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COMMUNITY SERVICES DEPARTMENT REQUEST FOR PROPOSALS for Professional Consulting Services for
The Veteran’s Memorial Project June 2010 PROPOSAL SUBMITTALS: Responses to the Request for Proposal (RFP) are to be submitted no later than 4:00 P. M. on Friday, July 30, 2010, to: Scott Malkemus Community Services Director Community Services Department City of Brea Civic & Cultural Center 1 Civic Center Circle Brea, CA 92821-5732 E-mail: email@example.com Proposals may be sent either electronically or by mail service. If mailed, respondent shall provide the City with four (4) copies in a sealed envelope marked: Proposal for the Veteran’s Memorial Project.” The City will not guarantee receipt of either electronic or mailed proposals. Proposals received after the specified time will not be accepted and will be returned unopened. The City shall review all proposals and shall, at its sole discretion, chose a select number of qualified responders for interviews. Interviews are tentatively scheduled for the week of August 16, 2010. Questions regarding this request may be directed to Scott Malkemus at 714.990-7636.
INDEX SECTION I. Introduction II. Schedule of Events III. Project Description/Scope of Work IV. Proposal Requirements V. General Requirements VI. Consultant Evaluation & Selection Process
PAGE 2 2 2 3 5 7
C ITY OF B R EA The Veteran’s Memorial Project RFP June 2010 Page 2
The City of Brea is proud of its rich history and the roles its veterans have played in protecting and preserving America’s freedoms. In March 2006, the City Council approved the creation of a Veteran’s Memorial to be erected on the Civic and Cultural Center complex. The overriding vision for this project is that of a monumental piece of public art or architecture that will honor those Brea veterans who have made the ultimate sacrifice to their country and their community. The Memorial will be highlighted by an area within, adjacent, and/or near the monument naming those veterans who were killed in action and/or have been identified as missing in action. Therefore, the City of Brea, Community Services Department, is requesting proposals from qualified public art and/or architectural consultants to provide for project management and oversight of the selection research, outreach, design, fabrication, and installation of a Veteran’s Memorial for the Brea community.
SCHEDULE OF EVENTS Issuance of Request for Proposals Proposals due at City Hall by 4:00 P.M. City Interviews Consultants City Council Approval of Consultant Contract Veteran’s Memorial Dedicated
June 10, 2010 July 30, 2010 Week of August 16, 2010 September 21, 2010 May 28, 2012
PROJECT DESCRIPTION/SCOPE OF WORK
The City of Brea seeks the following professional services for its Veteran’s Memorial Project, including, but not limited to: Work closely with city staff and the Council-appointed Veteran’s Memorial Advisory Committee (V-MAC) to retain an artist and/or architect of national acclaim to create a sizeable Veteran’s Memorial to honor those Brea citizens who have given their lives while serving their country; Facilitate public engagement and education outreach efforts in order to educate the public of the role that the arts and memorials play within a community; Seek community members’ and stakeholders’ input regarding their interest in both the expressive properties and formal properties of the Memorial; Following a national search process, identify 20-25 artists/architects to be presented to the V-MAC for the selection of 3-5 finalists; Assist the finalists in the preparation of their proposals, provide background materials, and coordinate tours; Work with the selected artist/architect to advise him/her through their presentations and the City Council approval process; Oversee the artist/architect during the design, engineering, fabrication, and installation of the final work;
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Assist staff and the V-MAC with the development of criteria for the identification and selection for honorees who will be included as part of the Memorial; Aid the City’s Communications and Marketing Division with the marketing plan to promote the City’s new Veteran’s Memorial. While this project is not specifically subject to the City’s Art in Public Places program, the City’s Art in Public Places Policy Manual shall serve as a guideline for the project. A copy of the Art in Public Places Policy Manual is available upon request.
Although no specific format is required by the City of Brea, this section is intended to provide guidelines to the consultant regarding features which the City will look for and expect to be included in the proposal.
1. Content & Format
The City requests that proposals submitted be organized and presented in a neat and logical format and be relevant to the requested services. Consultant’s proposals shall be clear, accurate, and comprehensive. Excessive or irrelevant material will not be favorably received. Proposals shall contain no more than 10 typed pages using a 10 point minimum font size, including transmittal/offer letter and resumes of key people, but excluding Index/Table of Contents, tables, charts, and graphic exhibits. The purpose of these restrictions is to minimize the costs of proposal preparation and to ensure that the response to the RFP is fully relevant to the project. The proposal should include the following: Transmittal/offer letter. Page numbering. Index/Table of Contents. Approach. Team Organization including an organization diagram. Statement of Qualifications including descriptions of similar projects by key staff to be assigned during the term of the contract. Brief resumes of key staff. Schedule of Hourly Rates.
A description of the consultant’s approach and work program for a typical monumental art piece shall be included in this section. It should explain the
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technical approach, methodology, and specific tasks and activities that will be performed.
3. Team Organization
The purpose of this section is to describe the organization of the project team including, but not limited to, subconsultants and key staff. A project manager and an alternate project manager, if appropriate, shall be named who shall be the prime contact and be responsible for coordinating all activities with the City. An organization diagram shall be submitted showing all key team members and illustrating the relationship between the City, the project manager, key staff, and subconsultants, if any. There also should be a brief description of the role and responsibilities of all key staff and subconsultants identified in the team organization.
4. Statement of Qualifications
The information provided in this section should describe the qualifications of the firm and key staff in performing projects within the past five years that are similar in scope and size to demonstrate competence to perform these services. The projects listed should be those that the key staff named for this project were responsible for performing services. Information shall include: Names of key staff that participated on named projects and their specific responsibilities. The client’s name, contact person, addresses, and telephone numbers. A brief description of type and extent of services provided. Completion dates (estimated, if not yet completed). Total fee received for each project. Total cost of project. There should be included in the section brief resumes of key personnel who will provide these services demonstrating their qualifications and experience. Resumes should highlight education, experience, licenses, relevant experience, and specific responsibilities for services described.
5. Schedule of Hourly Rates
The firm’s schedule of hourly rates shall be included with the proposal; any and all subconsultant’s hourly rates shall also be included in the proposal. The percentage mark up of reimbursable expenses, if any, shall also be specified in the proposal.
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Price escalations during the contract term shall be approved in negotiations prior to a contract.
6. Scope of Work Timeline and Cost
The firm shall provide the City with a breakdown of the number of hours and costs it will take them and their subconsultants, if any, to perform each phase of the project as described in Exhibit A, “Scope of Work.” In addition, the firm shall provide a proposed timeline for the various phases of the project with a dedication targeted for May 28, 2012 (Memorial Day).
7. Statement of Offer & Signature
The Proposal shall contain a statement that the proposals are a firm offer for a 60-day period and signed by an individual authorized to act on behalf of the firm. GENERAL REQUIREMENTS
1. Insurance Requirements
The consultant shall take out and maintain at all times during the term of the contract, the insurance specified in the agreement and acceptable to the City. Insurance “Acceptable to the City” shall be defined as a company admitted (licensed) to write insurance in California and having a Best’s Guide rating of not less than A VII The consultant shall furnish with the proposal proof of the following minimum insurance coverage. These minimum levels of coverage are required to be maintained for the duration of the project: A. General Liability Coverage - $2,000,000 per occurrence for bodily injury and property damage. If Commercial General Liability Insurance or other form with a general limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit. B. Automobile Liability Coverage - $2,000,000 per accident for bodily injury and property damage.
C. Professional Liability Coverage - $2,000,000 per occurrence (note: A
“claims made” policy is acceptable).
D. Worker’s Compensation Coverage: State statutory limits.
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Deductibles, Self-Insurance Retentions, or Similar Forms of Coverage Limitations or Modifications, must be declared to and approved by the City of Brea. All insurance policies required shall include, “The City of Brea, their officers, agents and employees as additional insured. The consultant is encouraged to contact its insurance carriers during the proposal stage to ensure that the insurance requirements can be met if selected for negotiation of a contract agreement.
2. Standard Form of Agreement
The consultant will enter into an agreement with the City based upon the contents of the RFP and the consultant’s proposal. The City’s standard form of agreement is included as Exhibit B. The consultant shall carefully review the agreement, especially with regard to the indemnity and insurance provisions, and include with the proposal a description of any exceptions requested to the standard contract. If there are no exceptions, a statement to that effect shall be included in the proposal.
This RFP does not commit the City to award a contract, or to pay any costs incurred in the preparation of the proposal. The City reserves the right to extend the due date for the proposal, to accept or reject any or all proposals received as a result of this request, to negotiate with any qualified consultant, or to cancel this RFP in part or in its entirety. The City may require the selected consultant to participate in negotiations and to submit such technical, fee, or other revisions of their proposals as may result from negotiations.
4. Assigned Representatives
The City will assign a responsible representative to administer the contract, and to assist the consultant in obtaining information. The consultant also shall assign a responsible representative (project manager) and an alternate, if applicable, who shall be identified in the proposal. The consultant’s representative will remain in responsible charge of the consultant’s duties from the notice-to-proceed through project completion. If the consultant’s primary representative should be unable to continue with the project, then the alternate representative identified in the proposal shall become the project manager. The City’s representative shall first approve any substitution of representatives or subconsultants identified in the proposal in writing. The City reserves the right to review and approve/disapprove all key staff and
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subconsultant substitution or removal, and may consider such changes not approved to be a breach of contract. CONSULTANT EVALUATION & SELECTION PROCESS
The City may elect to interview a short list of qualified firms or to interview only the top rated firm based upon the proposals submitted for the project. The City staff will negotiate a contract with the best qualified firm for the desired consulting services. Should the City staff be unable to negotiate a satisfactory contract with the firm considered to be the most qualified, negotiations with that firm shall be formally terminated. At its sole discretion, the City may choose to undertake negotiations with another firm that participated in the evaluation and selection process, or may choose to engage in a new process for consulting services for the project. ATTACHMENTS Attachment A --- Professional Service Agreement Attachment B --- Scope of Work
S:\Art Shelters & APP/Veteran’s Memorial/Vet’s RFP 2010
PROFESSIONAL SERVICES AGREEMENT
THIS AGREEMENT is entered into this day of , 2010, by and between ("CONSULTANT", hereinafter) and the City of Brea, a municipal corporation (“CITY", hereinafter). A. RECITALS (i) The CITY seeks the following professional services to be performed for
its Veteran’s Memorial Project, including, but not limited to: work closely with City staff and the Council-appointed Veteran’s Memorial Advisory Committee (V-MAC) to retain an artist and/or architect of national acclaim to create a sizeable Veteran’s Memorial to honor those Brea citizens who have given their lives while serving their country; facilitate public engagement and education outreach efforts in order to educate the public of the role that the arts and memorials play within a community; seek community members’ and stakeholders’ input regarding their interest in both the expressive properties and formal properties of the Memorial; following a national search process, identify 20-25 artists/architects to be presented to the V-MAC for the selection of 3-5 finalists; assist the finalists in the preparation of their proposals, provide background materials, and coordinate tours; work with the selected artist/architect to advise him/her through their presentations and the City Council approval process; oversee the artist/architect during the design, engineering, fabrication, and installation of the final work; assist staff and the V-MAC with the development of criteria for the identification and selection for honorees who will be included as part of the Memorial; and aid the City’s Communications and Marketing Division with the marketing plan to promote the City’s new Veteran’s Memorial. These services are outlined in the Scope of Services attached as Exhibit “A”.
The CONSULTANT represents that it has the necessary professional
certifications, skills, experience and resources to satisfactorily provide such services.
The CITY desires to engage the CONSULTANT to perform the services
as described above and hereinafter in this Agreement, in accordance with the terms and conditions set forth herein.
NOW, THEREFORE, the parties agree as follows: Exhibit “A”
EMPLOYMENT OF CONSULTANT. The CITY hereby engages the
CONSULTANT and the CONSULTANT shall perform the services required under this Agreement. 2.0 SERVICES. During the term of this Agreement, CONSULTANT shall
perform each and every service set forth in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference. The initiation of service by the CONSULTANT will commence upon receipt of a written notice from the City’s representative authorizing CONSULTANT to proceed, and only to the extent of such authorization.
TERM AND TIME OF PERFORMANCE. The term of this Agreement
shall commence upon the effective date and shall terminate on December 31, 2012, unless sooner terminated or extended as provided herein. Notwithstanding the foregoing, the individual services to be performed under this Agreement by CONSULTANT shall be completed on or before any deadlines set forth in Exhibit “A.”
COMPENSATION. CITY shall compensate CONSULTANT for each
service which CONSULTANT performs to the satisfaction of CITY in the amount(s) and/or at the rates set forth in the CONSULTANT's proposal or schedule of payment, attached hereto as Exhibit "B" and incorporated herein by this reference. No payment for expenses or labor shall be paid by CITY unless it is related to a service requested in the Scope of Services
The CITY shall pay CONSULTANT upon completion of
services required hereunder. Monthly payments will be made only after submission of invoices as specified by CITY.
CHANGES. The CITY may, from time to time, request changes in the
scope of services of the CONSULTANT to be performed under this Agreement. Such changes shall be in the form of a written amendment to this Agreement.
STANDARD OF SKILL. CONSULTANT agrees and represents that
CONSULTANT, and CONSULTANT's staff, if any, are skilled in the professional calling necessary to perform the work agreed to be done pursuant to this Agreement, and CONSULTANT further acknowledges that such skill of the CONSULTANT, and CONSULTANT's staff, if any, to do and perform such work in a skillful manner is a material inducement to CITY entering into this Agreement. The acceptance of CONSULTANT's work by
the CITY shall not operate as a release of the CONSULTANT from such standard of care and workmanship.
INDEPENDENT CONTRACTOR. CONSULTANT is retained by CITY
only to the extent set forth in this Agreement, and the CONSULTANT 's relationship to the CITY is that of an independent contractor. CONSULTANT shall be free to dispose of all portions of CONSULTANT 's time and activities which CONSULTANT is not obligated to devote to the CITY in such a manner and to such persons, firms, or corporations as the CONSULTANT sees fit except as expressly provided in this Agreement. Neither the CITY nor any of its agents shall have control over the conduct of the CONSULTANT or any of the CONSULTANT 's employees, except as set forth in this Agreement. CONSULTANT shall not be considered to have the status of an employee under this Agreement, or be entitled to participate in any insurance, medical care, vacation, sick leave or other benefits provided for CITY 's officers or employees. CONSULTANT shall have no power to incur any debt, obligation, or liability on behalf of CITY or otherwise act on behalf of the CITY as an agent. CONSULTANT shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of the CITY.
INDEMNIFICATION. CONSULTANT and CITY agree that CITY and
CITY’s employees, agents and officials should, to the extent permitted by law, be fully protected from any loss, injury, damage, claim, lawsuit, cost, expense, attorneys fees, litigation costs, defense costs, court costs or any other cost arising out of or in any way related to CONSULTANT’s performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the parties to be interpreted and construed to provide the fullest protection possible under the law to the CITY. CONSULTANT acknowledges that CITY would not have entered into this Agreement in the absence of the commitment of CONSULTANT to indemnify and protect CITY as set forth herein.
To the fullest extent permitted by law, CONSULTANT shall
defend, indemnify and hold harmless the CITY and CITY’s employees, agents, officials and volunteers from any and all liability, claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged, or threatened, actual attorneys fees incurred by CITY, court costs, interest, defense costs including expert witness fees and any other costs or expenses of any kind whatsoever without restriction or limitation, incurred in relation to, as a consequence of,
arising out of or in any way attributable actually, allegedly or impliedly, in whole or in part to CONSULTANT’s performance of this Agreement. All obligations under this provision are to be paid by CONSULTANT as they are incurred by the CITY.
Without affecting the rights of CITY under any provision of this
agreement or this section, CONSULTANT shall not be required to indemnify and hold harmless CITY as set forth above for liability attributable to the sole fault of CITY, provided such sole fault is determined by agreement between the parties or the findings of a court of competent jurisdiction. This exception will apply only in instances where the CITY is shown to have been solely at fault and not in instances where CONSULTANT is solely or partially at fault or in instances where CITY's fault accounts for only a percentage of the liability involved. In those instances, the obligation of CONSULTANT will be all-inclusive and City and CITY will be indemnified for all liability incurred, even though a percentage of the liability is attributable to the conduct of the CITY.
CONSULTANT acknowledges that its obligation pursuant to this
section extends to liability attributable to CITY, if that liability is other than the sole fault of City or CITY. CONSULTANT has no obligation under this Agreement for liability proven in a court of competent jurisdiction or by written agreement between the parties to be the sole fault of City or CITY.
The obligations of CONSULTANT under this or any other
provision of this Agreement will not be limited by the provisions of any workers compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY, and its employees, agents, volunteers and officials.
10.0 TERMINATION OF AGREEMENT. Either party may terminate this Agreement at any time during the term of the Agreement by giving the other party thirty (30) days prior notice in writing. This Agreement may be extended beyond the term only by the written agreement of both parties prior to the expiration of the term of the Agreement.
11.0 SAFETY REQUIREMENTS. All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA. The CITY reserves the right to issue restraint or cease and desist orders to the CONSULTANT when unsafe or harmful acts are observed or
reported relative to the performance of the work under this Agreement. The CONSULTANT shall maintain any work sites free of hazards to persons and property resulting from its operations. Any hazardous condition noted by the CONSULTANT, which is not the result of CONSULTANT’s operations, shall immediately be reported to the CITY.
12.0 MANDATORY INSURANCE. CONSULTANT shall maintain the following insurance coverage throughout the term of this Agreement, and upon request CONSULTANT shall show CITY evidence of such coverage, which may include visual inspection of all policies, copies of declarations page, endorsements signed by an authorized representative of the underwriting company, or certificates of insurance. Insurance coverage shall be provided in the following form: A. Insurance Services Office Commercial General Liability
coverage occurrence form number CG 00 01 11 85 or 88. B. Insurance Services Office form number CA 00 01 06 92
including symbol 1 (any auto) covering Automobile Liability.
Workers Compensation insurance as required by the State
of California and Employer's Liability insurance.
(if required) Errors and Omissions liability insurance. Errors and
Omissions coverage is to be endorsed to include contractual liability.
Minimum Limits of Insurance. CONSULTANT shall maintain insurance
coverage limits no less than: A. General Liability: $2,000,000 per occurrence for bodily injury,
personal injury, and property damage. If Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit, and shall contain specified language creating a duty to defend against any suit seeking damages.
injury and property damage. C. injury or disease. D.
Automobile Liability: $2,000,000 per accident for bodily
Employer's Liability: $2,000,000 per accident for bodily
Errors and Omissions if required: $1,000,000 per occurrence
12.2 Deductibles and Self-insured Retentions. Any deductibles and/or self-insured retentions must be declared to and approved by the CITY. At the option of the CITY, either: the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the CITY, its officers, officials, employees and volunteers; or, the CONSULTANT shall provide a financial guarantee satisfactory to the CITY, guaranteeing payment of losses and related investigations, claim administration and defense expenses.
12.3 Other Insurance Provisions.
All insurance coverage and limits provided pursuant to this
Agreement shall apply to the full extent of the policies involved, available or applicable. Nothing contained in this Agreement or any other agreement relating to the CITY or its operations limits the application of such insurance coverage.
Requirements of specific coverage features or limits contained in
this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only and is not intended by any party to be all inclusive, or to the exclusion of other coverage, or a waiver of any type.
For any claims related to the services provided in connection with
this Agreement, the CONSULTANT 's insurance coverage shall be primary to any other similar insurance. Any insurance or self-insurance maintained by the CITY, its officers, employees or volunteers, shall be excess of the CONSULTANT 's insurance and shall not contribute with it.
For purposes of 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.
All general or auto liability insurance coverage provided pursuant
to this Agreement, or any other agreements pertaining to the performance of this Agreement, shall not prohibit CONSULTANT, and CONSULTANT 's employees, or agents, from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY.
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. Such proof will be furnished prior to the expiration of the coverages.
Any actual or alleged failure on the part of CITY or any other
additional insured under these requirements to obtain proof of insurance required under this Agreement in no way waives any right or remedy of CITY or any additional insured, in this or any other regard.
The CITY and its officers, officials, employees, agents and
volunteers are to be covered as insureds with respect to liability arising out of automobiles owned, leased, hired or borrowed by or on behalf of the CONSULTANT and with respect to liability arising out of work or operations performed by or on behalf of the CONSULTANT including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the CONSULTANT's insurance, or as a separate owner's policy.
Except for any errors and omissions policy, if required, the
comprehensive general liability and automobile liability insurance policies shall name the CITY and its officers, officials, employees, agents and volunteers, as additional insureds.
All insurance coverage shall contain a provision that prohibits
cancellation, modification or lapse without thirty (30) days’ prior written notice from insurer to the CITY. CONSULTANT agrees to require its insurer to modify the certificates of insurance to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, and to delete the word "endeavor" with regard to any notice provisions. K. All insurance coverage shall include a severability of interests
clause substantially similar to the following: "The insurance afforded by this policy applies separately to each insured against whom a claim or suit is made or suit is brought, except with respect to the limit of the insurer's liability."
All insurance coverage shall contain a clause substantially in the
following words: "It is hereby understood and agreed that this policy shall not be canceled nor
materially changed except upon thirty (30) days' prior written notice to the City of Brea of such cancellation or material change as evidence by a return receipt for a registered letter."
All insurance coverage shall cover the operations of the
CONSULTANT pursuant to the terms of this Agreement.
In the event any policy of insurance required under this
Agreement does not comply with these requirements or is canceled and not replaced, CITY has the right but not the duty to obtain the insurance it deems necessary and any premium paid by CITY will be promptly reimbursed by CONSULTANT. Alternatively, the CITY may immediately terminate the Agreement.
CONSULTANT agrees to provide immediate notice to CITY of any
claim or loss against CONSULTANT that includes CITY as a defendant. 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 the CITY.
If the CONSULTANT is a Limited Liability Company, general
liability coverage must be amended so that the Limited Liability Company is insured, its Managers are insured, its Members are insured, its Affiliates are insured, its employees are insured, its agents are insured, and other persons necessary or incidental to the operation of the CONSULTANT are insured.
12.4 Acceptability of Insurers. Coverage shall be written by insurers with a current A.M. Best's rating of no less than "A:VII," and be admitted to conduct business in the State of California by the Department of Insurance.
12.5 Verification of Coverage. CONSULTANT shall furnish the CITY with evidence of the insurance required by this Section, satisfactory to CITY, consisting of original certificates of insurance and amendatory endorsements, and an additional insured endorsement using Insurance Services Office form CG 20 10 11 85, or other form acceptable to CITY’S risk manager. The endorsements should be on forms provided by the CITY or on other than the CITY 's forms or a separate owners policy, provided those forms or policies are approved by the CITY, and amended to conform to the CITY 's requirements. All certificates and endorsements are to be received and approved by the CITY before work commences. The
CITY reserves the right to require complete, certified copies of all required insurance policies, including endorsements affecting the coverage required by these specifications at any time. CONSULTANT agrees to provide complete copies of policies to CITY upon request.
12.6 Subcontractors. CONSULTANT shall include all subcontractors or any other party involved in providing the services as insureds under its policies or shall require subcontractors or any other party involved in providing the services to carry the same insurance as required herein. CONSULTANT agrees to obtain certificates evidencing such coverage and make reasonable efforts to ensure that such coverage is provided as required here. CONSULTANT agrees to require that no contract used by any subcontractor, or contracts CONSULTANT enters into on behalf of CITY, will reserve the right to charge back to CITY the cost of insurance required by this Agreement. CONSULTANT agrees that upon request, all agreements with subcontractors or others with whom CONSULTANT contracts with on behalf of CITY, and all certificates of insurance obtained in compliance with this paragraph will be submitted to CITY or review. Failure of CITY to request copies of such documents will not impose a liability on CITY, or its employees.
13.0 WORK PRODUCT.
13.1 Deliverables. CONSULTANT shall deliver to the CITY all reports and documents required to be provided pursuant to Exhibit “A.” CONSULTANT shall, upon completion of all work, submit to the CITY all information developed in the course of the CONSULTANT's services. CONSULTANT shall furnish the CITY, upon request, copies of all documents and other materials prepared or developed in relation with, or as part of, the project. CONSULTANT shall, in such time and in such form as the CITY may require, furnish reports concerning the status of services required under this Agreement. CONSULTANT shall, upon request by CITY and upon completion or termination of this Agreement, deliver to the CITY all material furnished to CONSULTANT by the CITY.
13.2 Ownership. Each and every document, map, report, draft, works, work product, record and other document reproduced, prepared, or caused to be prepared by the CONSULTANT pursuant to or in connection with this Agreement, and any and all intellectual property rights arising in connection therewith, shall be the exclusive property of the CITY. CONSULTANT expressly waives any claims it may have by operation of law or otherwise, to all
such rights, and in the event such waiver is deemed to be unenforceable, then CONSULTANT hereby assigns all such rights to the CITY.
13.3 Confidentiality. CONSULTANT shall not disclose, publish, or authorize others to disclose or publish, prepared and/or obtained documents, design data, maps, drawings, personal information, specifications, reports, or other information provided by the CITY in connection with this Agreement, or any other information to which the CONSULTANT has had access during the term of this Agreement, without the prior written approval of the CITY’s representative.
13.4 Records. CONSULTANT shall maintain complete and accurate records with respect to sales, costs, expenses, receipts, and/or other such information required by the CITY. The CONSULTANT shall maintain adequate records on services provided in sufficient detail to permit an evaluation of service. All such records shall be maintained in accordance with generally accepted accounting principles and shall be clearly identified and readily accessible. CONSULTANT shall provide access to the CITY’S representative or designees during business hours to such books and records, and give the CITY’S representative or designees the right to examine and audit such books and records and to make transcripts as necessary, and to allow inspection of all work, data, documents, and activities related to this Agreement.
14.0 PERSONAL SERVICES AGREEMENT. This Agreement is personal to the CONSULTANT. Any attempt at assignment by the CONSULTANT shall be void unless approved in writing by the Designated Official. CONSULTANT'S services pursuant to this Agreement shall be provided by the representative or directly under the supervision of the representative. CONSULTANT may not subcontract any required performance hereunder without CITY’S prior written consent.
15.0 MISCELLANEOUS TERMS.
15.1 Nuisance. CONSULTANT shall not maintain, commit, or permit the maintenance or commission of any nuisance in connection with the performance of services under this Agreement.
15.2 Permits and Licenses. CONSULTANT, at its sole expense, shall obtain and maintain during the term of this Agreement, all appropriate permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.
15.3 Conflicts of Interest. CONSULTANT agrees to be familiar with and comply with all applicable federal, state, and local conflict of interest laws.
15.4 Waiver. A waiver by the CITY of any breach of any term, covenant, or condition contained in this Agreement shall not be deemed to be a waiver of any subsequent breach of the same or any other term, covenant, or condition contained in this Agreement whether of the same or different character.
15.5 Completion of Services. The CONSULTANT shall commence, carry on, and complete its assignments with all practicable dispatch, in a sound, economical, and efficient manner in accordance with all applicable laws and generally accepted industry standards.
15.6 Matters to be Disregarded. The titles of the sections, subsections, and paragraphs set forth in this Agreement are inserted for convenience and reference only and shall be disregarded in construing or interpreting any of the provisions of this Agreement.
15.7 Notices and Representatives. Any notice required by this Agreement to be given in writing to the party at its principal place of business. For purposes of this Agreement, the address of CONSULTANT’s principal place of business is
CONSULTANT’s representative: CITY’s representative: Tim O’Donnell, City Manager, City of Brea Either party may change its representative or address at which it is to receive notices by advising the other party in writing.
15.8 CITY Not Obligated to Third Parties. The CITY shall not be obligated or liable under this Agreement to any party other than the CONSULTANT.
15.9 Rights and Remedies Not Waived. In no event shall the making by the CITY of any payment to the CONSULTANT constitute or be construed as a waiver by the CITY of any breach of covenant, or any default which may then exist, on the part of the CONSULTANT, and the making of any such payment by the CITY while any such breach or default shall exist shall in no way impair or prejudice any right or remedy available to the CITY with regard to such breach or default.
15.10 Cost of Litigation. If any legal action is necessary to enforce any provision of this Agreement or for damages by reason of an alleged breach of any provisions of this Agreement, the prevailing party shall be entitled to receive from the losing party all costs and expenses in such amount as the courts may determine to be reasonable. In awarding the cost of litigation, the court shall not be bound by any court fee schedule, but shall, if it is in the interest of justice to do so, award the full amount of costs, expenses, and attorneys' fees paid or incurred in good faith.
15.11 Compliance with Laws. In the performance of the work required by this Agreement, CONSULTANT shall abide by and conform with and to any and all applicable laws of the United States and the State of California, and CITY’s Municipal Code, ordinances, regulations and policies.
15.12 Severability. If any part, term, or provision of this Agreement shall be held illegal, unenforceable, or in conflict with any law of a federal, state, or local government having jurisdiction over this Agreement, the validity of the remaining portions or provisions shall not be affected by such holding.
15.13 Governing Law. The terms of this Agreement shall be interpreted according to the laws of the State of California. Should litigation occur, venue shall be in the Superior Court of the County of Orange, California.
15.14 Integrated Contract. This Agreement represents the entire Agreement between the CITY and CONSULTANT. No verbal agreement, representation or implied covenant shall be held to vary the provisions of this Agreement. This Agreement shall bind and inure to the benefit of the parties to this Agreement and any subsequent successors and assigns. In the event of any inconsistency between the provisions of this Agreement and CONSULTANT's proposal or any Exhibit hereto, the provisions of this Agreement shall control.
In recognition of the obligations stated in this Agreement, the parties have executed this Agreement on the date indicated above. CITY OF BREA a municipal corporation CONSULTANT
_________________________ by: Title: City of Brea, Mayor Date:
_________________________ by: Title: Date:
___________________________ Attested By: Lucinda Williams Title: City of Brea, Deputy City Clerk Date:
s\cultural\Art Shelters & APP\APP\Veteran’s Memorial\Professional Services Agreement
Scope of Work
Consultant Name: The project consists of retaining an artist and/or architect of national acclaim to create a piece for a sizable public Veteran’s Memorial which shall be located within the Brea Civic and Cultural Center campus. The Consultant will confer with the City of Brea to develop the Veteran’s Memorial and will provide the following services: Research, Analysis and Public Outreach: The first phase consists of on-site research and document review. The Consultant will meet with City staff and the Veteran’s Memorial Advisory Committee (V-MAC) to develop an understanding of the role that the arts and memorials play within the community. In addition, the consultant shall facilitate public engagement and education outreach with community members and special interests groups in an effort to seek their input regarding this memorial project. The research phase includes an in-depth search for the most qualified pool of artists and/or architects that meet the qualifications. This involves contacting the artists and/or architects and preparing presentation materials for 20 to 25 recommended artists/architects. These 20-25 artists/architects will then be presented to the internal committee for selection of 3-5 finalists. Estimated hours: TBD
Finalists’ Development: The second phase consists of working with the finalists to coordinate site tours, provide background materials, and prepare proposals including marquettes and other visual materials. This involves coordinating the finalists’ presentations for the V-MAC. The V-MAC will review the finalists’ proposals and will recommend a finalist(s) to the Brea City Council for their consideration. Estimated hours: TBD
Final Plan Review and Approval: The third phase consists of working with the finalist(s), advising her/him through the City Council presentation and approval process. This includes preparing a full and complete presentation for the City Council. Estimated hours: TBD
Design and Installation: The final phase consists of overseeing the artist/architect during design, engineering, fabrication, and installation of the final memorial. This includes coordinating all necessary City review and approvals during design, fabrication, and installation. This entails working with the artist/architect to assure that the installation of the memorial meets the City’s satisfaction. Estimated hours: Exhibit B Consultant Name: TBD
TRAVEL AND SCHEDULE: It is anticipated that the Consultant might make one or two trips to visit regional and/or national artists during the preliminary stages of the project. Travel expenses will be approved prior to any travel and shall be reimbursed directly by the City, independently from this agreement. Travel expenses are not to exceed $ .
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