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HomeMy WebLinkAboutWatkins Contracting Inc. - Demolition McKinley Avenue - 1998AGREEMENT BY AND BETWEEN COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY AND WATKINS CONTRACTING, INC. THIS AGREEMENT is entered into this 15th day of December, 1998, by and between the COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL, CITY, a municipal corporation (the "CDC"), WATKINS CONTRACTING, INC., (the "CONTRAC- TOR"). RECITALS WHEREAS, the CDC desires to employ a CONTRACTOR for the demolition of 1237 and 1239 McKinley Avenue, National City. WHEREAS, the CDC has determined that the CONTRACTOR is a Goodwill Appraiser and is qualified by experience and ability to perform the services desired by the CDC, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CDC hereby agrees to engage the CONTRACTOR, and the CONTRACTOR hereby agrees to perform the services hereinafter set forth in accordance with all terms and conditions contained herein. The CONTRACTOR represents that all services required hereunder will be performed directly by the CONTRACTOR or under direct supervision of the CONTRACTOR. 2. SCOPE OF SERVICES. The CONTRACTOR will perform services as set forth in "Work to be Done", attached hereto as Exhibit "A". The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CDC for such services, except as authorized in advance by the CDC. The CONTRACTOR shall appear at meetings, as needed, to keep staff and City Council advised of the progress on the project. The CDC may unilaterally, or upon request from the CONTRACTOR, from time to time reduce the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CDC and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction in the compensation associated with said reduction in services. 3. PROJECT COORDINATION AND SUPERVISION. Eric Crockett is hereby designated as the Project Coordinator for the CDC and will monitor the progress and execution of this Agreement. The CONTRACTOR shall assign a single Project Director to provide supervision and have overall responsibility for the progress and execution of this Agreement for the CONTRA- CTOR Greg S. Watkins is hereby designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT . The total cost for all work described in Exhibit "A" shall not exceed $13,325.00. Payment will be paid in full upon completion of the work. Page 2 of 13 The CONTRACTOR shall maintain all books, documents, papers, employee time sheets, accounting records, and other evidence pertaining to costs incurred and shall make such materials available at its office at all reasonable times during the term of this Agreement and for three (3) years from thc date of final payment under this Agreement, for inspection by the CDC and for furnishing of copies to the CDC, if requested. 5. LENGTH OF AGREEMENT. The term of this agreement shall be for a period of twenty five (25) business days from the date of the Notice to Proceed. This agreement may be modified or extended by the written agreement by either party. 6. DISPOSITION OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans. Specifications and other documents prepared by the CONTRACTOR for this Project shall become the property of the CDC for use solely with respect to this Project, and shall be turned over to the CDC upon completion of the Project, or any phase thereof; contemplated by this Agreeii irt. 7. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacity and not as agents, employees, partners or joint venturers with one another. The CONTRACTOR is not an employee of the CDC and is not entitled to any of the rights, benefits, or privileges of thc CDC's employees, including but not limited to medical, unemployment, or workers' compensation insurance. This Agreement contemplates the personal services of the CONTRACTOR and the CONTRACTOR's employees, and it is recognized by the parties that a substantial inducement to Page 3 of 13 the CDC for entering into this Agreement was, and is, the professional reputation and competence of the CONTRACTOR and its employees. Neither this Agreement nor any interest herein may be assigned by the CONTRACTOR without the prior written consent of the CDC. Nothing herein contained is intended to prevent the CONTRACTOR from employing or hiring as many employees as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. 8. CONTROL. Neither the CDC nor its officers, agents or employees shall have any control over the conduct of the CONTRACTOR or any of the CONTRACTOR's employees except as herein set forth, and the CONTRACTOR expressly agrees not to represent that the CONTRACTOR or the CONTRACTOR's agents, servants, or employees are in any manner agents, servants or employees of the CDC, it being understood that the CONTRACTOR, its agents, servants, and employees are as to the CDC wholly independent contractors and that the CONTRACTOR's obligations to the CDC are solely such as are prescribed by this Agreement. 9. COMPLIANCE WITH APPLICABLE LAW. The CONTRACTOR, in the performance of the services to be provided herein, shall comply with all State and Federal statutes and regulations, and all ordinances, rules and regulations of the City of National City whether now in force or subsequently enacted. The CONTRACTOR, and its subcontractors, shall obtain a current City of National City business license prior to performing any work within the City. 10. LICENSES, PERMITS, ETC. The CONTRACTOR represents and covenants that it has all licenses. permits, qualifications, and approvals of whatever nature that are legally required to Page 4 of 13 practice its profession. The CONTRACTOR represents and covenants that the CONTRACTOR shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, or approval which is legally required for the CONTRACTOR to practice its profession. 11. STANDARD OF CARE. The CONTRACTOR, in performing any services under this Agreement, shall perform in a manner consistent with that level of care and skill ordinarily exercised by members of the profession currently practicing under similar conditions and in similar locations. 12. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR will not discriminate against any employee or applicant for employment because of age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. The CONTRACTOR will take positive action to insure that applicants are employed without regard to their age, race, color, ancestry, religion, sex, sexual orientation, marital status, national origin, physical handicap, or medical condition. Such action shall include but not be limited to the following: employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The CONTRACTOR agrees to post in conspicuous places available to employees and applicants for employment any notices provided by the CDC setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL INFORMATION. The CDC may from time to time communicate to the CONTRACTOR certain confidential information to enable the CONTRACTOR to effectively Page 5 of 13 perform the services to be provided herein. The CONTRACTOR shall treat all such information as confidential and shall not disclose any part thereof without the prior written consent of the CDC. The CONTRACTOR shall limit the use and circulation of such information, even within its own organization, to the extent necessary to perform the services to be provided herein. The foregoing obligation of this Section 13, however, shall not apply to any part of the information that (i) has been disclosed in publicly available sources of information; (ii) is, through no fault of the CONTRACTOR, hereafter disclosed in publicly available sources of information; (iii) is already in the possession of the CONTRACTOR without any obligation of confidentiality; or (iv) has been or is hereafter rightfully disclosed to the CONTRACTOR by a third party, but only to the extent that the use or disclosure thereof has been or is rightfully authorized by that third party. The CONIRACTOR shall not disclose any reports, recommendations, conclusions or other results of the services or the existence of the subject matter of this Agreement without the prior written consent of the CDC. In its performance hereunder, the CONTRACTOR shall comply with all legal obligations it may now or hereafter have respecting the information or other property of any other person, firm or corporation. 14. HOLD HARMLESS. The CONTRACTOR agrees to indemnify, defend, and hold harmless the CDC, the City of National City, and their officers, employees and volunteers, against and from any and all liability, loss, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, costs or attorneys' fees, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, in any way resulting from or arising out of the CONIRACTOR's performance of this Agreement. Page 6 of 13 • 15. WORKERS' COMPENSATION. The CONTRACTOR shall comply with all of the provisions of the Workers' Compensation Insurance and Safety Acts of the State of California, the applicable provisions of Division 4 and 5 of the California Government Code and all amendments thereto; and all similar state or Federal acts or laws applicable; and shall indemnify, defend and hold harmless the CDC and its officers, employees and volunteers from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including attorney's fees and costs presented, brought or recovered against the CDC or its officers, employees, or volunteers, for or on account of any liability under any of said acts which may be incurred by reason of any work to be performed by the CONTRACTOR under this Agreement. 16. INSURANCE. The CONTRACTOR, at its sole cost and expense, shall purchase and maintain throughout the term of this agreement, the following insurance policies: a. Professional liability insurance with minimum limits of $1,000,000 per occurrence. b. Automobile insurance covering all bodily injury and property damage incurred during the performance of this Agreement, with a minimum coverage of $500,000 combined single limit per accident. Such automobile insurance shall include non -owned vehicles. c. Comprehensive general liability insurance, with minimum limits of $1,000,000 combined single limit per occurrence, covering all bodily injury and property damage arising out of its operation under this Agreement. d. Workers' compensation insurance covering all of its employees and volunteers. e. The aforesaid policies shall constitute primary insurance as to the CDC, its officers, employees, and volunteers, so that any other policies held by the CDC shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CDC of cancellation or material change. Page 7 of 13 f. Said policies, except for the professional liability and worker's compensation policies, shall name the CDC and its officers, agents and employees as additional insureds. g. This Agreement shall not take effect until certificate(s) or other sufficient proof that these insurance provisions have been complied with, are filed with and approved by the City of National City's Risk Manager. If the CONTRACTOR does not keep all of such insurance policies in full force and effect at all times during the terms of this Agreement, the CDC may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. h. If required insurance coverage is provided on a "claims made" rather than "occurrence" form, the CONTRACTOR shall maintain such insurance coverage for three years after expiration of the term (and any extensions) of this Agreement. i. Any aggregate insurance limits must apply solely to this Agreement. 17. LEGAL FEES. If any party brings a suit or action against the other party arising from any breach of any of the covenants or agreements or any inaccuracies in any of the representations and warranties on the part of the other party arising out of this Agreement, then in that event, the prevailing party in such action or dispute, whether by final judgment or out -of -court settlement, shall he entitled to have and recover of and from the other party all costs and expenses of suit, including actual attorneys' fees. 18. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof, the parties agree first to try, in good faith, to settle the dispute by mediation in San Diego, California, in accordance with the Commercial Mediation Rules of the American Arbitration Page 8 of 13 Association the ("AAA") before resorting to arbitration. The costs of mediation shall be borne equally by the parties. Any controversy or claim arising out of or relating to, this Agreement, or breach thereof, which is not resolved by mediation shall be settled by arbitration in San Diego, California, in accordance with the Commercial Arbitration Rules of the AAA then existing. Any award rendered shall be final and conclusive upon the parties, and a judgment thereon may be entered in any court having jurisdiction over the subject matter of the controversy. The expenses of the arbitration shall be borne equally by the parties to the arbitration, provided that each party shall pay for and bear the costs of its own experts, evidence and attorneys' fees, except that the arbitrator may assess such expenses or any part thereof against a specified party as part of the arbitration award. 19. TERMINATION. This Agreement may be terminated with or without cause by the CDC. Termination without cause shall be effective only upon 60-day written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in accordance with this Agreement. This Agreement may also be terminated immediately by the CDC for cause in the event of a material breach of this Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agtczjnent or the perfotmance of services, or the failure to perform services as directed by the CDC. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. Page 9of13 In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR shall become the property of and be delivered to the CDC, and the CONTRACTOR shall be entitled to receive just and equitable compensation for any work satisfactorily completed on such documents and other materials up to the effective date of the Notice of Termination, not to exceed the amounts payable hereunder, and less any damages caused the CDC by the CONTRACTOR's breach, if any. 20. NOTICES. Notices pursuant to this Agreement shall be by personal delivery or by deposit in the United States Postal Service, first-class, postage -prepaid, and addressed as follows: To CDC: Paul Desrochers, Executive Director COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY 140 E. 12th Street, Suite B National City, CA 91950 To CONTRACTOR: Greg S. Watkins, President WATKINS CONTRACTING, INC. 5490 Complex Street, Ste. 603 San Diego, CA 92123 Notice of change of address shall be given by written notice in the manner specified in this Section. Rejection or other refusal to accept or the inability to deliver because of changed address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Any notice, request, demand, direction or other communication sent by cable, telex, tclecopy, facsimile or fax must be confirmed within forty-eight (48) hours by letter mailed or delivered as specified in this Section. Page l0 of 13 21. CONFLICT OF INTEREST AND POLITICAL REFORM ACT OBLIGATIONS. During the term of this Agreement, the CONTRACTOR shall not perform services of any kind for any person or entity whose interests conflict in any way with those of the City of National City. The CONTRACTOR shall at all times comply with the terms of the Political Reform Act and the National City Conflict of Interest Code. The CONTRACTOR shall immediately disqualify itself and shall not use its official position to influence in any way any matter corning before the CDC in which the CONTRACTOR has a financial interest as defined in Govemment Code Section 87103. The CONTRACTOR represents that it has no knowledge of any financial interests which would require it to disqualify itself from any matter on which it might perform services for the CDC. "The CONTRACTOR shall comply with all of the reporting requirements of the Political Reform Act and National City regulations. Specifically, the CONTRACTOR shall file Statements of Economic Interest with the City Clerk of the City of National City in a timely manner on forms which the CONTRACTOR shall obtain from the City Clerk, if required by the National City Conflict of Interest Code as determined by the City Attorney of the City of National City. 22. MISCELLANEOUS PROVISIONS. a. Computation of Time Periods. If any date or time period provided for in this Agreement is or ends on a Saturday, Sunday or federal, state or legal holiday, then such date shall automatically be extended until 5:00 p.m. Pacific Time of the next day which is not a Saturday, Sunday or federal, state or legal holiday. b. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. Page 11 of 13 c. Captions. Any captions to, or headings of, the sections or subsections of this Agreement are solely for the convenience of the parties hereto, are not a part of this Agreement, and shall not be used for the interpretation or determination of the validity of this Agreement or any provision hereof d. No Obligations to Third Parties. Except as otherwise expressly provided herein, the execution and delivery of this Agreement shall not be deemed to confer any rights upon, or obligate any of the parties hereto, to any person or entity other than the parties hereto. e. Exhibits and Schedules. The Exhibits and Schedules attached hereto are hereby incorporated herein by this reference for all purposes. f Amendment to this Agreement. The terms of this Agreement may not be modified or amended except by an instrument in writing executed by each of the parties hereto. g. Waiver. The waiver or failure to enforce any provision of this Agreement shall not operate as a waiver of any future breach of any such provision or any other provision hereof. h. Applicable Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California i. Entire Agreement. This Agreement supersedes any prior agreements, negotiations and communications, oral or written, and contains the entire agreement between the parties as to the subject matter hereof. No subsequent agreement, representation, or promise made by either party hereto, or by or to an employee, officer, agent or representative of any party hereto shall be of any effect unless it is in writing and executed by the party to be bound thereby. j. Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors and assigns of the parties hereto. k. Construction. The parties acknowledge and agree that (i) each party is of equal bargaining strength, (ii) each party has actively participated in the drafting, preparation and negotiation of Page 12 of 13 this Agreement, (iii) each such party has consulted with or has had the opportunity to consult with its own, independent counsel and such other professional advisors as such party has deemed appropriate, relative to any and ail matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agree►ixiri, (v) each party has agreed to enter into this Agreement following such review and the rendering of such advice, and (vi) any rule or 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 portions hereof, or any amendments hereto. IN WITNESS WIIEREOF, the parties hereto have executed this Agreement on the date and year first above written. COMMUNITY DEVELOPMENT COMMISSION OF THE CITY OF NATIONAL CITY By: George H. Waters, Chairman WATKINS CONTRACTING, INC. By: Greg S. Watkins, President APPROVED AS TO FORM: By: Georg iser, III City/CDC Attorney By: Page 13 of 13 DEMOLITION AT 1237 and 1239 MCKINLEY AVENUE WORK TO BE DONE A. If the contractor selects to move off certain units, he may do so but must comply with all applicable laws, statutes. ordinances, and regulations of the City, County, State, and Federal Government in regard to the removal, relocation, and transportation of these structures at his sole cost and expense. The contractor shall furnish all supervision, labor, tools, materials, equipment, and services necessary to demolishiremove the buildings and comply with the requirements of these specifications. The contractor shall remove all structures, footings, foundations, asphalt, slabs, steps, walks, accessory buildings, fences, trees, shrubs, stumps, brush, vegetation, rubbish, and debris from the work site located in the demolition area per Exhibit All trees and shrubs except those identified for preservation by the City shall be removed. Tree removal shall include the removal of the major root ball and back filling the resulting excavation. Remaining excavation or depressions shall be restored to the level of the adjacent ground. Fill materials shall be clean. well graded soil, free of debris or vegetable matter; and, if the average depth of fill exceeds 18", it shall be compacted to not less than 90 percent (90%) of maximum density. The Contract Administrator may modify or augment these requirements based upon the conditions present at a particular site. E. Combustible material must be removed from the site as demolition proceeds. F. Dry or dusty materials or debris must be wetted down to allay the dust. G. All glass must be removed from the building or structure before beginning demolition. Street drainage, drainage structures, natural drainage, or diversion must not be obstructed. I. Demolition removal must not be done on public easements without permission. The repair of and damage to public improvements or private property, caused by the contractor outside of the scope of the required demolition/house removal, shall be at the expense of the contractor. Such repair work shall be sufficient to restore the damage area or surfaces to a condition equivalent to and matching the condition existing prior to the damage. Page 1 of Repairs to public improvements, i.e., curbs, gutters, sidewalks, etc., must be authorized by a public improvement permit obtainable from the office of the City Engineer (619) 336-4380. K. It shall be the contractor's responsibility to disconnect or remove or provide for the disconnection or removal of all utilities, including sewers, which shall be capped by the contractor, and back fill will not be placed until such capping is inspected and approved by the City of National City. The City will send a letter of utility service retirement to the utility companies. However, the contractor is responsible for utility coordination and disconnection. The contractor shall not remove abandoned utilities until approval is granted by the affected private utility company or the public entity. The contractor shall promptly remove all debris and salvageable material by hauling. The burning of debris from the work site is not permitted. All material removed from the site shall be disposed of at the contractor's expense at a site approved by the City Engineer. M. The demolition area as described in Exhibit "A" shall be rough graded to leave the area in a relatively smooth and level condition, free of all debris and vegetation. The work site shall be left in a clean and safe condition upon completion of work. O. The contractor shall comply with Section 15.12 of the National City Municipal Code for moving a building or structure within the city. The contractor shall secure the site by installing temporary fence around the site during demolition or removal and site cleaning. RISK OF LOSS OF CONTRACTOR The contractor shall assume the risk of any and all types of loss and damage to adjoining property, or to materials or things employed in doing the work, or stored on site, until the City of National City has accepted completion of the project. The City, however, will not assume the risk of any loss or damage to materials and things employed by the contractor in doing the work. The contractor, with due diligence and dispatch, shall replace or repair, at his own expense the work lost or damaged. WKDN Page 2 of 2 COMMUNITY DEVELOPMENT COMMISSION of the City of National City Chairman George H. Waters Members Mitch Beauchamp Ralphlnzunza Ron Morrison Rosalie G. Zarate Executive Director Pnul Desrochers 140 E. 12' Street, SuiteB National City, CA 91950-3312 (619) 336-4250 fax 336-4286 January 11, 1999 Greg Watkins, President Watkins Contracting, Inc. 5490 Complex Street, Ste. 603 San Diego, CA 92123 Mr. Watkins, Enclosed please find one copy of the executed contract for the demolition of 1237 & 1239 McKinley Avenue, National City, CA 91950. This letter shall serve as your formal notice to proceed. Please have Mr. Bill Stampler call me before beginning in order to resolve obtaining the demolition permits. Thank you for your assistance on this matter and we look forward to working with your staff. Should you have any questions please call me at 336-4276. Sincerely, Eric Crockett Project Coordinator