)
calendar days after completion of the Design Professional's work. Invoices shall be mailed to the
City's Contract Manager at the following address:
City of Cathedral City
Contract Manager/Leisa A. Lukes, R.L.A.
68-700 Avenida Lab Guerrero
Cathedral City, CA 92234
37. Cost Principles.
A. The Design Professional agrees that the Contract Cost Principles and
Procedures,48 CFR, Federal Acquisition Regulations System,Chapter 1,Part 31.000 et seq.,shall
be used to determine the allowability of cost individual items.
B. The Design Professional also agrees to comply with federal procedures in
accordance with 49 CFR, Part 18, Uniform Administrative Requirements for Grants and Cooperative
Agreements to State and Local Governments.
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C. Any costs for which payment has been made to Design Professional that are
determined by subsequent audit to be unallowable under 48 CFR, Federal Acquisition Regulations
System,Chapter 1, Part 31.000 et seq.,are subject to repayment by Design Professional to the City.
38. Retention of Records/Audit. For the purpose of determining compliance with Public
Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section
2500 et seq., when applicable and other matters connected with the performance of the contract
pursuant to Government Code 8546.7;the Design Professional, subcontractors, and the City shall
maintain all books, documents, papers, accounting records, and other evidence pertaining to the
performance of the contract, including but not limited to,the costs of administering the contract. All
parties shall make such materials available at their respective offices at all reasonable times during
the contract period and for three years from the date of final payment under the contract. The State,
the State Auditor,City,FHWA,or any duly authorized representative of the federal government shall
have access to any books,records,and documents of the Design Professional that are pertinent to
the contract for audit, examinations, excerpts, and transactions, and copies thereof shall be
furnished if requested. Subcontracts in excess of$25,000 shall contain this provision.
39. Subcontracting.
A. The Design Professional shall perform the work contemplated with resources
available within its own organization; and no portion of the work pertinent to this contract shall be
subcontracted without written authorization by the City's Contract Manager, except that, which is
expressly identified in the approved Cost Proposal.
B. Any subcontract in excess of$25,000 entered into as a result of this contract,
shall contain all the provisions stipulated in this contract to be applicable to subcontractors.
C. Any substitution of subcontractors shall be approved in writing by the City's
Contract Manager.
40. Equipment Purchase.
A. Prior authorization in writing by the City's Contract Manager shall be required
before the Design Professional enters into any unbudgeted purchase order or subcontract
exceeding $5,000 for supplies, equipment, or Design Professional services. The Design
Professional shall provide an evaluation of the necessity or desirability of incurring such costs.
B. For purchase of any item, service or consulting work not covered in the
Design Professional's Cost Proposal and exceeding$5,000 prior authorization by the City's Contract
Manager; based on three competitive quotations shall be submitted with the request, or in the
absence of bidding must be adequately justified.
C. Any equipment purchased as a result of this contract is subject to the
following: "The Design Professional shall maintain an inventory of all nonexpendable property.
Nonexpendable property is defined as having a useful life of at least two years and an acquisition
cost of$5,000 or more. If the purchased equipment needs replacement and is sold or traded in,the
City shall receive a proper refund or credit at the conclusion of the contract, or if the contract is
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terminated,the Design Professional may either keep the equipment and credit the City in an amount
equal to its fair market value, or sell such equipment at the best price obtainable at a public or
private sale, in accordance with established City procedures;and credit the City in an amount equal
to the sales price. If the Design Professional elects to keep the equipment,fair market value shall
be determined at the Design Professional's expense, on the basis of a competent independent
appraisal of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to
the City and the Design Professional. If it is determined to sell the equipment, the terms and
conditions of such sale must be approved in advance by the City."
D. All subcontracts in excess $25,000 shall contain the above provisions.
41. Confidentiality of Data.
A. All financial, statistical, personal, technical, or other data and information
relative to the City's operations,which are designated confidential by the City and made available to
the Design Professional in order to carry out this contract, shall be protected by the Design
Professional from unauthorized use and disclosure.
B. Permission to disclose information on one occasion,or public hearing held by
the City relating to the contract,shall not authorize the Design Professional to further disclose such
information, or disseminate the same on any other occasion.
C. The Design Professional shall not comment publicly to the press or any other
media regarding the contract or the City's actions on the same, except to the City's staff, Design
Professional's own personnel involved in the performance of this contract, at public hearings or in
response to questions from a Legislative committee.
D. The Design Professional shall not issue any news release or public relations
item of any nature, whatsoever, regarding work performed or to be performed under this contract
without prior review of the contents thereof by the City, and receipt of the City's written permission.
E. Any subcontract entered into as a result of this contract shall contain all of the
provisions of this Article.
F. All information related to the construction estimate is confidential,and shall not
be disclosed by the Design Professional to any entity other than the City.
REMAINDER OF PAGE INTENTIONALLY LEFT BLANK
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Design Professional Services Agreement
IN WITNESS WHEREOF,the parties have caused this Agreement to be executed on the date first
written above.
CITY OF CATHEDRAL CITY CONSULTANT
Charles P. McClendon Simon Andrews, Principal
City Manager Secretary of the Corporation
Graphic Solutions
ATTEST:
1 . �4�a
ary . H-well, City t■Jerk
APPROVED AS TO CONTENT: APPROVED AS TO FORM:
d-pnit
Leisa A. Lukes, R.L.A. Eric S. Vail, Esq.
Business Development Administrator City Attorney
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EXHIBIT A
SPECIAL REQUIREMENTS
None.
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Design Professional Services Agreement
EXHIBIT "B"
SCOPE OF SERVICES
PURPOSE
To provide design services to the City of Cathedral City, California to develop and implement a
comprehensive wayfinding signage program.
OBJECTIVES
• Facilitate wayfinding throughout the City
• Enhance the City's identity, reflecting themes associated with the City's history and
distinctive character
• Help promote economic growth
• Create signage that is unique,functional and economically viable
• Contribute to recreational and social opportunities and civic pride
Phase I. Planning and Research
A. Review City maps, local attractions and historical sites, public parking locations and any
related materials, provided by City staff. Conduct an assessment of general geographic
and environmental conditions, vehicular traffic movements, pedestrian and bicycle traffic
patterns, architectural and streetscape styles and the location of key landmarks,
attractions and amenities.
B. Research and review applicable City sign regulations/processing methods and any
existing signage program or criteria.
C. Perform field survey and photo documentation of the City, including the recently-annexed
area north of the Interstate, and focusing on Town Square. Note any existing wayfinding
signage and determine which signs can be removed or consolidated to conform to new
wayfinding program. Evaluate feasibility of reusing existing locations, poles or hardware
on individual location basis.
D. Prepare design preference survey including examples of similar sign types in other cities
and including earlier proposed concepts for Cathedral City, overview of Tasks I, A-C-for
discussion with Sign Program Committee.
E. Meet with staff from City and the Sign Program Committee to discuss project overview,
verify objectives and program parameters and identify project signage needs, determine
design preferences through a preference survey, establish a schedule, and agree on
specific strategies for developing consensus. Presentation to include photo-imaging of
typical locations and conditions, and city map for discussion of locations and
destinations.
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F. Prepare a preliminary Locational Map to identify typical sign locations and destinations
for the new wayfinding system.
G. Research imaging and theming appropriate to the character of the project, taking into
consideration current Cathedral City branding campaigns.
Estimated Fees, Phase I: $10,455.00 including expenses
Schedule: Weeks 1 -4
Phase II. Schematic Design
A. Create sketch pack of preliminary designs reflecting recommended treatments and
design preferences for the following elements:
1. Gateway/City Entryway Identification
2. Directional signage—vehicular, pedestrian and bicyclist
3. Pedestrian Directory signs—for Town Square
4. Public Service Reader Board
Concepts will be typical only, for purposes of establishing a comprehensive program of
design solutions appropriate to the project. Solutions to include indications for sizes,
materials, colors, lighting and sign locations.
B. Create schematic plan identifying proposed sign types, sizes and schematic locations,
including recommendations for consolidation/removal of existing signage so it conforms
with the new program.
C. Meeting with City staff and Sign Program Committee to present preliminary design
concepts and draft Locational Map for review and comment.
D. Adjust concept designs per comments.
E. Third meeting with City staff and Sign Program Committee to present revised concepts
for review and comment, and selection of two alternative schemes for additional
adjustment, if any, and recommendation to City Council.
F. Adjust selected alternative schemes.
G. Prepare preliminary cost estimates for the implementation of treated elements.
H. Forward adjusted concepts and preliminary cost estimates to City staff for review and
approval.
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Design Professional Services Agreement
I. Based on staff approval, prepare presentation for City Council selection of final scheme.
Presentation to include photo-composite images of design concepts in typical
environments in the City.
J. Presentation to City Council for selection of final scheme.
Estimated Fees, Phase II: $17,150.00 including expenses
Schedule: Weeks 5—14
Phase III. Design Development and Contract Documents
A. Prepare mock-up of vehicular directional sign to verify readability, size and scale.
B. Perform site study to verify details for design intent drawings and to investigate/document
site conditions at proposed sign locations
C. Based on City Council-approved concept design scheme, site studies and review of
mock-up, and in coordination with City's Public Works staff, prepare design intent
drawings (11"x 17') and Construction Specifications sufficient for competitive bidding,
fabrication and installation by qualified sign contractor, including:
• Sign Location Plan (based on City-provided street improvement plans)
• Message schedule
• Control dimensions
• Call-outs for materials, finishes, typestyles, and lighting effects
• Color specifications
• Elevations, side and top views where appropriate
• Structural Engineering
The following typical elements will be treated:
1. Gateway/City Entryway Identification
2. Directional signage—vehicular, pedestrian and bicyclist
3. Pedestrian Directory signs—for Town Square
4. Public Service Reader Board
(Does not include copy layouts, camera-ready artwork/patterns, sections or construction details,
which are to be provided by sign fabricator or others as part of the shop drawing submittal.)
D. Prepare updated cost estimates for treated elements.
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Design Professional Services Agreement
E. Forward draft Design Intent Drawings, Construction Specifications, and updated cost
estimates to City staff for review and comment.
F. Adjustments to Design Intent Drawings and Construction Specifications per City staff
comments (one round of adjustments).
G. Forward final package to City staff for distribution to bidders.
Estimated Fees, Phase III: $8,520.00 including expenses
Schedule: Weeks 15—22
Phase IV. Construction Administration
Provide the following services related to implementation of signage:
Note: Submittals to be delivered to Graphic Solutions' office.
A. Review, adjust, and approve submittals from sign contractor:
• shop drawings
• patterns and photo ready art
• materials and color samples
B. Provide responses to Requests for Information (RFI's).
C. Perform final inspection, create punch list of required corrections and verify compliance
with same (2 site visits).
D. Coordination and communications with contractors and/or City staff as identified above.
Estimated Fees, Phase IV: $3,790.00 including expenses
Schedule: Per City's Implementation Plan
TOTAL ESTIMATED FEES for Phases I-IV $39,915.00 including expenses
NOTE: Up to (4) meetings and (4) site visits are included in the fee estimate. Additional
meetings, site visits and/or services will be at the client's request and will be billed on a
time and materials basis as an addition to the fee estimate shown above.
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Design Professional Services Agreement
EXHIBIT "C"
SCHEDULE OF CHARGES
BILLING RATES
Current
Hourly Billing
Rates Classification`
$135 Principal
$95 Sr. Designer; Sr. Project Manager; Planning Specialist; Estimator
$85 Project Manager II; Designer II; Technical Writer/Copywriter
$75 Project Manager I; Designer I
$60 Production Artist; Production Coordinator
$45 Production Assistant; Clerical/Word Processing
* Project assignments are made based on employee skill levels and the type of work
being performed.
REIMBURSABLES
Outside Services/Expenses: In addition to fees, Graphic Solutions shall be reimbursed at cost
plus 10%for outside services requiring creative/art direction (e.g., professional photography,
renderings, copywriting), and for all other outside services or expenses related to the execution
of the work, including, but not limited to: blueprints, vellums, photocopies; photographic supplies
and processing; photostats, printing, typesetting, word processing;transportation and
accommodations; delivery and shipping. Client may elect to be billed directly by suppliers for
project-related expenses. If this election is made, Client shall identify, upon execution of this
contract, those expenses for which the Client will make payment directly. Client shall provide to
Graphic Solutions its account numbers for suppliers identified for direct billing and payment of
expenses.
In-House Expenses: Graphic Solutions shall be reimbursed at a flat rate for certain in-house
expenses in accordance with the following schedule:
• Digital color proofs up to 8-1/2"x 14" $ 5.00 each
• Matte board $ 5.00 per board
• PMS paper $ 5.00 per sheet
• Photocopies for copy counts exceeding 50 pages $ 0.15 per page
• Compact Disk $ 10.00
• Comb Binding $ 5.00 per set
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Design Professional Services Agreement
EXHIBIT "D"
PERFORMANCE SCHEDULE
-o
City of Cathedral City 0
Citywide Wayfinding Sign Program o ;v
co
co
co
$135 $95 $95
Phase I.Planning and Research•Weeks 1-4
A Review maps,attractions,sites,etc.Conduct assessment of patterns 4 16 2
B Research&review sign regulations/processing metods 1 1 1
C Site study and photo documentation of the City 4 4 2
D Prepare design preference survey 1 8 2
E Meeting to discuss project overview 8 16 2
F Prepare preliminary Locational Map 1 16 1
G Research imaging&theming 1 8 0
Sub-total Labor 20 69 10
Hours
Sub-total Labor$ $2,700 $6,555 $950
$135 $95 $95
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Design Professional Services Agreement
Phase II.Schematic Design-Weeks 5-14
A Create sketch pack of preliminary deisgns 4 56 6
B Create schematic plan with sign types,sizes,locations& 4 12 2
recommendations
C Meeting to present preliminary design concepts&draft Locational Map 8 0 0
D OPTIONAL:Public Workshop or online survey
E Adjust concept designs per comments 4 14 2
F Meeting to present revised concepts for review&selection of 2 alt. 8 0 0
schemes
G Adjust selected alternative schemes 2 8 1
H Prepare preliminary cost estimates for implementation of treated 1 4 2
elements
I Forward adjusted concepts and prelim.Cost estimates for review& 0 1 0
approval
J Prepare presentation for City Council 2 8 1
K Presentation to City Council for selection of final scheme 8 0 0
Sub-total Labor 41 103 14
Hours
Sub-total Labor$ $5,535 $9,785 $1,330
$135 $95 $95
Phase Ill.Design Development&Contract Documents-Weeks 15-22
A Prepare mockup of vehicular directional sign. 1 2 1
B Perform site study to verify details for design intent drawings 8 8 0
C Prepare design intent drawings and construction specifications 2 16 4
D Prepare updated cost estimates for treated elements 1 2 2
E Forward design intent drawings,construction specifications&cost 0 1 0
_ estimates for review
F Adjust design intent drawings and construction specifications per 2 16 1
comments
G Forward final package for distribution to bidders 0 1 0
Sub-total Labor 14 46 8
Hours
Sub-total Labor$ $1,890 $4,370 $760
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Design Professional Services Agreement
$135 $95 $95
Phase IV.Construction Administration-Per City's Implementation Plan
A Review,adjust and approve submittals from sign contractor 1 8 2
B Provide responses to RFI's 1 4 2
C Perform final inspection,create punch list&verify compliance 1 16 1
D Coordinate&communicate with contractors and City staff 0 0 0
Sub-total Labor 3 28 5
Hours
Sub-total Labor$ $405 $2,660 $475
Cl). CD
13 v d o
Summary £ y -u.it
m 7 eu o
A -I 0
2
Hours 78 246 37
Total Costs $10,530 $23,370 $3,515
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Design Professional Services Agreement