CC 2021-10-12_08e FCFA Generator ReplacementMEMORANDUM
TO: CITY COUNCIL
FROM: BILL ROBESON, ASSISTANT CITY MANAGER/PUBLIC WORKS
DIRECTOR
BY: JILL MCPEEK, CAPITAL IMPROVEMENT PROJECT MANAGER
SUBJECT: CONSIDERATION TO APPROVE AN AGREEMENT FOR CONSULTANT
SERVICES WITH SALAS O'BRIEN FOR THE FIVE CITIES FIRE
AUTHORITY STATION 1 EMERGENCY GENERATOR REPLACEMENT
PROJECT, PW 2021-09
D ATE: OCTOBER 12, 2021
SUMMARY OF ACTION:
Approving an Agreement for Consultant Services with Salas O’Brien will allow the City to
complete the design and obtain construction support services for the Five Cities Fire
Authority (FCFA) Station 1 Emergency Generator Replacement Project.
IMPACT ON FINANCIAL AND PERSONNEL RESOURCES:
The FY 2021-22 Capital Improvement Program (CIP) budget included $85,000 ($42,500
of General Fund and $42,500 of anticipated California Nuclear Power Preparedness
(NPP) Program grant funds) for the purchase of a replacement generator at the FCFA
Station 1. It was subsequently determined that approval of NPP funds cannot be granted
until after design is complete and a project cost estimate is known. Therefore, an
allocation of $4,280 from the General Fund balance is being requested at this time to
prepare the design and project cost estimate. If approved, it is anticipated that NPP funds
will reimburse the City for 50% of all the project costs, including design. Staff time will be
necessary to coordinate the design plans with the consultant.
RECOMMENDATION:
It is recommended the City Council 1) Approve an Agreement for Consultant Services
with Salas O'Brien in the amount of $46,780 for design and construction support services
of the FCFA Station 1 Emergency Generator Replacement Project; and 2) Approve an
amendment to the Fiscal Year 2021-22 Capital Improvement Program budget to transfer
$4,280 of General Fund from fund balance to the subject project.
BACKGROUND:
The City of Arroyo Grande owns the FCFA Station 1 building at 140 Traffic Way, and in
accordance with the FCFA Joint Exercise of Powers Agreement between Arroyo Grande,
Grover Beach and Oceano, the City remains responsible for insurance and maintenance
of the fire station (Section 8 A). FCFA Station 1 is considered an essential services
building in accordance with Section 16007 of the California Health and Safety Code. The
Item 8.e. - Page 1
CITY COUNCIL
CONSIDERATION TO APPROVE AN AGREEMENT FOR CONSULTANT SERVICES
WITH SALAS O'BRIEN FOR THE FIVE CITIES FIRE AUTHORITY STATION 1
EMERGENCY GENERATOR REPLACEMENT PROJECT, PW 2021-09
OCTOBER 12, 2021
PAGE 2
California Legislature has determined that buildings providing essential services should
be capable of providing those services to the public after a disaster. In order to do so,
power from an emergency generator is needed in the event of power loss due to a power
outage.
The exact age of the existing diesel generator is unknown, but it appears to have been
installed in the early 1980’s when the original building was constructed or shortly
thereafter. In the recent past, several costly repairs to the generator have been required
mainly due to its age, sometimes non-functional condition, and the unavailability of certain
parts.
Following the adoption of the FY 2021-22 CIP budget, staff performed further research
regarding essential services building requirements. It was discovered that in order to
replace the existing generator, services would be needed from qualified engineering firms
for both design and construction phase services, including continuous construction
inspection. On July 22, 2021, a request for proposal (RFP) for engineering services was
posted on the City’s website and on eBidboard, and was distributed to local plan rooms.
ANALYSIS OF ISSUES:
Three proposals and their sealed fee proposals were received by the August 19, 2021
due date. A review committee consisting of a FCFA and a City staff member evaluated
and rated the proposals based on the following criteria:
Criteria Possible
Points
Understanding of the work to be performed 40
Proposed work plan 40
Experience with similar assignments 20
The review committee rated the firms as follows:
Firm Rating
Salas O’Brien 85.0
P2S Engineering 77.5
Borrelli and Associates, Inc. 37.5
Based on these ratings, staff moved forward with negotiating a contract with Salas
O’Brien. FCFA and City staff met with members of the Salas O’Brien team at FCFA
Item 8.e. - Page 2
CITY COUNCIL
CONSIDERATION TO APPROVE AN AGREEMENT FOR CONSULTANT SERVICES
WITH SALAS O'BRIEN FOR THE FIVE CITIES FIRE AUTHORITY STATION 1
EMERGENCY GENERATOR REPLACEMENT PROJECT, PW 2021-09
OCTOBER 12, 2021
PAGE 3
Station 1 to go over the details of both the proposal and fee proposal and found them to
be appropriate for the current assumptions for the project.
If approved, it is estimated design of the project will take approximately four months to
complete. At that time, staff will present the item to Council to evaluate overall probable
costs and to consider approving the design and authorizing the solicitation of construction
bids.
ALTERNATIVES:
The following alternatives are provided for the Council’s consideration:
1. Approve staff’s recommendations;
2.Do not approve staff’s recommendations;
3.Approve an Agreement for Consultant Services with Salas O’Brien for design
services only in the amount of $35,300;
4.Do not approve staff’s recommendations and direct staff to negotiate with the next
ranked firm;
5.Do not approve an Agreement for Consultant Services with Salas O’Brien and
direct staff to solicit proposals from additional firms;
6. Provide other direction to staff.
AD VANTAGES:
Approval of an Agreement for Consultant Services with Salas O’Brien will allow for the
design and construction phase engineering support for the FCFA Station 1 Emergency
Generator Replacement Project. Replacing the existing generator will ensure continuous
power to FCFA Station 1 in the event of power loss.
DISADVANTAGES:
A transfer of General Fund monies takes away funding from other City functions.
ENVIRONMENTAL REVIEW:
No environmental review is required for the approval of an Agreement for Consultant
Services for engineering services for the FCFA Station 1 Emergency Generator
Replacement Project.
PUBLIC NOTIFICATION AND COMMENTS:
The Agenda was posted at City Hall and on the City’s website in accordance with
Government Code Section 54954.2.
ATTACHMENT
1. Agreement for Consultant Services
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AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT FOR CONSULTANT SERVICES (“Agreement”), is made and
effective as of October 12, 2021, between SALAS O’BRIEN (“Consultant”), and the CITY
OF ARROYO GRANDE, a Municipal Corporation (“City”). In consideration of the mutual
covenants and conditions set forth herein, the parties agree as follows:
1.TERM
This Agreement shall commence on October 13, 2021, and shall remain and
continue in effect until December 31, 2022, unless sooner terminated pursuant to the
provisions of this Agreement.
2.SERVICES
Consultant shall perform the tasks described and comply with all terms and
provisions set forth in Consultant’s Proposal dated August 19, 2021, attached hereto as
Exhibit “B,” and incorporated herein by this reference.
3.PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his/her ability,
experience and talent, perform all tasks described herein. Consultant shall employ, at a
minimum generally accepted standards and practices utilized by persons engaged in
providing similar services as are required of Consultant hereunder in meeting its
obligations under this Agreement.
4.AGREEMENT ADMINISTRATION
The Five Cities Fire Authority’s Fire Chief shall represent City in all matters
pertaining to the administration of this Agreement. Jeffry Gosal shall represent Consultant
in all matters pertaining to the administration of this Agreement.
5.PAYMENT
The City agrees to pay the Consultant in accordance with the payment rates and
terms set forth in Exhibit “C,” attached hereto and incorporated herein by this reference.
6.SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE
(a)The City may at any time, for any reason, with or without cause, suspend or
terminate this Agreement, or any portion hereof, by serving upon the Consultant at least
ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
immediately cease all work under this Agreement, unless the notice provides otherwise.
If the City suspends or terminates a portion of this Agreement such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
Attachment 1
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(b) In the event this Agreement is terminated pursuant to this Section, the City
shall pay to Consultant the actual value of the work performed up to the time of
termination, provided that the work performed is of value to the City. Upon termination of
the Agreement pursuant to this Section, the Consultant will submit an invoice to the City
pursuant to Section 5.
7. TERMINATION ON OCCURRENCE OF STATED EVENTS
This Agreement shall terminate automatically on the occurrence of any of the
following events:
(a) Bankruptcy or insolvency of any party;
(b) Sale of Consultant’s business; or
(c) Assignment of this Agreement by Consultant without the consent of City.
(d) End of the Agreement term specified in Section 1.
8. DEFAULT OF CONSULTANT
(a) The Consultant’s failure to comply with the provisions of this Agreement
shall constitute a default. In the event that Consultant is in default for cause under the
terms of this Agreement, City shall have no obligation or duty to continue compensating
Consultant for any work performed after the date of default and can terminate this
Agreement immediately by written notice to the Consultant. If such failure by the
Consultant to make progress in the performance of work hereunder arises out of causes
beyond the Consultant’s control, and without fault or negligence of the Consultant, it shall
not be considered a default.
(b) If the City Manager or his/her delegate determines that the Consultant is in
default in the performance of any of the terms or conditions of this Agreement, he/she
shall cause to be served upon the Consultant a written notice of the default. The
Consultant shall have ten (10) days after service upon it of said notice in which to cure
the default by rendering a satisfactory performance. In the event that the Consultant fails
to cure its default within such period of time, the City shall have the right, notwithstanding
any other provision of this Agreement to terminate this Agreement without further notice
and without prejudice to any other remedy to which it may be entitled at law, in equity or
under this Agreement.
9. LAWS TO BE OBSERVED. Consultant shall:
(a) Procure all permits and licenses, pay all charges and fees, and give all
notices which may be necessary and incidental to the due and lawful prosecution of the
services to be performed by Consultant under this Agreement;
(b) Keep itself fully informed of all existing and proposed federal, state and local
laws, ordinances, regulations, orders, and decrees which may affect those engaged or
employed under this Agreement, any materials used in Consultant’s performance under
this Agreement, or the conduct of the services under this Agreement;
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(c) At all times observe and comply with, and cause all of its employees to
observe and comply with all of said laws, ordinances, regulations, orders, and decrees
mentioned above;
(d) Immediately report to the City’s Contract Manager in writing any
discrepancy or inconsistency it discovers in said laws, ordinances, regulations, orders,
and decrees mentioned above in relation to any plans, drawings, specifications, or
provisions of this Agreement.
(e) The City, and its officers, agents and employees, shall not be liable at law
or in equity occasioned by failure of the Consultant to comply with this Section.
10. OWNERSHIP OF DOCUMENTS
(a) Consultant shall maintain complete and accurate records with respect to sales,
costs, expenses, receipts, and other such information required by City that relate to the
performance of services under this Agreement. Consultant shall maintain adequate
records of services provided in sufficient detail to permit an evaluation of services. All
such records shall be maintained in accordance with generally accepted accounting
principles and shall be clearly identified and readily accessible. Consultant shall provide
free access to the representatives of City or its designees at reasonable times to such
books and records; shall give City the right to examine and audit said books and records;
shall permit City to make transcripts therefrom as necessary; and shall allow inspection
of all work, data, documents, proceedings, and activities related to this Agreement. Such
records, together with supporting documents, shall be maintained for a period of three (3)
years after receipt of final payment.
(b) Upon completion of, or in the event of termination or suspension of this
Agreement, all original documents, designs, drawings, maps, models, computer files,
surveys, notes, and other documents prepared in the course of providing the services to
be performed pursuant to this Agreement shall become the sole property of the City and
may be used, reused, or otherwise disposed of by the City without the permission of the
Consultant. With respect to computer files, Consultant shall make available to the City, at
the Consultant’s office and upon reasonable written request by the City, the necessary
computer software and hardware for purposes of accessing, compiling, transferring, and
printing computer files.
11. INDEMNIFICATION
(a) Indemnification for Professional Liability. When the law establishes a
professional standard of care for Consultant’s Services, to the fullest extent permitted by
law, Consultant shall indemnify, protect, defend and hold harmless City and any and all
of its officials, employees and agents (“Indemnified Parties”) from and against any and all
losses, liabilities, damages, costs and expenses, including attorney’s fees and costs to
the extent same are caused in whole or in part by any negligent or wrongful act, error or
omission of Consultant, its officers, agents, employees or subcontractors or any entity or
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individual that Consultant shall bear the legal liability thereof) in the performance of
professional services under this agreement.
(b) Indemnification for Other Than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law, Consultant
shall indemnify, defend and hold harmless City, and any and all of its employees, officials
and agents from and against any liability (including liability for claims, suits, actions,
arbitration proceedings, administrative proceedings, regulatory proceedings, losses,
expenses or costs of any kind, whether actual, alleged or threatened, including attorneys’
fees and costs, court costs, interest, defense costs, and expert witness fees), where the
same arise out of, are a consequence of, or are in any way attributable to, in whole or in
part, the performance of this Agreement by Consultant or by any individual or entity for
which Consultant is legally liable, including but not limited to officers, agents, employees
or subcontractors of Consultant.
(c) General Indemnification Provisions. Consultant agrees to obtain executed
indemnity agreements with provisions identical to those set forth here in this section from
each and every subcontractor or any other person or entity involved by, for, with or on
behalf of Consultant in the performance of this agreement. In the event Consultant fails
to obtain such indemnity obligations from others as required here, Consultant agrees to
be fully responsible according to the terms of this section. Failure of City to monitor
compliance with these requirements imposes no additional obligations on City and will in
no way act as a waiver of any rights hereunder. This obligation to indemnify and defend
City as set forth here is binding on the successors, assigns or heirs of Consultant and
shall survive the termination of this agreement or this section.
(d) Indemnification for Design Professional Services. Notwithstanding anything
herein to the contrary, to the fullest extent permitted by law for all design professional
services arising under this Agreement, Consultant shall indemnify, protect, defend and
hold harmless City and any and all of its officials, employees and agents ("Indemnified
Parties") from and against any and all losses, liabilities, damages, costs and expenses,
including attorney's fees and costs which arise out of, pertain to, or relate to the
negligence, recklessness, or willful misconduct of the Consultant.
(e) Indemnity Provisions for Contracts Related to Construction. Without affecting
the rights of City under any provision of this Agreement, Consultant shall not be required
to indemnify and hold harmless City for liability attributable to the active negligence of
City, provided such active negligence is determined by agreement between the parties or
by the findings of a court of competent jurisdiction. In instances where City is shown to
have been actively negligent and where City’s active negligence accounts for only a
percentage of the liability involved, the obligation of Consultant will be for that entire
portion or percentage of liability not attributable to the active negligence of City.
12. INSURANCE
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Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit “D,” attached hereto and
incorporated herein as though set forth in full.
13. INDEPENDENT CONSULTANT
(a) Consultant is and shall at all times remain as to the City a wholly independent
Consultant. The personnel performing the services under this Agreement on behalf of
Consultant shall at all times be under Consultant’s exclusive direction and control. Neither
City nor any of its officers, employees, or agents shall have control over the conduct of
Consultant or any of Consultant’s officers, employees, or agents, except as set forth in
this Agreement. Consultant shall not at any time or in any manner represent that it or any
of its officers, employees, or agents are in any manner officers, employees, or agents of
the City. Consultant shall not incur or have the power to incur any debt, obligation, or
liability whatever against City, or bind City in any manner.
(b) No employee benefits shall be available to Consultant in connection with
performance of this Agreement. Except for the fees paid to Consultant as provided in the
Agreement, City shall not pay salaries, wages, or other compensation to Consultant for
performing services hereunder for City. City shall not be liable for compensation or
indemnification to Consultant for injury or sickness arising out of performing services
hereunder.
14. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure was or is
used against or in concert with any officer or employee of the City of Arroyo Grande in
connection with the award, terms or implementation of this Agreement, including any
method of coercion, confidential financial arrangement, or financial inducement. No officer
or employee of the City of Arroyo Grande will receive compensation, directly or indirectly,
from Consultant, or from any officer, employee or agent of Consultant, in connection with
the award of this Agreement or any work to be conducted as a result of this Agreement.
Violation of this Section shall be a material breach of this Agreement entitling the City to
any and all remedies at law or in equity.
15. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no
public official who exercises authority over or responsibilities with respect to the project
during his/her tenure or for one year thereafter, shall have any interest, direct or indirect,
in any agreement or sub-agreement, or the proceeds thereof, for work to be performed in
connection with the project performed under this Agreement.
16. RELEASE OF INFORMATION/CONFLICTS OF INTEREST
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(a) All information gained by Consultant in performance of this Agreement shall be
considered confidential and shall not be released by Consultant without City’s prior written
authorization. Consultant, its officers, employees, agents, or subcontractors, shall not
without written authorization from the City Manager or unless requested by the City
Attorney, voluntarily provide declarations, letters of support, testimony at depositions,
response to interrogatories, or other information concerning the work performed under
this Agreement or relating to any project or property located within the City. Response to
a subpoena or court order shall not be considered “voluntary” provided Consultant gives
City notice of such court order or subpoena.
(b) Consultant shall promptly notify City should Consultant, its officers, employees,
agents, or subcontractors be served with any summons, complaint, subpoena, notice of
deposition, request for documents, interrogatories, request for admissions, or other
discovery request, court order, or subpoena from any person or party regarding this
Agreement and the work performed thereunder or with respect to any project or property
located within the City. City retains the right, but has no obligation, to represent Consultant
and/or be present at any deposition, hearing, or similar proceeding. Consultant agrees to
cooperate fully with City and to provide the opportunity to review any response to
discovery requests provided by Consultant. However, City’s right to review any such
response does not imply or mean the right by City to control, direct, or rewrite said
response.
17. NOTICES
Any notice which either party may desire to give to the other party under this
Agreement must be in writing and may be given either by (i) personal service, (ii) delivery
by a reputable document delivery service, such as but not limited to, Federal Express,
which provides a receipt showing date and time of delivery, or (iii) mailing in the United
States Mail, certified mail, postage prepaid, return receipt requested, addressed to the
address of the party as set forth below or at any other address as that party may later
designate by notice:
To City: City of Arroyo Grande
Assistant City Manager/Director of Public Works
300 East Branch Street
Arroyo Grande, CA 93420
To Consultant: Salas O’Brien
Jeffry Gosal, Principal
894 Meinecke Avenue, Suite C
San Luis Obispo, CA 93405
18. ASSIGNMENT
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The Consultant shall not assign the performance of this Agreement, nor any part
thereof, without the prior written consent of the City.
19. GOVERNING LAW
The City and Consultant understand and agree that the laws of the State of
California shall govern the rights, obligations, duties, and liabilities of the parties to this
Agreement and also govern the interpretation of this Agreement. Any litigation concerning
this Agreement shall take place in the superior or federal district court with jurisdiction
over the City of Arroyo Grande.
20. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the parties relating to
the obligations of the parties described in this Agreement. All prior or contemporaneous
agreements, understandings, representations, and statements, or written, are merged
into this Agreement and shall be of no further force or effect. Each party is entering into
this Agreement based solely upon the representations set forth herein and upon each
party’s own independent investigation of any and all facts such party deems material.
21. TIME
City and Consultant agree that time is of the essence in this Agreement.
22. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL
Consultant is bound by the contents of the City’s Request for Proposal, Exhibit “A,”
attached hereto and incorporated herein by this reference, and the contents of the
Proposal submitted by the Consultant, Exhibit B. In the event of conflict, the requirements
of City’s Request for Proposals and this Agreement shall take precedence over those
contained in the Consultant’s Proposal.
23. CONSTRUCTION
The parties agree that each has had an opportunity to have their counsel review
this Agreement and that any rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not apply in the interpretation of this Agreement
or any amendments or exhibits thereto. The captions of the sections are for convenience
and reference only, and are not intended to be construed to define or limit the provisions
to which they relate.
24. AMENDMENTS
Amendments to this Agreement shall be in writing and shall be made only with the
mutual written consent of all of the parties to this Agreement.
25. AUTHORITY TO EXECUTE THIS AGREEMENT
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The person or persons executing this Agreement on behalf of Consultant warrants
and represents that he/she has the authority to execute this Agreement on behalf of the
Consultant and has the authority to bind Consultant to the performance of its obligations
hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed
the day and year first above written.
CITY OF ARROYO GRANDE CONSULTANT
By:__________________________ By:____________________________
Caren Ray Russom, Mayor
Attest: Its:____________________________
(Title)
_____________________________
Jessica Matson, City Clerk
Approved As To Form:
_____________________________
Timothy J. Carmel, City Attorney
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EXHIBIT A
CITY’S REQUEST FOR PROPOSAL
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EXHIBIT B
CONSULTANT’S PROPOSAL
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EXHIBIT C
CONSULTANT’S FEE PROPOSAL
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EXHIBIT D
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will maintain
insurance in conformance with the requirements set forth below. Consultant will use
existing coverage to comply with these requirements. If that existing coverage does not
meet the requirements set forth here, Consultant agrees to amend, supplement or
endorse the existing coverage to do so. Consultant acknowledges that the insurance
coverage and policy limits set forth in this section constitute the minimum amount of
coverage required. Any insurance proceeds available to City in excess of the limits and
coverage required in this agreement and which is applicable to a given loss, will be
available to City.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office “Commercial
General Liability” policy from CG 00 01 or the exact equivalent. Defense costs must be
paid in addition to limits. There shall be no cross liability exclusion for claims or suits by
one insured against another. Limits are subject to review but in no event less than
$1,000,000 per occurrence.
Business Auto Coverage on ISO Business Auto Coverage from CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event
to be less than $1,000,000 per accident. If Consultant owns no vehicles, this requirement
may be satisfied by a non-owned auto endorsement to the general liability policy
described above. If Consultant or Consultant’s employees will use personal autos in any
way on this project, Consultant shall provide evidence of personal auto liability coverage
for each such person.
Workers Compensation on a state-approved policy form providing statutory benefits as
required by law with employer’s liability limits no less than $1,000,000 per accident or
disease.
Professional Liability or Errors and Omissions Insurance as appropriate shall be written
on a policy form coverage specifically designated to protect against acts, errors or
omissions of the Consultant and “Covered Professional Services” as designated in the
policy must specifically include work performed under this agreement. The policy limit
shall be no less than $1,000,000 per claim and in the aggregate. The policy must “pay on
behalf of” the insured and must include a provision establishing the insurer’s duty to
defend. The policy retroactive date shall be on or before the effective date of this
agreement.
Insurance procured pursuant to these requirements shall be written by insurer that are
admitted carriers in the state California and with an A.M. Bests rating of A- or better and
a minimum financial size VII.
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General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and City agree to the following with respect to insurance provided by
Consultant:
1. Consultant agrees to have its insurer endorse the third party general liability
coverage required herein to include as additional insureds City, its officials employees
and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992.
Consultant also agrees to require all Consultants, and subcontractors to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Consultant, or Consultant’s employees, or agents, from waiving the right of
subrogation prior to a loss. Consultant agrees to waive subrogation rights against City
regardless of the applicability of any insurance proceeds, and to require all Consultants
and subcontractors to do likewise.
3. All insurance coverage and limits provided by Consultant and available or
applicable to this agreement are intended to apply to the full extent of the policies. Nothing
contained in this Agreement or any other agreement relating to the City or its operations
limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with these
requirements if they include any limiting endorsement of any kind that has not been first
submitted to City and approved of in writing.
5. No liability policy shall contain any provision or definition that would serve
to eliminate so-called “third party action over” claims, including any exclusion for bodily
injury to an employee of the insured or of any Consultant or subcontractor.
6. All coverage types and limits required are subject to approval, modification
and additional requirements by the City, as the need arises. Consultant shall not make
any reductions in scope of coverage (e.g. elimination of contractual liability or reduction
of discovery period) that may affect City’s protection without City’s prior written consent.
7. Proof of compliance with these insurance requirements, consisting of
certificates of insurance evidencing all of the coverages required and an additional
insured endorsement to Consultant’s general liability policy, shall be delivered to City at
or prior to the execution of this Agreement. In the event such proof of any insurance is
not delivered as required, or in the event such insurance is canceled at any time and no
replacement coverage is provided, City has the right, but not the duty, to obtain any
insurance it deems necessary to protect its interests under this or any other agreement
and to pay the premium. Any premium so paid by City shall be charged to and promptly
paid by Consultant or deducted from sums due Consultant, at City option.
8. Certificate(s) are to reflect that the insurer will provide 30 days’ notice to
City of any cancellation of coverage. Consultant agrees to require its insurer to modify
such certificates to delete any exculpatory wording stating that failure of the insurer to
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mail written notice of cancellation imposes no obligation, or that any party will “endeavor”
(as opposed to being required) to comply with the requirements of the certificate.
9. It is acknowledged by the parties of this agreement that all insurance
coverage required to be provided by Consultant or any subcontractor, is intended to apply
first and on a primary, noncontributing basis in relation to any other insurance or self-
insurance available to City.
10. Consultant agrees to ensure that subcontractors, and any other party
involved with the project who is brought onto or involved in the project by Consultant,
provide the same minimum insurance coverage required of Consultant. Consultant
agrees to monitor and review all such coverage and assumes all responsibility for
ensuring that such coverage is provided in conformity with the requirements of this
section. Consultant agrees that upon request, all agreements with subcontractors and
others engaged in the project will be submitted to City for review.
11. Consultant agrees not to self-insure or to use any self-insured retentions or
deductibles on any portion of the insurance required herein and further agrees that it will
not allow any Consultant, subcontractor, Architect, Engineer or other entity or person in
any way involved in the performance of work on the project contemplated by this
agreement to self-insure its obligations to City. If Consultant’s existing coverage includes
a deductible or self-insured retention, the deductible or self-insured retention must be
declared to the City. At the time the City shall review options with the Consultant, which
may include reduction or elimination of the deductible or self-insured retention,
substitution of other coverage, or other solutions.
12. The City reserves the right at any time during the term of the contract to
change the amounts and types of insurance required by giving the Consultant ninety (90)
days advance written notice of such change. If such change results in substantial
additional cost to the Consultant, the City will negotiate additional compensation
proportional to the increase benefit to City.
13. For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any steps that
can be deemed to be in furtherance of or towards performance of this Agreement.
14. Consultant acknowledges and agrees that any actual or alleged failure on
the part of City to inform Consultant of non-compliance with any insurance requirements
in no way imposes any additional obligations on City nor does it waive any rights
hereunder in this or any other regard.
15. Consultant will renew the required coverage annually as long as City, or its
employees or agents face an exposure from operations of any type pursuant to this
agreement. This obligation applies whether or not the agreement is canceled or
terminated for any reason. Termination of this obligation is not effective until City executes
a written statement to that effect.
Item 8.e. - Page 17
Page 15
16. Consultant shall provide proof that policies of insurance required herein
expiring during the term of this Agreement have been renewed or replaced with other
policies providing at least the same coverage. Proof that such coverage has been ordered
shall be submitted prior to expiration. A coverage binder or letter from Consultant’s
insurance agent to this effect is acceptable. A certificate of insurance and/or additional
insured endorsement as required in these specifications applicable to the renewing or
new coverage must be provided to City within five days of the expiration of the coverages.
17. The provisions of any workers’ compensation or similar act will not limit the
obligations of Consultant under this agreement. Consultant expressly agrees not to use
any statutory immunity defenses under such laws with respect to City, its employees,
officials and agents.
18. Requirements of specific coverage features or limits contained in this
section are not intended as limitations on coverage, limits or other requirements nor as a
waiver of any coverage normally provided by any given policy. Specific reference to a
given coverage feature is for purposes of clarification only as it pertains to a given issue,
and is not intended by any party or insured to be limiting or all-inclusive.
19. These insurance requirements are intended to be separate and distinct from
any other provision in this agreement and are intended by the parties here to be
interpreted as such.
20. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision conflicts with
or impairs the provisions of this Section.
21. Consultant agrees to be responsible for ensuring that no contract used by
any party involved in any way with the project reserves the right to charge City or
Consultant for the cost of additional insurance coverage required by this agreement. Any
such provisions are to be deleted with reference to City. It is not the intent of City to
reimburse any third party for the cost of complying with these requirements. There shall
be no recourse against City for payment of premiums or other amounts with respect
thereto.
22. Consultant agrees to provide immediate notice to City of any claim or loss
against Consultant arising out of the work performed under this agreement. City assumes
no obligation or liability by such notice, but has the right (but not the duty) to monitor the
handling of any such claim or claims if they are likely to involve City.
Item 8.e. - Page 18
Public Works Department
Request for Proposal (RFP)
ENGINEERING SERVICES FOR
REPLACEMENT GENERATOR AT
FIVE CITIES FIRE AUTHORITY STATION 1
PW 2021-09
Due:
Thursday, August 19, 2021
No later than 4:00 P.M.
Deliver to:
City of Arroyo Grande
Attention: Jill McPeek
jmcpeek@arroyogrande.org (<10MB)
or
USB flash drive (>10MB) to
1375 Ash Street
Arroyo Grande, CA 93420
July 22, 2021
Exhibit A
Item 8.e. - Page 19
City of Arroyo Grande Page 1 of 3 July 22, 2021
CITY OF ARROYO GRANDE
REPLACEMENT GENERATOR AT
FIVE CITIES FIRE AUTHORITY STATION 1
PW 2021-09
REQUEST FOR PROPOSALS
I. BACKGROUND
The City of Arroyo Grande owns the building at 140 Traffic Way which is leased
to the Five Cities Fire Authority (FCFA). In the recent past there has been several
costly repairs to the existing diesel generator and the City has budgeted funds in
its current CIP for its replacement, ideally with natural gas and/or propane. The
generator is a component of an essential services building and will be subject to
the requirements contained in the California State Essential Services Buildings
Seismic Safety Act of 1986.
Plans for the building:
https://www.dropbox.com/s/m7z1itk0aa70d2h/PLAN.pdf?dl=0
Photos of the current generator:
https://www.dropbox.com/sh/2xnmlxlw0knqaf8/AAC5f3YEjHnwK_NnDt5KRUr
Na?dl=0
II. SERVICES REQUESTED
The City of Arroyo Grande is soliciting proposals from qualified firms to assist
with, but not be limited to, the following:
Analyze/determine load/demand with City a nd FCFA staff
Determine sizing and costs with appropriate manufacturer(s) and present
options and costs to staff
Assist staff with preparation of appropriate permits from APCD and/or City
Building Department
Preparation of plans, specifications, and estimates for public bid
Bidding assistance, including RFIs for potential addendums
Construction support, including RFIs and submittal review
Preparation of record drawings
Optional Task: Continuous inspection of the work of construction in all stages
of its progress at the site
The selected firm should anticipate participating in two (2) project team meetings,
one (1) pre-bid meeting, and one (1) pre-construction meeting.
Item 8.e. - Page 20
RFP for Engineering Services for Replacement Generator
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Page 2 of 3 July 22, 2021
Proposing firms must agree to enter into the City’s Standard Agreement for
Consultant Services without modification and to provide the required insurance
as stipulated in Attachment 1.
III. PROPOSAL FORMAT AND CONTENT
PROPOSAL
Please provide a brief letter proposal, no more than 6 pages (3 pages front and
back), including the following:
1. Introduction
A summary statement which demonstrates your understanding of the City’s
objectives and how you expect to address them.
2. Work Plan
Describe the activities/steps to be taken to accomplished the services
requested.
3. Prior Related Experience
Provide a list of three (3) representative projects of similar scope and nature
performed within the last five (5) years, particularly pro jects for other local
government agencies. Please include a contact person for each
representative project listed.
FEE PROPOSAL
In accordance with Qualifications-Based Selection (QBS), please mail or deliver
a Fee Proposal in a separate sealed envelope.
1. Fee Proposal
The consultant is requested to provide a “not to exceed” cost (inclusive of all
professional fees and expenses) for the entire project as outlined in its Work
Plan. Include the hourly rate charges for each team member who may be
involved in the project.
IV. SELECTION PROCESS
A review committee will evaluate the proposals based on the following:
Understanding of the work to be performed 40 points
Proposed Work Plan 40 points
Experience with similar assignments 20 points
(Maximum Total Points - 100)
Item 8.e. - Page 21
RFP for Engineering Services for Replacement Generator
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Page 3 of 3 July 22, 2021
V. TENTATIVE SCHEDULE OF EVENTS
The following are the anticipated schedule of events for the project:
Design
Issue RFP July 22, 2021
Proposals/Fee Proposals due 4:00 PM August 19, 2021
Select Consultant / Contract Negotiations August 23 - September 3, 2021
City Council Award of Design Contract September 14, 2021
Design Kick-Off Meeting September 20, 2021
Design Completion January 14, 2022
Bidding / Contract Award
Advertisement January - February 2022
Bid Opening February 2022
Council Award of Construction Contract March 2022
Construction
Notice to Proceed April 2022
Construction Complete May 2022
VI. PROPOSAL SUBMITTAL
1. Provide one PDF document of Project Proposal by email to Jill McPeek at
jmcpeek@arroyogrande.org if project proposal file size is less than 10 MB.
Alternately, project proposals greater than 10 MB may be provided on a USB
flash drive and sent to:
Jill McPeek, Capital Improvement Project Manager
Public Works Department
City of Arroyo Grande
1375 Ash Street
Arroyo Grande, CA 93420
2. Mail or deliver Fee Proposal in a separate sealed envelope.
3. Closing Date: Project Proposal and Fee Proposal must be received by
4:00 PM, August 19, 2021.
4. The City reserves the right to reject any or all proposals for any or no reason.
For more information, please contact Jill McPeek at jmcpeek@arroyogrande.org
or (805) 473-5444.
Item 8.e. - Page 22
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 1 of 16 July 22, 2021
AGREEMENT FOR CONSULTANT SERVICES
THIS AGREEMENT FOR CONSULTANT SERVICES (“Agreement”), is made and
effective as of 2021, between
(“Consultant”), and the CITY OF ARROYO GRANDE, a Municipal Corporation (“City”).
In consideration of the mutual covenants and conditions set forth herein, the parties
agree as follows:
1. TERM
This Agreement shall commence on , 2021 and shall remain
and continue in effect until , 2021, unless sooner terminated
pursuant to the provisions of this Agreement.
2. SERVICES
Consultant shall perform the tasks described and comply with all terms and
provisions set forth in Exhibit “B”, attached hereto and incorporated herein by this
reference.
3. PERFORMANCE
Consultant shall at all times faithfully, competently and to the best of his/her
ability, experience and talent, perform all tasks described herein. Consultant shall
employ, at a minimum generally accepted standards and practices utilized by persons
engaged in providing similar services as are required of Consultant hereunder in
meeting its obligations under this Agreement.
4. AGREEMENT ADMINISTRATION
City’s shall represent City in all matters pertaining to the
administration of this Agreement. shall represent Consultant in all
matters pertaining to the administration of this Agreement.
5. PAYMENT
The City agrees to pay the Consultant in accordance with the payment rates a nd
terms set forth in Exhibit “C”, attached hereto and incorporated herein by this reference.
6. SUSPENSION OR TERMINATION OF AGREEMENT WITHOUT CAUSE
(a) The City may at any time, for any reason, with or without cause, suspend
or terminate this Agreement, or any portion hereof, by serving upon the Consultant at
least ten (10) days prior written notice. Upon receipt of said notice, the Consultant shall
immediately cease all work under this Agreement, unless the notice provides otherwise.
Item 8.e. - Page 23
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 2 of 16 July 22, 2021
If the City suspends or terminates a portion of this Agreement such suspension or
termination shall not make void or invalidate the remainder of this Agreement.
(b) In the event this Agreement is terminated pursuant to this Section, the City
shall pay to Consultant the actual value of the work performed up to the time of
termination, provided that the work performed is of value to the City. Upon termination
of the Agreement pursuant to this Section, the Consultant will submit an invoice to the
City pursuant to Section 5.
7. TERMINATION ON OCCURRENCE OF STATED EVENTS
This Agreement shall terminate automatically on the occurrence of any of the
following events:
(a) Bankruptcy or insolvency of any party;
(b) Sale of Consultant’s business; or
(c) Assignment of this Agreement by Consultant without the consent of City.
(d) End of the Agreement term specified in Section 1.
8. DEFAULT OF CONSULTANT
(a) The Consultant’s failure to comply with the provisions of this Agreement
shall constitute a default. In the event that Consultant is in default for cause under the
terms of this Agreement, City shall have no obligation or duty to contin ue compensating
Consultant for any work performed after the date of default and can terminate this
Agreement immediately by written notice to the Consultant. If such failure by the
Consultant to make progress in the performance of work hereunder arises ou t of causes
beyond the Consultant’s control, and without fault or negligence of the Consultant, it
shall not be considered a default.
(b) If the City Manager or his/her delegate determines that the Consultant is in
default in the performance of any of the terms or conditions of this Agreement, he/she
shall cause to be served upon the Consultant a written notice of the default. The
Consultant shall have ten (10) days after service upon it of said notice in which to cure
the default by rendering a satisfactory performance. In the event that the Consultant
fails to cure its default within such period of time, the City shall have the right,
notwithstanding any other provision of this Agreement to terminate this Agreement
without further notice and without prejudice to any other remedy to which it may be
entitled at law, in equity or under this Agreement.
9. LAWS TO BE OBSERVED. Consultant shall:
(a) Procure all permits and licenses, pay all charges and fees, and give all
notices which may be necessary and incidental to the due and lawful prosecution of the
services to be performed by Consultant under this Agreement;
Item 8.e. - Page 24
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 3 of 16 July 22, 2021
(b) Keep itself fully informed of all existing and proposed federal, state and
local laws, ordinances, regulations, orders, and decrees which may affect those
engaged or employed under this Agreement, any materials used in Consultant’s
performance under this Agreement, or the conduct of the services under this
Agreement;
(c) At all times observe and comply with, and cause all of its employee s to
observe and comply with all of said laws, ordinances, regulations, orders, and decrees
mentioned above;
(d) Immediately report to the City’s Contract Manager in writing any
discrepancy or inconsistency it discovers in said laws, ordinances, regulati ons, orders,
and decrees mentioned above in relation to any plans, drawings, specifications, or
provisions of this Agreement.
(e) The City, and its officers, agents and employees, shall not be liable at law
or in equity occasioned by failure of the Consultant to comply with this Section.
10. OWNERSHIP OF DOCUMENTS
(a) Consultant shall maintain complete and accurate records with respect to
sales, costs, expenses, receipts, and other such information required by City that relate
to the performance of services under this Agreement. Consultant shall maintain
adequate records of services provided in sufficient detail to permit an evaluation of
services. All such records shall be maintained in accordance with generally accepted
accounting principles and shall be clearly identified and readily accessible. Consultant
shall provide free access to the representatives of City or its designees at reasonable
times to such books and records; shall give City the right to examine and audit said
books and records; shall permit City to make transcripts therefrom as necessary; and
shall allow inspection of all work, data, documents, proceedings, and activities related to
this Agreement. Such records, together with supporting documents, shall be maintained
for a period of three (3) years after receipt of final payment.
(b) Upon completion of, or in the event of termination or suspension of this
Agreement, all original documents, designs, drawings, maps, models, computer files,
surveys, notes, and other documents prepared in the course of providing the services to
be performed pursuant to this Agreement shall become the sole property of the City and
may be used, reused, or otherwise disposed of by the City without the permission of the
Consultant. With respect to computer files, Consultant shall make available to the City,
at the Consultant’s office and upon reasonable written request by the City, the
necessary computer software and hardware for purposes of accessing, compiling,
transferring, and printing computer files.
Item 8.e. - Page 25
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 4 of 16 July 22, 2021
11. INDEMNIFICATION
(a) Indemnification for Professional Liability. When the law establishes a
professional standard of care for Consultant’s Services, to the fullest extent permitted by
law, Consultant shall indemnify, protect, defend and hold harmless City and any and all
of its officials, employees and agents (“Indemnified Parties”) from and against any and
all losses, liabilities, damages, costs and expenses, including attorney’s fees and costs
to the extent same are caused in whole or in part by any negligent or wrongful act, error
or omission of Consultant, its officers, agents, employees or subContractors or any
entity or individual that Consultant shall bear the legal liability thereof) in the
performance of professional services under this agreeme nt.
(b) Indemnification for Other Than Professional Liability. Other than in the
performance of professional services and to the full extent permitted by law, Consultant
shall indemnify, defend and hold harmless City, and any and all of its employees,
officials and agents from and against any liability (including liability for claims, suits,
actions, arbitration proceedings, administrative proceedings, regulatory proceedings,
losses, expenses or costs of any kind, whether actual, alleged or threatened, i ncluding
attorneys fees and costs, court costs, interest, defense costs, and expert witness fees),
where the same arise out of, are a consequence of, or are in any way attributable to, in
whole or in part, the performance of this Agreement by Consultant or by any individual
or entity for which Consultant is legally liable, including but not limited to officers,
agents, employees or subContractors of Consultant.
(c) General Indemnification Provisions. Consultant agrees to obtain executed
indemnity agreements with provisions identical to those set forth here in this section
from each and every subContractor or any other person or entity involved by, for, with or
on behalf of Consultant in the performance of this agreement. In the event Consultant
fails to obtain such indemnity obligations from others as required here, Consultant
agrees to be fully responsible according to the terms of this section. Failure of City to
monitor compliance with these requirements imposes no additional obligations on City
and will in no way act as a waiver of any rights hereunder. This obligation to indemnify
and defend City as set forth here is binding on the successors, assigns or heirs of
Consultant and shall survive the termination of this agreement or this section .
(d) Indemnity Provisions for Contracts Related to Construction . Without
affecting the rights of City under any provision of this Agreement, Consultant shall not
be required to indemnify and hold harmless City for liability attributable to the active
negligence of City, provided such active negligence is determined by agreement
between the parties or by the findings of a court of competent jurisdiction. In instances
where City is shown to have been actively negligent and where City’s active negligence
accounts for only a percentage of the liability involved, the obligation of Consultant will
be for that entire portion or percentage of liability not attributable to the active
negligence of City.
Item 8.e. - Page 26
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 5 of 16 July 22, 2021
12. INSURANCE
Consultant shall maintain prior to the beginning of and for the duration of this
Agreement insurance coverage as specified in Exhibit “D” attached hereto and
incorporated herein as though set forth in full.
13. INDEPENDENT CONSULTANT
(a) Consultant is and shall at all times remain as to the City a wholly
independent Consultant. The personnel performing the services under this Agreement
on behalf of Consultant shall at all times be under Consultant’s exclusive direction and
control. Neither City nor any of its officers, employees, or agents shall hav e control over
the conduct of Consultant or any of Consultant’s officers, employees, or agents, except
as set forth in this Agreement. Consultant shall not at any time or in any manner
represent that it or any of its officers, employees, or agents are in a ny manner officers,
employees, or agents of the City. Consultant shall not incur or have the power to incur
any debt, obligation, or liability whatever against City, or bind City in any manner.
(b) No employee benefits shall be available to Consultant i n connection with
performance of this Agreement. Except for the fees paid to Consultant as provided in
the Agreement, City shall not pay salaries, wages, or other compensation to Consultant
for performing services hereunder for City. City shall not be liab le for compensation or
indemnification to Consultant for injury or sickness arising out of performing services
hereunder.
14. UNDUE INFLUENCE
Consultant declares and warrants that no undue influence or pressure was or is
used against or in concert with any officer or employee of the City of Arroyo Grande in
connection with the award, terms or implementation of this Agreement, including any
method of coercion, confidential financial arrangement, or financial inducement. No
officer or employee of the City of Arroyo Grande will receive compensation, directly or
indirectly, from Consultant, or from any officer, employee or agent of Consultant, in
connection with the award of this Agreement or any work to be conducted as a result of
this Agreement. Violation of this Section shall be a material breach of this Agreement
entitling the City to any and all remedies at law or in equity.
15. NO BENEFIT TO ARISE TO LOCAL EMPLOYEES
No member, officer, or employee of City, or their designees or agents, and no
public official who exercises authority over or responsibilities with respect to the project
during his/her tenure or for one year thereafter, shall have any interest, direct or indirect,
in any agreement or sub-agreement, or the proceeds thereof, for work to be performed
in connection with the project performed under this Agreement.
Item 8.e. - Page 27
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 6 of 16 July 22, 2021
16. RELEASE OF INFORMATION/CONFLICTS OF INTEREST
(a) All information gained by Consultant in performance of this Agreement shall
be considered confidential and shall not be released by Consultant without City’s prior
written authorization. Consultant, its officers, employees, agents, or subContractors,
shall not without written authorization from the City Manager or unless requested by the
City Attorney, voluntarily provide declarations, letters of support, testimony at
depositions, response to interrogatories, or other information concerning the work
performed under this Agreement or relating to any project or property located within the
City. Response to a subpoena or court order shall not be considered “voluntary”
provided Consultant gives City notice of such court order or subpoena.
(b) Consultant shall promptly notify City should Consultant, its officers,
employees, agents, or subContractors be served with any summons, complaint ,
subpoena, notice of deposition, request for documents, interrogatories, request for
admissions, or other discovery request, court order, or subpoena from any person or
party regarding this Agreement and the work performed thereunder or with respect to
any project or property located within the City. City retains the right, but has no
obligation, to represent Consultant and/or be present at any deposition, hearing, or
similar proceeding. Consultant agrees to cooperate fully with City and to provide the
opportunity to review any response to discovery requests provided by Consultant.
However, City’s right to review any such response does not imply or mean the right by
City to control, direct, or rewrite said response.
17. NOTICES
Any notice which either party may desire to give to the other party under this
Agreement must be in writing and may be given either by (i) personal service, (ii)
delivery by a reputable document delivery service, such as but not limited to, Federal
Express, which provides a receipt showing date and time of delivery, or (iii) mailing in
the United States Mail, certified mail, postage prepaid, return receipt requested,
addressed to the address of the party as set forth below or at any other address as that
party may later designate by notice:
To City: City of Arroyo Grande
Assistant City Manager/Director of Public Works
300 East Branch Street
Arroyo Grande, CA 93420
To Consultant:
Item 8.e. - Page 28
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 7 of 16 July 22, 2021
18. ASSIGNMENT
The Consultant shall not assign the performance of this Agreement, nor any part
thereof, without the prior written consent of the City.
19. GOVERNING LAW
The City and Consultant understand and agree that the laws of the State of
California shall govern the rights, obligations, duties, and liabilities of the parties to this
Agreement and also govern the interpretation of this Agreement. Any litigation
concerning this Agreement shall take place in the superior or federal district court with
jurisdiction over the City of Arroyo Grande.
20. ENTIRE AGREEMENT
This Agreement contains the entire understanding between the parties relating to
the obligations of the parties described in this Agreement. All prior or contemporaneous
agreements, understandings, representations, and statements, or written, are merged
into this Agreement and shall be of no further force or effect. Each party is entering into
this Agreement based solely upon the representations set forth herein and upon each
party’s own independent investigation of any and all facts such party deems material.
21. TIME
City and Consultant agree that time is of the essence in this Agreement.
22. CONTENTS OF REQUEST FOR PROPOSAL AND PROPOSAL
Consultant is bound by the contents of the City’s Request for Proposal, Exhibit
“A”, attached hereto and incorporated herein by this reference, and the contents of the
proposal submitted by the Consultant, Exhibit “B”, attached hereto and incorporated
herein by this reference. In the event of conflict, the requireme nts of City’s Request for
Proposals and this Agreement shall take precedence over those contained in the
Consultant’s proposals.
23. CONSTRUCTION
The parties agree that each has had an opportunity to have their counsel review
this Agreement and that any rule of construction to the effect that ambiguities are to be
resolved against the drafting party shall not apply in the interpretation of this Agreement
or any amendments or exhibits thereto. The captions of the sections are for
convenience and reference only, and are not intended to be construed to define or limit
the provisions to which they relate.
Item 8.e. - Page 29
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 8 of 16 July 22, 2021
24. AMENDMENTS
Amendments to this Agreement shall be in writing and shall be made only with
the mutual written consent of all of the parties to this Agreement.
25. AUTHORITY TO EXECUTE THIS AGREEMENT
The person or persons executing this Agreement on behalf of Consultant
warrants and represents that he/she has the authority to execute this Agreement on
behalf of the Consultant and has the authority to bind Consultant to the performance of
its obligations hereunder.
IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be
executed the day and year first above written.
CITY OF ARROYO GRANDE CONSULTANT
By:__________________________ By:____________________________
Caren Ray Russom, Mayor
Attest: Its:____________________________
(Title)
_____________________________
Kelly Wetmore, City Clerk
Approved As To Form:
_____________________________
Timothy J. Carmel, City Attorney
Item 8.e. - Page 30
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 9 of 16 July 22, 2021
EXHIBIT A
CITY’S REQUEST FOR PROPOSAL
Item 8.e. - Page 31
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 10 of 16 July 22, 2021
EXHIBIT B
CONSULTANT’S PROPOSAL
Item 8.e. - Page 32
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 11 of 16 July 22, 2021
EXHIBIT C
CONSULTANT’S FEE PROPOSAL
Item 8.e. - Page 33
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 12 of 16 July 22, 2021
EXHIBIT D
INSURANCE REQUIREMENTS
Prior to the beginning of and throughout the duration of the Work, Consultant will
maintain insurance in conformance with the requirements set forth below. Consultant
will use existing coverage to comply with these requirements. If that existing coverag e
does not meet the requirements set forth here, Consultant agrees to amend,
supplement or endorse the existing coverage to do so. Consultant acknowledges that
the insurance coverage and policy limits set forth in this section constitute the minimum
amount of coverage required. Any insurance proceeds available to City in excess of the
limits and coverage required in this agreement and which is applicable to a given loss,
will be available to City.
Consultant shall provide the following types and amounts of insurance:
Commercial General Liability Insurance using Insurance Services Office “Commercial
General Liability” policy from CG 00 01 or the exact equivalent. Defense costs must be
paid in addition to limits. There shall be no cross liability exclusion f or claims or suits by
one insured against another. Limits are subject to review but in no event less than
$1,000,000 per occurrence.
Business Auto Coverage on ISO Business Auto Coverage from CA 00 01 including
symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no
event to be less than $1,000,000 per accident. If Consultant owns no vehicles, this
requirement may be satisfied by a non -owned auto endorsement to the general liability
policy described above. If Consultant or Consultant’s employees will use personal autos
in any way on this project, Consultant shall provide evidence of personal auto liability
coverage for each such person.
Workers Compensation on a state-approved policy form providing statutory benefits as
required by law with employer’s liability limits no less than $1,000,000 per accident or
disease.
Professional Liability or Errors and Omissions Insurance as appropriate shall be written
on a policy form coverage specifically designated to protect against acts, errors or
omissions of the Consultant and “Covered Professional Services” as designated in the
policy must specifically include work performed under this agreement . The policy limit
shall be no less than $1,000,000 per claim and in the aggregate. The policy must “pay
on behalf of” the insured and must include a provision establishing the insurer’s duty to
defend. The policy retroactive date shall be on or before the effective date of this
agreement.
Item 8.e. - Page 34
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 13 of 16 July 22, 2021
Insurance procured pursuant to these requirements shall be written by insurer that are
admitted carriers in the state California and with an A.M. Bests rating of A - or better and
a minimum financial size VII.
General conditions pertaining to provision of insurance coverage by Consultant.
Consultant and City agree to the following with respect to insurance provided by
Consultant:
1. Consultant agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds City, its officials
employees and agents, using standard ISO endorsement No. CG 2010 with an edition
prior to 1992. Consultant also agrees to require all Consultants, and subContractors to
do likewise.
2. No liability insurance coverage provided to comply with this Agreement
shall prohibit Consultant, or Consultant’s employees, or agents, from waiving the right of
subrogation prior to a loss. Consultant agrees to waive subrogation rights against City
regardless of the applicability of any insurance proceeds, and to require all Consultants
and subContractors to do likewise.
3. All insurance coverage and limits provided by Consultant and available or
applicable to this agreement are intended to apply to the full extent of the policies.
Nothing contained in this Agreement or any other agreement relating to the City or its
operations limits the application of such insurance coverage.
4. None of the coverages required herein will be in compliance with these
requirements if they include any limiting endorsement of any kind that has not been first
submitted to City and approved of in writing.
5. No liability policy shall contain any provision or definition that would serve
to eliminate so-called “third party action over” claims, including any exclusion for bodily
injury to an employee of the insured or of any Consultant or subcontractor.
6. All coverage types and limits required are subject to approval, modification
and additional requirements by the City, as the need arises. Consultant shall not make
any reductions in scope of coverage (e.g. elimination of contractual liability or reduction
of discovery period) that may affect City’s protection without City’s prior written consent.
7. Proof of compliance with these insurance requirements, consisting of
certificates of insurance evidencing all of the coverages required and an additional
insured endorsement to Consultant’s general liability policy, shall be delivered to City at
or prior to the execution of this Agreement. In the event such proof of any insurance is
not delivered as required, or in the event such insurance is canceled at any time and no
replacement coverage is provided, City has the right, but not the duty, to obtain any
insurance it deems necessary to protect its interests under this or any other agreement
Item 8.e. - Page 35
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 14 of 16 July 22, 2021
and to pay the premium. Any premium so paid by City shall be charged to and promptly
paid by Consultant or deducted from sums due Consultant, at City option.
8. Certificate(s) are to reflect that the insurer will provide 30 days notice to
City of any cancellation of coverage. Consultant agrees to require its insurer to modify
such certificates to delete any exculpatory wording stating that failure of the insurer to
mail written notice of cancellation imposes no obligation, or that any party will
“endeavor” (as opposed to being required) to comply with the requirements of the
certificate.
9. It is acknowledged by the parties of this agreement that all insurance
coverage required to be provided by Consultant or any subContractor, is intended to
apply first and on a primary, noncontributing basis in relation to any other insurance or
self insurance available to City.
10. Consultant agrees to ensure that subContractors, and any other party
involved with the project who is brought onto or involved in the project by Consultant,
provide the same minimum insurance coverage required of Consultant. Consultant
agrees to monitor and review all such coverage and assumes all responsibility for
ensuring that such coverage is provided in conformity with the requirements of this
section. Consultant agrees that upon request, all agreements with subContractors and
others engaged in the project will be submitted to City for review.
11. Consultant agrees not to self-insure or to use any self-insured retentions
or deductibles on any portion of the insurance required herein and further agrees that it
will not allow any Consultant, subContractor, Architect, Engineer or other entity or
person in any way involved in the performance of work on the project contemplated by
this agreement to self-insure its obligations to City. If Consultant’s existing coverage
includes a deductible or self-insured retention, the deductible or self -insured retention
must be declared to the City. At the time the City shall review options with the
Consultant, which may include reduction or elimination of the deductible or self -insured
retention, substitution of other coverage, or other solutions.
12. The City reserves the right at any time during the term of the contract to
change the amounts and types of insurance required by giving the Consultant ninety
(90) days advance written notice of such change. If such change results in substantial
additional cost to the Consultant, the City will negotiate additional compensation
proportional to the increase benefit to City.
13. For purposes of applying insurance coverage only, this Agreement will be
deemed to have been executed immediately upon any party hereto taking any steps
that can be deemed to be in furtherance of or towards performance of this Agreement.
14. Consultant acknowledges and agrees that any actual or alleged failure on
the part of City to inform Consultant of non -compliance with any insurance requirements
Item 8.e. - Page 36
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 15 of 16 July 22, 2021
in no way imposes any additional obligations on City nor does it waive any rights
hereunder in this or any other regard.
15. Consultant will renew the required coverage annually as long as City, or
its employees or agents face an exposure from operations of any type pursua nt to this
agreement. This obligation applies whether or not the agreement is canceled or
terminated for any reason. Termination of this obligation is not effective until City
executes a written statement to that effect.
16. Consultant shall provide proof that policies of insurance required herein
expiring during the term of this Agreement have been renewed or replaced with other
policies providing at least the same coverage. Proof that such coverage has been
ordered shall be submitted prior to expiration . A coverage binder or letter from
Consultant’s insurance agent to this effect is acceptable. A certificate of insurance
and/or additional insured endorsement as required in these specifications applicable to
the renewing or new coverage must be provided t o City within five days of the expiration
of the coverages.
17. The provisions of any workers’ compensation or similar act will not limit
the obligations of Consultant under this agreement. Consultant expressly agrees not to
use any statutory immunity defenses under such laws with respect to City, its
employees, officials and agents.
18. Requirements of specific coverage features or limits contained in this
section are not intended as limitations on coverage, limits or other requirements nor as
a waiver of any coverage normally provided by any given policy. Specific reference to a
given coverage feature is for purposes of clarification only as it pertains to a given issue,
and is not intended by any party or insured to be limiting or all-inclusive.
19. These insurance requirements are intended to be separate and distinct
from any other provision in this agreement and are intended by the parties here to be
interpreted as such.
20. The requirements in this Section supersede all other sections and
provisions of this Agreement to the extent that any other section or provision conflicts
with or impairs the provisions of this Section.
21. Consultant agrees to be responsible for ensuring that no contract used by
any party involved in any way with the project reserves the right to charge City or
Consultant for the cost of additional insurance coverage required by this agreement.
Any such provisions are to be deleted with reference to City. It is not the intent of City to
reimburse any third party for the cost of complying with these requirements. There shall
be no recourse against City for payment of premiums or other amounts with respect
thereto.
Item 8.e. - Page 37
RFP for Engineering Services for Replacement Generator Attachment 1
at Five Cities Fire Authority Station 1, PW 2021-09
City of Arroyo Grande Attachment 1 – Page 16 of 16 July 22, 2021
22. Consultant agrees to provide immediate notice to City of any claim or loss
against Consultant arising out of the work performed under this agreement. City
assumes no obligation or liability by such notice, but has the right (but not the duty) to
monitor the handling of any such claim or claims if they are likely to involve City.
Item 8.e. - Page 38
August 19, 2021
City of Arroyo Grande
1375 Ash Street
Arroyo Grande, CA 93420
Attention: Jill McPeekEmail: jmcpeek@arroyogrande.orgSubject: Proposal for Engineering Services for Replacement Generator at Five Cities Authority Station 1 PW 2021-09 RFP SOBE Project No.: 2102676
Dear Jill,
We are pleased to submit our proposal to provide engineering services for the Replacement Generator at Five
Cities Authority Station 1 project located at 140 Traffic Way.
1.Introduction: Salas O’Brien is pleased to submit our proposal to provide engineering services for the City of
Arroyo Grande’s Replacement Generator Project. Salas O’Brien has been providing MEP engineering and
architectural planning, costing, and design solutions since 1975 and has a nationwide reputation for
sustainable and flexible facilities planning and design.
Project UnderstandingThe team has reviewed the scope of work detailed in the RFP and understands that the City of Arroyo
Grande would like to replace the existing diesel generator (currently at 60 kW) located at 140 Traffic Way,
location of the City’s building currently being leased to the Five Cities Fire Authority (FCFA). The City is
interested in replacing the current diesel generator with natural gas and/or propane generator. Salas
O’Brien is to assess the current load demands, determine best replacement options, followed by design
development, bidding assistance, and construction administration support.
A Tailored Approach
The team we assembled for these services are highly skilled electrical engineers with design and planningexpertise needed to complete a project such as this successfully. Our team understands the intricacies
involved in a project such as this and the importance of keeping interruption of the City’s operations to a
minimum via proper project scheduling. Therefore, Salas O’Brien will work with the City to develop a cost-effective, tailored recommendation regarding generator sizing and purchasing.
46 Years of Experience
Included in the prior experience section are a few examples of similar system upgrades and replacement
work we have performed for clients, although it cannot fully express the many different types of generator
replacements, electrical and power distribution systems, emergency, standby power, and self-generation
projects we have completed over our 46-year history. At Salas O’Brien, our team has worked with numerous
jurisdictions, as well as utility companies for coordination and incentives, air quality management district
permitting, USGBC (LEED projects), and Energy Star. Therefore, our team will have no issue assisting the City
with associated permitting, environmental and California State Essential Services Buildings seismic
compliance.
894 Meinecke Avenue, Suite CSan Luis Obispo, CA 93405
805.242.7600 | www.salasobrien.com
Exhibit B
Item 8.e. - Page 39
2. Work Plan: Based on our review of the RFP and associated drawings, we anticipate our scope of work would include the following:
Architectural Scope of Work Includes:
a) Architectural review and support the placement of replacement stand-by generator.
Electrical Engineering Scope of Work Includes: a) (2) Two project design meetings with City to determine:
• Desired placement of new stand-by generator.
• Desire placement of new transfer-switch.
• Needs for temporary generator / back-up power during construction period.
b) Analysis to determine load/demand with City and FCFA staff.
c) Prepare engineering design for temporary back-up power during construction. d) Review of existing documentation and site conditions as required.
e) Prepare preliminary design to identify location of new stand-by generator and electrical point-of-
connection.
f) Prepare construction bid documents including drawings and specifications required for public bid
process. g) Assist staff with preparation of appropriate permits from APCD and/or City Building Department. h) Prepare budget cost estimation at 100% construction documentations.
i) Prepare technical specifications on drawings. j) Response to plan check comments as required.
Structural Engineering Scope of Work Includes: a) Prepare calculations and drawings for anchorage of one stand-by generators at grade level for wind and
seismic forces utilizing existing concrete pad.
b) Response to plan check comments as required.
Submittals to Include: a) 95% Construction Documentations / Permit Set
b) 100% Construction Documentations / Bidding Set
Bidding and Construction Administration Services:
a) Bidding assistance, including RFIs for potential addendums.
b) (1) One Pre-Bid Meeting.
c) Construction support, including RFIs and submittal review.
d) (1) One Pre-Construction Meeting.
e) Preparation of Record Drawings.
Add Alternate #1:
a) Continuous inspection of the work of construction in all stages of its progress at site.
Exclusions and Clarifications: a) City to provide existing site plan and building as-built drawings in AutoCAD. Creating background in AutoCAD is excluded from this proposal.
b) City to submit permit drawings to AHJ as required. Submission of drawings for Building Department for
plan review is by City.
Item 8.e. - Page 40
c) Selected contractor to fill out AQMD application and submit to Air Quality Management District
(AQMD) for permitting (permit to construct and operate).
d) It is assumed that new generator will be diesel fuel utilizing existing above ground diesel tank. e) No new enclosures are included for the generators (CMU walls, fences, etc) as part of this proposal.
f) Civil engineering, geotechnical report, sound study, utility survey, commissioning are excluded from this
proposal.
g) Load metering is excluded from this proposal. It is assumed that existing electrical load connected to
the generator will remain as-is; therefore, replacement generator system to match existing capacity.
3. Prior Related Experience
a) City of Fremont: Diesel Generator Replacement for Police Department; [2020-2021].
Salas O’Brien was selected by the City of Fremont to provide electrical engineering services for the replacement of their Police Department’s generator. The existing 750kW stand-by diesel generator was
past its useful life. The City desired that the generator be replaced with a generator of the same type
and size. The team met with the City to determine the placement of the new stand-by generator and needs for the temporary generator that would provide back-up power during construction. Design for
the temporary back-power was provided as well as design for the new generator. Construction bid
documents were completed for the City. In addition, our structural sub-consultant provided calculations
and drawings for the anchorage of the generator at grade level for wind and seismic forces utilizing the
existing concrete pad.As part of this project, we will be connecting the new generator to an existing
3,000lb above ground diesel fuel tank. Modification to existing fuel piping, pumps and diesel fuel management systems was also part of this project. This project is currently in construction.
Reference: Jimmy Chen, Public Works Facilities Manager / jichen@fremont.gov; 510.299.7523
b) City of Thousand Oaks: Emergency Generator Replacements and Addition for Multiple Buildings; [2020 – Present].
Salas O’Brien was selected by the City of Thousand Oaks to provide engineering services for the replacement of stand-by generators at 3 City locations. Two locations, Civic Arts Plaza and the Grant
Brimhall required replacement of their diesel generators while the City Teen Center was in need of a
generator as it had none. This project has been broken into two phases, study and design phase. Salas
O’Brien has provided a study to the City outlining recommendations for each site as well as cost
estimates. Recommendations include options such as fuel type, run time, and battery storage. Following
the City’s decision, Salas O’Brien will proceed with the design phase. The team will be assisting throughout the project including providing bidding, construction administration, and post-construction
services.
Reference: Elizabeth Perez, Facilities Manager / edperez@toaks.org; 805.449.2225
c) County of San Bernardino: Emergency Generator Replacements for Multiple County Sites; [2019 – Present]. As part of our Master Agreement with the County, Salas O’Brien was selected to provide field
verification and design for the replacement of emergency generators at eleven County locations. Scope
included review of existing electrical systems based upon age, operating conditions, and a summary
review of the systems and conditions. Design included coordination with SBC and manufacturers for
generator requirements and new work plans for diesel generators with level 2 enclosures. Salas O’Brien coordinated civil and structural engineering sub-consultants. These sub-consultants provided analysis of
the existing soil for the new generator and concrete pad, topo site plan, precise grading and drainage
plan, and erosion control plan. These projects are currently ongoing.
Item 8.e. - Page 41
Reference: Ernesto Gonzalez, Project Manager / ernesto.gonzalez@res.sbcounty.gov; 909.329.0165
d) Additional Recent Generator Projects:
• City of Santa Fe Springs: Fire Station #1 and Police Station Generator Replacements, Santa Fe Springs, CA
• County of San Bernardino: WVDC Backup Generators Replacement (Analysis & Design services)
• County of San Bernardino: Elephant Mountain Generator Replacement (Analysis & Design services)
• County of San Bernardino: Cajon Pass Generator Replacement (Analysis & Design services)
• City of San Bruno: Backup Generators for Pump Stations, San Bruno, CA (Analysis & Design Services)
• County of Solano: County Administration Center Back-Up Power, Fairfield, CA (Analysis & Design
Services)
• Santa Clara Valley Water District: S. Campus Generator Replacement Project (Analysis & Design
Services)
• City of Sacramento: Police Warehouse Standby Generator (Analysis Services)
• California Diesel & Power: Temporary Generator, Pacific Grove, CA (Analysis & Design Services)
• Allana Burick & Bers, Inc: San Mateo County Hospital Generator Replacement (Analysis Services)
• Contra Costa Electric: Dominican Oaks - Generator Additions (Analysis & Design Services)
• San Jose Evergreen Community College Distract: EVC, Haz Mat Permitting for Generators (Analysis
& Permit Services)
• San Jose Evergreen Community College District: SJCC, Standby Emergency Generator (Analysis &
• Design services)
Thank you for the opportunity and we look forward to fostering a partnership and demonstrating that you can
truly “expect a difference” with Salas O’Brien.
Energetically yours,
Jeffry Gosal, PE
Principal Salas O’Brien
Note: Fee proposal has been included separately per RFP.
Item 8.e. - Page 42
Exhibit C
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