Loading...
HomeMy WebLinkAbout2006 CON Rick Engineering - Bike Master PlanAGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND RICK ENGINEERING, INC. THIS AGREEMENT is entered into this June 20th, 2006, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and RICK ENGINEERING, INC. (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide engineering services to develop a BIKE MASTER PLAN for the City. WHEREAS, the CITY has determined that the CONTRACTOR is a firm specializing in Civil Engineering design work, and is qualified by experience and ability to perform the services desired by the CITY, and the CONTRACTOR is willing to perform such services. NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS FOLLOWS: 1. ENGAGEMENT OF CONTRACTOR. The CITY 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 the attached Exhibit A. The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CONTRACTOR shall appear at meetings cited in Exhibit A to keep staff and City Council advised of the progress on the project. The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of 10% from the base amount. 3. PROJECT COORDINATION AND SUPERVISION. Alberto Griego, Associate Engineer -Civil, hereby is designated as the Project Coordinator for the CITY 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 CONTRACTOR Martin Flores, R.L.A.-Director of Urban Design and Planning thereby is designated as the Project Director for the CONTRACTOR. 4. COMPENSATION AND PAYMENT. The compensation for the CONTRACTOR shall be based on monthly billings covering actual work performed. Billings shall include labor classifications, respective rates, hours worked and also materials, if any. The total cost for all work described in Exhibit A shall not exceed the amounts described in the professional fees section of the attached Exhibit A (the Base amount) without prior written authorization from the Project Coordinator. Monthly invoices will be processed for payment and remitted within thirty (30) days from receipt of invoice, provided that work is accomplished consistent with Exhibit A as determined by the CITY. 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 the date of final payment under this Agreement, for inspection by the CITY and for furnishing of copies to the CITY, if requested. 5. LENGTH OF AGREEMENT. The length of this agreement shall be (90) ninety working daysfrom the date the agreement is entered. Therefore the final report shall be submitted no later than November 13th, 2006. 6. DISPOSITION AND OWNERSHIP OF DOCUMENTS. The Memoranda, Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR for this Project, whether paper or electronic, shall become the property of the CITY for use with respect to this Project, and shall be turned over to the CITY upon completion of the Project, or any phase thereof, as contemplated by this Agreement. Contemporaneously with the transfer of documents, the CONTRACTOR hereby assigns to the CITY and CONTRACTOR thereby expressly waives and disclaims, any copyright in, and the right to reproduce, all written material, drawings, plans, specifications or other work prepared under this agreement, except upon the CITY's prior authorization regarding reproduction, which authorization shall not be unreasonably withheld. The CONTRACTOR shall, upon request of the CITY, execute any further document(s) necessary to further effectuate this waiver and disclaimer. The CONTRACTOR agrees that the CITY may use, reuse, alter, reproduce, modify, assign, transfer, or in any other way, medium or method utilize the CONTRACTOR's written work product for the CITY's purposes, and the CONTRACTOR expressly waives and disclaims any residual rights granted to it by Civil Code Sections 980 through 989 relating to intellectual property and artistic works. 2 Any modification or reuse by the CITY of documents, drawings or specifications prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14 but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 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. Neither the CONTRACTOR nor the CONTRACTOR'S employees are employee of the CITY and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, 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 the CITY 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 CITY. Nothing herein contained is intended to prevent the CONTRACTOR from employing or hiring as many employees, or subcontractors, as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its subcontractor(s) shall require the subcontractor to adhere to the applicable terms of this Agreement. 8. CONTROL. Neither the CITY 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 CITY, it being understood that the CONTRACTOR, its agents, servants, and employees are as to the CITY wholly independent contractors and that the CONTRACTOR's obligations to the CITY 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 applicable State and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONTRACTOR, and each of its subcontractors, shall obtain and maintain a current City of National City business license prior to and during performance of 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 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 3 of this Agreement, any license, permit, or approval which is legally required for the CONTRACTOR to practice its profession. 11. STANDARD OF CARE. A. 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 CONTRACTOR'S trade or profession currently practicing under similar conditions and in similar locations. The CONTRACTOR shall take all special precautions necessary to protect the CONTRACTOR's employees and members of the public from risk of harm arising out of the nature of the work and/or the conditions of the work site. B. The CONTRACTOR is responsible for identifying any unique products, treatments, processes or materials whose availability is critical to the success of the project the CONTRACTOR has been retained to perform, within the time requirements of the CITY, or, when no time is specified, then within a commercially reasonable time. Accordingly, unless the CONTRACTOR has notified the CITY otherwise, the CONTRACTOR warrants that all products, materials, processes or treatments identified in the project documents prepared for the CITY are reasonably commercially available. Any failure by the CONTRACTOR to use due diligence under this sub -paragraph will render the CONTRACTOR liable to the CITY for any increased costs that result from the CITY's later inability to obtain the specified items or any reasonable substitute within a price range that allows for project completion in the time frame specified or, when not specified, then within a commercially reasonable time. 12. NON-DISCRIMINATION PROVISIONS. The CONTRACTOR shall 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 CITY setting forth the provisions of this non-discrimination clause. 13. CONFIDENTIAL INFORMATION. The CITY may from time to time communicate to the CONTRACTOR certain confidential information to enable the CONTRACTOR to effectively 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 CITY. 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 4 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 CONTRACTOR 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 CITY. 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. CONTRACTOR shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 14. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR agrees to indemnify and hold harmless the City of National City, its officers, employees, and appointed volunteers against and from any and all liability, loss, defense cost, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONTRACTOR's negligent acts, errors or omissions or other wrongful conduct performance of this Agreement. 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, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY 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, and shall require its subcontractors, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: A. If checked, Professional Liability Insurance (errors and omissions) 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 $1,000,000 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 and annual aggregate, covering all bodily injury and property damage arising out of its operation under this Agreement. D. Workers' compensation insurance covering all of CONSULTANT's employees. 5 E. The aforesaid policies shall constitute primary insurance as to the CITY, its officers, employees, and appointed volunteers, so that any other policies held by the CITY shall not contribute to any loss under said insurance. Said policies shall provide for thirty (30) days prior written notice to the CITY of cancellation or material change ten (10) days if cancellation is for nonpayment of premiums. F. Said policies, except for the professional liability and worker's compensation policies, shall name the CITY and its officers, agents and employees as additional insureds. G. 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. H. Any aggregate insurance limits must apply solely to this Agreement. I. Insurance shall be written with only California admitted companies which hold a current policy holder's alphabetic and financial size category rating of not less than A VIII according to the current Best's Key Rating Guide, or a company equal financial stability that is approved by the City's Risk Manager. J. 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'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 CITY may elect to treat the failure to maintain the requisite insurance as a breach of this Agreement and terminate the Agreement as provided herein. 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 be entitled to have and recover of and from the other party all costs and expenses of suit, including attorneys' fees. For purposes of determining who is to be considered the prevailing party, it is stipulated that attorney's fees incurred in the prosecution or defense of the action or suit shall not be considered in determining the amount of the judgement or award. Attorney's fees to the prevailing party if other than the CITY shall, in addition, be limited to the amount of attorney's fees incurred by the CITY in its prosecution or defense of the action, irrespective of the actual amount of attorney's fees incurred by the prevailing party. 18. MEDIATION/ARBITRATION. If a dispute arises out of or relates to this Agreement, or the breach thereof and the amount of controversy does not exceed $25,000, 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 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 that does not exceed $25,000 and 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. A. This Agreement may be terminated with or without cause by the CITY. Termination without cause shall be effective only upon 60-day's written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the. CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, 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 CITY by the CONTRACTOR's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right to immediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONTRACTOR. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: 7 To the CITY: Stephen M. Kirkpatrick City Engineer City of National City 1243 National City Boulevard National City, CA 91950 To the CONTRACTOR: Martin Flores, R.L.A. Director of Urban Design and Planning Rick Engineering, Inc. 5620 Friars Road San Diego, CA 92110 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, telecopy, facsimile or fax must be confirmed within forty- eight (48) hours by letter mailed or delivered as specified in this Section. 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 also agrees not to specify any product, treatment, process or material for the project in which the CONTRACTOR has a material financial interest, either direct or indirect, without first notifying the CITY of that fact. 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 coming before the CITY in which the CONTRACTOR has a financial interest as defined in Government Code Section 87103. The CONTRACTOR represents that it has no knowledge of any financial interests that would require it to disqualify itself from any matter on which it might perform services for the CITY. The CONTRACTOR shall be strictly liable to the CITY for all damages, costs or expenses the CITY may suffer by virtue of any violation of this Paragraph 21 by the CONTRACTOR. 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. 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 following Exhibits attached hereto are hereby incorporated herein by this reference for all purposes. ■ Exhibit A — Scope of Services and Fee Schedule 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 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 all matters contemplated under this Agreement, (iv) each party and such parry's counsel and advisors have reviewed this Agreement, (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 WHEREOF, the date and year first above written. CITY OF NATIONAL CITY By: Stephen '' rkpatrick, City Engi T'-r APPROVED AS TO FORM: aft George H. Eiser, III City Attorney the parties hereto have executed this Agreement on E46JN6-/4.74 C 2/) /NC. (Two signatures required) By: By: (Nam (Title (IA:\ ame) (/144,1 26/ ' m (Title) 10 EXHIBIT "A" 11 Rick Engineering — Urban Design and Planning 5/2/2006 METHODS TO ACCOMPLISH THE WORK The proposed scope outlined below represents the range of investigations and concept generation needed to prepare the Bikeway Master Plan. The issues are to integrate public input, identify community impacts, identify funding sources, evaluate existing local and regional bike facilities into a new system, identify geographical constraints and ensure that the development of the cycle linkages are promoted through land use, policy and transportation planning. Working closely with the City, cycle organizations, and other community and business stakeholders, the Rick Team will consider the full range of physical, social, political, and economic factors that must come together to implement a viable development criteria and program within the National City project area. We will build critical City, stakeholder agency, and community support through a proactive design process where stakeholders are actively engaged, concerns addressed, and hopes realized. The core of this proposal is that we recognize that there are indeed significant existing opportunities for a bikeway system within the City and that these existing opportunities, combined with new cycle routes and facilities, can be a catalyst to connecting cyclists to the downtown, job centers, schools, recreational areas and transportation centers within National City. Given the current regional cycle routes on the border of National City, one key challenge will be to investigate bikeways that are continuous and are appropriate to the street classifications, traffic volume, and speed on all right-of-ways. Additionally, the means of how new and integrated bikeway improvements can provide a clear sense of place, discovery, and arrival will be an important aspect to any new bike infrastructure investment. It is important to note that the key to any successful plan is to have clear implementation measures, which include looking at early, intermediate, and long term measures to sustain continued development built around bike facilities and transportation. TASK 1— EXISTING CONDITIONS SURVEY Task 1.1 Refine Scope of Work and Project Area • Review and refine proposed project area, scope, and budget with City staff. Task 111— Project Set Up • Develop and agree upon a project schedule and manual to be applied throughout the entire project. • Reconfirm appropriate review processes/committees. • Reconfirm with the City all stakeholders and regulatory agencies to be engaged during the planning and design process. • Define all project deliverables, project meetings, public meetings with various stakeholders and interested property owners, interviews, and workshops, and integrate complied information into the master project schedule. • Work with the City to set up a working Technical Committee (to include all agencies, such as the National City Planning Department, transportation staff, and other strategic stakeholders recommended by the project engineer), to review all work and help guide the overall process. I Rick Engineering — Urban Design and Planning 5/2/2006 Task 1.2 —Review of Existing and Current Planning ■ Review of updated General Plan Circulation Element, any existing bike facilities, and any relevant design guidelines. This includes reviewing State standards and accident data involving bicycles within the City. ■ Review the bikeway planning by other public agencies undergoing planning, which impacts the project area. Task 1.3 Review of Existing Conditions Site Issues and Opportunities • Review the regional bikeway system to determine and evaluate continuity and flow characteristics of City routes into adjacent communities. • Assess all existing cycle routes. • Collect GIS data source. • Staff rides existing routes, and review existing data to ensure consistency. Deliverables ■ Existing Conditions Report to include GIS data and existing regional and local assessment. • Project schedule • Prepare a Bikeway Master Plan fact sheet to be distributed at public meeting and sent to stakeholders. • Prepare a stakeholder data base. • Work with National City information officer or Web Master to promote Master Plan and provide updates. Meetings • Meetings with the Technical Committee (1). • Meetings with other stakeholder groups as required (2) • Public Meeting #1 Community Meeting: Presentation of existing conditions and other successful bike systems TASK 2 — PRELIMINARY MASTER PLAN PREFERRED ALTERNATIVE PLAN Conceptual design illustrations for the entire area and key alternatives and their specific programs will be developed that outlines major and minor cycle routes, bike facilities, future and phased development, and key linkages. As the Team moves from the scale of the City and the design of bike routes within the project area, potential development sites may be tested through development of plans and sections. All designs will be done with to assure compliance with all key regulatory constraints, transportation realities, and to ensure maintenance and economic feasibility. Preliminary recommendations for Master Plan guidelines will be developed. One or a series of public meetings will be held to inform the community and gain feedback for the proposals. 2 Rick Engineering — Urban Design and Planning 5/2/2006 Task 21 ■ Define and illustrate alternatives for bikeway designs, transit options and recommendations, land use policies, facilities through plans, sections, and illustrations that translate the goals and visions. ■ Define and illustrate key elements of the design for each alternative from roadway configurations to potential bikeway systems. • Identify key implementation options for each alternative. ■ Develop and prepare preliminary multi -use transportation circulation plans and recommendations for the project area. • Develop and prepare a preliminary companion off bike parking plan as part of the multi- circulation system connecting proposed parking structures, businesses, schools etc., in the city. ■ Estimation of project specific public improvements needs and costs Through a working meeting with the Technical Committee and community meeting a preferred alternative will be chosen to further develop and refine. ■ Complete illustrative final plans, sections, and illustrations. • Complete recommendations in regard to phasing, early implementation, and potential funding sources. • Bike route and parking recommendations including circulation plan, parking plan, roadway recommendations, transit recommendations, and recreational opportunities. • Preliminary Streetscape and infrastructure recommendations, guidelines, and standards. Deliverables ■ Alternative Plan with specific recommendations for bike routes, amenities, road improvements, implementation measures, funding sources. Meetings ■ Interactive meeting with the Technical Committee to establish working goals and vision. (1) • Meetings with other key stakeholder groups. (2) • Public Meeting #2 Community Meeting: Presentation of Alternatives and Preferred Alternatives TASK 3 — FINAL REPORTS This Task will culminate and document all the previous work and provide the following: Task 3.1 • Bikeway Master Plans that includes a plan, sections and illustrations. 3 • Rick Engineering Urban Design and Planning 5/2/2006 • Key illustrated proposals will also be made for new bike links, new site and storage, amenities, connections to adjacent streets, , key street sections and regional connections. • Prepare key design criteria, bikeway guidelines, standards, and recommendations for the entire project area and document key regulatory constraints. • Develop and prepare multi -modal bikeway circulation plan for the project area. • Develop and prepare a companion bike -parking plan for the multi -modal circulation system connecting proposed parking structures and major bike facilities within the City. • Recommendations relative to phasing the implementation of the Master Plan. Deliverables • Final Bikeway Master Plan, plans, text, sections, and illustrations for entire site. • Implementation Plan with specific recommendations for first phase of development and infrastructure improvements. • Draft Final Report for Review. (5 colored copies and digital copy) • Final Report. (5 colored copies and digital copy) • Presentation Meeting to City Council. (Information only) CITY OF NATIONAL CITY Rick Engineering - Urban Design and Planning - Hours By Staff- National City Bike Master Plan 1. Task #1 - Exisitng Scope Survey 2. Phase #2 - Preliminary Master Plan/Preferred Alternative Plan 3. Task #3 - Final Reports 22-May-06 Erector Senior Planner, !. 1$.140 $ 40 55 52 07I 24 34 31 ssocia`te lanner , Engine 32 54 52 22 15 chru 40 60 39.5 24 17 14,554 27,206 23,450 64,168 National City. Bikeway Master Plan -- Public Outreach Budget Fact Sheet $175 5 Um= looms $750 4 a,5 Database development and maintenance 1 Two formal .ublic meetin.s Four additional communi meetin.s As direct b team leader 11 $650 $715 13 41 $1,055 8 $175 6 $1,050 2 $230 24 B 10 $2 760 $1,400 $920 $920 $1,055 $4,525 $920 $2 320 $2,320 $4,525 $920 $500 Katz Si Associates, Inc 1 of 1 January 25, 2006 5/23/06 Con£ rmNNet -> 16193364387 Pg 2/3 ACORD. CERTIFICATE OF LIABILITY INSURANCE DATEIMMODJYY) 05/23/D6 PRODUCER 0A99520 Cvignac & Associates 450 B Street, Suite :Lso0 San Diego, CA 92101-B005 Jeffrey W. Carignac, elnCII,RPLU 1-619-23+-6649 THIS CERTIFICATE IS ISSUED AS .A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE INSURED Rick Engineering Company 5520 Friars Road San Diego, CA 92:.10 INS..YPERA:XL Specialty Insurance Company INSIRiERB:Onited States Fidelity & Guaranty Company NSURER C: INSUIPER O: INSURER E: COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT T'0 WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLIC'.ES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INS LTR TYPE OF INSURANCE POLICY NURSER POLICY EFFECTIVE DATE(MMJDWYY1 POLICY EXPIRATION DATE IMMiDOJYY) LINTS B GENERAL X LIABILITY COMMERC AL GENERAL LIABILITY BK01275139 01/01/05 01/01/07 EACHOCCURRENCE $1,000,000 FIRE DAM AGE (Any one Ira) $ 300,000 CLAIMS MADE X OCCUR MED EXP (Any ale perm) $ 10 , 000 X Broad FOLIC. PERSONAL& NOV INJURY $ 1, 000,000 X Blanket Contractual GENERAL AGGREGATE $ 2,000,000 GEM. AGGREGATE LIMIT APPLIES�PER POLICY XQ ( LOC PRODUCTS - COMP/OP AGG $ 2, 000,000 B AUTOMOBILE X LIABILITY BA01275116 01/01f05 01/01/D7 COMBINED SING ELIMI7 (Re accident) $ i, 000,000 E.GDILY NIURY (Perperson) EMILY NJUFW (Per ecddert) PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY I AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ I1 EXCESS LIABILITY OCCUR CLAIMS MADE DEDUCTIBLE RETENTION $ EACH OCCURRENCE $ AGGREGATE $ $ $ WORKERS COMPENSATION AND EMPLOYERS. LIABILITY YIC STATU- OTH- I TORY' LIMITS ER E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE( $ E.L. DISEASE - POLICY LIMIT $ A OTHER Professional Liability DPR9410]$10 08/15/05 08/15/06 Each Claim $ 2,000,000 Deductible $ 200,000 0 DESCRIPTION OF OPERATIONS(LOCATIONS/VEHM,LES,EXCLUSIONS ADDED 6Y ENDORSEMENT/SPECIAL PROVISIONS Professional Liability - Claims made form, aggregate limit policy. ❑efense costs included within limit of liability. $5,000,000 aggregate limit policy with $600, 000 deductible. Certificate Holder is named as. Additional Insured with respect to General Liability per attached & Auto Liability endorsement to follow. 10 days N0C for non-payment of premium J-13649Z National City Bike Master Flan y ADDITIONA INSURED, INSURER LETTE 6 CANCELLATION City of National City Engineering Dept. - Alberto Griego Risk Manager 1243 National City Blvd. National City, CA 91050 USA ACORD 254 (7/9T) CSIGETLER 4378998 SHOULD ANT OF THE ABOVE DESCRIBED POLICIES 8E CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER wax 4XMAL 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. Eatuniummataigaux xemi pXI6ymum XLflL7MCI miaxiwx SXXXXXXXXXBXXXXXXXXXXXiiXXXXXXXXXXXXXREXXXX AUTHORIZED REPRESENTATIVE OACORD CORPORATION 1988 5/23/06 ConfirmNet —> 1.6193364397 Pg 2/3 Named Insured: Rick Engineering Company Poky Number: BK01275139 Owners, Lessees Or Contractors (Form C) ADCITIONAL INSURED Effective: o.f01/06 THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY, This endorsement modifies insurance provided under the following,. LIABILITY COVERAGE PART, Schedule Name of Person or Organization: City of National City, its officers, employees and appointed volunteers 1. SECTION II - WHO IS AN INSURED is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of "your work" for that insured by or for you. 2. With respect to 1 above the following additional provision applies: SECTION IV. 5. Other Insurance is replaced by the following: 5. Other Insurance The insurance afforded by this Coverage Part is primary insurance and we will not seek contribution from any valid and collectible "other insurance" available to the insured unless the CL!9F 22 45 OS 99 valid and collectible "other insurance" is provided by a person or organization who is not shown in the schedule. Then we will share with That valid and collectible "other Insurance" by the method described below. If all of the valid and collectible "other insurance" permits contribution by equal shares, we will follow this method also. Under this approach, each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first If any of the valid and collectible "other insurance" does not permit contribution by equal shares, we will contribute by limits. Under this method, each Insurer's share is based on the ratio of its applicable limit of Insurance to the total applicable limits of insurance of all insurers. Includes copyrighted matenai of Insurance e Services Offce, Inc. , wdh its permission. Copyrighted, Insurance Services Ofkce, ht.,1984 Page 1of1 RESOLUTION NO. 2006-103 RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE CITY ENGINEER TO EXECUTE AN AGREEMENT WITH RICK ENGINEERING, INC. IN THE"NOT TO EXCEED'AMOUNT OF $74,168 TO PROVIDE ENGINEERING SERVICES TO DEVELOP A BIKE MASTER PLAN WHEREAS, the City desires to employ a contractor to provide engineering services to develop a Bike Master Plan; and WHEREAS, the City has determined that Rick Engineering is qualified by experience and ability to perform the services desired by the City, and is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the City Engineer to execute an agreement with Rick Engineering to provide engineering services to develop a Bike Master Plan. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 20th day of June, 2006. is Inzunza, Mayor ATTEST: Mic ael Dalla, ity Clerk APPROVED AS TO FORM: George H. iser, III City Attorney Passed and adopted by the Council of the City of National City, California, on June 20, 2006, by the following vote, to -wit: Ayes: Councilmembers Inzunza, Morrison, Natividad, Parra, Zarate. Nays: None. Absent: None. Abstain: None. AUTHENTICATED BY: NICK INZUNZA Mayor of the City of National City, California /11 City CI rk of the City of ational City, California By: Deputy I HEREBY CERTIFY that the above and foregoing is a full, true and correct copy of RESOLUTION NO. 2006-103 of the City of National City, California, passed and adopted by the Council of said City on June 20, 2006. City Clerk of the City of National City, California By: Deputy City of National City, California COUNCIL AGENDA STATEMENT MEETING DATE June 20, 2006 10 AGENDA ITEM NO. %ITEM TITLE A resolution approving an Agreement with Rick Engineering, Inc. to provide the City engineering services to develop a Bike Master Plan in the "Not to Exceed" amount of $74,168, and authorizing the City Engineer to execute the agreement. (Funding for this Master Plan is available through a grant from the FY 2006 Transportation Development Act (TDA) and TransNet Bicycle and Pedestrian Project Funds) PREPARED BY Alberto Griego DEPARTMENT Engineering Ext. 4386 EXPLANATION See Attached Explanation. Environmental Review N/A Financial Statement This agreement is for a "Not to Exceed" amount of $74,168. Funding is available through. a Grant from the Transportation Development Act and the TransNet Bicycle and Pedestrian Project Funds. The Account number is 312-409-500-598-1012. Account No. STAFF RECOMMENDATION Adopt the Resolution. (,AtIct-sO BOARD / COMMISSION RECOMMENDATION N/A ATTACHMENTS ( Listed Below ) 1. Resolution 2. Proposed Agreement Resolution No. ;. O0 b o t O A-200 (9/80) RTKFMACTFR A resolution approving an Agreement with Rick Engineering, Inc. to provide the City engineering services to develop a Bike Master Plan in the "Not to Exceed" amount of $74,16$ and authorizing the City Engineer to execute the agreement. EXPLANATION: On April 1, 2005, the Engineering Department of the City submitted an application/claim to SANDAG to fund a Bicycle Master Plan for the City. A grant in the amount of $75,000 was obtained from the FY 2006Transportation Development Act (TDA) and TransNet Bicycle and Pedestrian Project Funds. Beginning with the 2007 project application cycle, all cities will need to have a SANDAG approved Bicycle Master Plan to be eligible for TDA/TransNet funds for individual projects. The City has not updated its Bicycle Master Plan since 1992. On October 4, 2005 the City of National City issued a Request for Qualification seeking civil and traffic engineering firms interested in providing engineering services required to create a Bikeway Master Plan for the City. This Bikeway Master Plan will not only be used as a planning instrument but also used as a tool to apply for various grants available to insure implementation. The statement of qualifications deadline was established as November 10, 2005. The City has not updated its Bicycle Master Plan since 1992. We received statements from six qualified firms of which Rick Engineering Company, was selected as one of the most qualified by experience and ability to perform the required services. Rick Engineering Company has been meeting the planning and civil engineering needs of the San Diego area for over 50 years and is the largest civil engineering firm headquartered in San Diego. The Headquarters office is comprised of more than 200 professionals and support personnel. Recently, Rick Engineering has completed the San Jose., CA Downtown Streetscape and Bike Master Plan and also the Qualcomm Stadium to Zion Avenue Bikeway and Feasibility Study for San Diego County. Based upon the staffs request, Rick Engineering has a proposed plan, outlined in Exhibit "A" of the agreement, to perform the required services to develop the Bike Master Plan. This scope of work is consistent with the City's requirements outlined in the request for qualifications. The fee for performing the work per the cost proposal is a "Not to Exceed" amount of $74,168 from the TDA/TransNet funds. RESOLUTION NO. 2006 — RESOLUTION OF THE CITY COUNCIL OF THE CITY OF NATIONAL CITY AUTHORIZING THE CITY ENGINEER TO EXECUTE AN AGREEMENT WITH RICK ENGINEERING, INC. IN THE "NOT TO EXCEED" AMOUNT OF $74,168 TO PROVIDE ENGINEERING SERVICES TO DEVELOP A BIKE MASTER PLAN WHEREAS, the City desires to employ a contractor to provide engineering services to develop a Bike Master Plan; and WHEREAS, the City has determined that Rick Engineering is qualified by experience and ability to perform the services desired by the City, and is willing to perform such services. NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of National City hereby authorizes the City Engineer to execute an agreement with Rick Engineering to provide engineering services to develop a Bike Master Plan. Said Agreement is on file in the office of the City Clerk. PASSED and ADOPTED this 20th day of June, 2006. Nick Inzunza, Mayor ATTEST: Michael Dalla, City Clerk APPROVED AS TO FORM: George H. Eiser, III City Attorney AGREEMENT BY AND BETWEEN THE CITY OF NATIONAL CITY AND RICK ENGINEERING, INC. THIS AGREEMENT is entered into this June 20th, 2006, by and between the CITY OF NATIONAL CITY, a municipal corporation (the "CITY"), and RICK ENGINEERING, INC. (the "CONTRACTOR"). RECITALS WHEREAS, the CITY desires to employ a CONTRACTOR to provide engineering services to develop a BIKE MASTER PLAN for the City. specializing perform the services. FOLLOWS: WHEREAS, the CITY has determined that the CONTRACTOR is a firm in Civil Engineering design work, and is qualified by experience and ability to services desired by the CITY, and the CONTRACTOR is willing to perform such NOW, THEREFORE, THE PARTIES HERETO DO MUTUALLY AGREE AS 1. ENGAGEMENT OF CONTRACTOR. The CITY 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 the attached Exhibit A. The CONTRACTOR shall be responsible for all research and reviews related to the work and shall not rely on personnel of the CITY for such services, except as authorized in advance by the CITY. The CONTRACTOR shall appear at meetings cited in Exhibit A to keep staff and City Council advised of the progress on the project. The CITY may unilaterally, or upon request from the CONTRACTOR, from time to time reduce or increase the Scope of Services to be performed by the CONTRACTOR under this Agreement. Upon doing so, the CITY and the CONTRACTOR agree to meet in good faith and confer for the purpose of negotiating a corresponding reduction or increase in the compensation associated with said change in services, not to exceed a factor of 10% from the base amount. 1 Any modification or reuse by the CITY of documents, drawings or specifications prepared by the CONTRACTOR shall relieve the CONTRACTOR from liability under Section 14 but only with respect to the effect of the modification or reuse by the CITY, or for any liability to the CITY should the documents be used by the CITY for some project other than what was expressly agreed upon within the Scope of this project, unless otherwise mutually agreed. 7. INDEPENDENT CONTRACTOR. Both parties hereto in the performance of this Agreement will be acting in an independent capacityand not as agents, employees, partners or joint venturers with one another. Neither the CONTRACTOR nor the CONTRACTOR'S employees are employee of the CITY and are not entitled to any of the rights, benefits, or privileges of the CITY's employees, including but not limited to retirement, 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 the CITY 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 CITY. Nothing herein contained is intended to prevent the CON TRACTOR from employing or hiring as many employees, or subcontractors, as the CONTRACTOR may deem necessary for the proper and efficient performance of this Agreement. All agreements by CONTRACTOR with its subcontractor(s) shall require the subcontractor to adhere to the applicable terms of this Agreement. 8. CONTROL. Neither the CITY 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 CITY, it being understood that the CONTRACTOR, its agents, servants, and employees are as to the CITY wholly independent contractors and that the CONTRACTOR's obligations to the CITY 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 applicable State and Federal statutes and regulations, and all applicable ordinances, rules and regulations of the City of National City, whether now in force or subsequently enacted. The CONTRACTOR, and each of its subcontractors, shall obtain and maintain a current City of National City business license prior to and during performance of 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 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 3 CON TRACTOR 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 CONTRACTOR 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 CITY. 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. CONTRACTOR shall be liable to CITY for any damages caused by breach of this condition, pursuant to the provisions of Section 14. 14. INDEMNIFICATION AND HOLD HARMLESS. The CONTRACTOR agrees to indemnify and hold harmless the City of National City, its officers, employees, and appointed volunteers against and from any and all liability, loss, defense cost, damages to property, injuries to, or death of any person or persons, and all claims, demands, suits, actions, proceedings, reasonable attorneys' fees, and defense costs, of any kind or nature, including workers' compensation claims, of or by anyone whomsoever, resulting from or arising out of the CONTRACTOR's negligent acts, errors or omissions or other wrongful conduct performance of this Agreement. 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, and hold harmless the CITY and its officers, and employees from and against all claims, demands, payments, suits, actions, proceedings and judgments of every nature and description, including reasonable attorney's fees and defense costs presented, brought or recovered against the CITY 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, and shall require its subcontractors, when applicable, to purchase and maintain throughout the term of this agreement, the following insurance policies: ® A. If checked, Professional Liability Insurance (errors and omissions) 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 $1,000,000 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 and annual aggregate, covering all bodily injury and property damage arising out of its operation under this Agreement. D. Workers' compensation insurance covering all of CONSULTANT's employees. 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. A. This Agreement may be terminated with or without cause by the CITY. Termination without causeshall be effective only upon 60-day's written notice to the CONTRACTOR. During said 60-day period the CONTRACTOR shall perform all services in accordance with this Agreement. B. This Agreement may also be terminated immediately by the. CITY for cause in the event of a material breach of this Agreement, misrepresentation by the CONTRACTOR in connection with the formation of this Agreement or the performance of services, or the failure to perform services as directed by the CITY. C. Termination with or without cause shall be effected by delivery of written Notice of Termination to the CONTRACTOR as provided for herein. D. In the event of termination, all finished or unfinished Memoranda Reports, Maps, Drawings, Plans, Specifications and other documents prepared by the CONTRACTOR, whether paper or electronic, shall immediately become the property of and be delivered to the CITY, 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 CITY by the CONTRACTOR's breach, if any. Thereafter, ownership of said written material shall vest in the CITY all rights set forth in Section 6. E. The CITY further reserves the right toimmediately terminate this Agreement upon: (1) the filing of a petition in bankruptcy affecting the CONTRACTOR; (2) a reorganization of the CONTRACTOR for the benefit of creditors; or (3) a business reorganization, change in business name or change in business status of the CONTRACTOR. 20. NOTICES. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered; or sent by overnight mail (Federal Express or the like); or sent by registered or certified mail, postage prepaid, return receipt requested; or sent by ordinary mail, postage prepaid; or telegraphed or cabled; or delivered or sent by telex, telecopy, facsimile or fax; and shall be deemed received upon the earlier of (i) if personally delivered, the date of delivery to the address of the person to receive such notice, (ii) if sent by overnight mail, the business day following its deposit in such overnight mail facility, (iii) if mailed by registered, certified or ordinary mail, five (5) days (ten (10) days if the address is outside the State of California) after the date of deposit in a post office, mailbox, mail chute, or other like facility regularly maintained by the United States Postal Service, (iv) if given by telegraph or cable, when delivered to the telegraph company with charges prepaid, or (v) if given by telex, telecopy, facsimile or fax, when sent. Any notice, request, demand, direction or other communication delivered or sent as specified above shall be directed to the following persons: 7 B. Counterparts. This Agreement may be executed in multiplecounterparts, each of which shall be deemed an original, but all of which, together, shall constitute but one and the same instrument. 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 following Exhibits attached hereto are hereby incorporated herein by this reference for all purposes. ■ Exhibit A — Scope of Services and Fee Schedule 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. L 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 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 all matters contemplated under this Agreement, (iv) each party and such party's counsel and advisors have reviewed this Agreement, (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. 9 EXHIBIT "A" 11 Rick Engineering — Urban Design and Planning 5/212006 Task 1.2 —Review of Existing and Current Planning • Review of updated General Plan Circulation Element, any existing bike facilities, and any relevant design guidelines. This includes reviewing State standards and accident data involving bicycles within the City. • Review the bikeway planning by other public agencies undergoing planning, which impacts the project area. Task 1.3 Review of Existing Conditions Site Issues and Opportunities • Review the regional bikeway system to determine and evaluate continuity and flow characteristics of City routes into adjacent communities. • Assess all existing cycle routes. • Collect GIS data source. • Staff rides existing routes, and review existing data to ensure consistency. Deliverables • Existing Conditions Report to include GIS data and existing regional and local assessment. • Project schedule • Prepare a Bikeway Master Plan fact sheet to be distributed at public meeting and sent to stakeholders. • Prepare a stakeholder data base. • Work with National City information officer or Web Master to promote Master Plan and provide updates. Meetings • Meetings with the Technical Committee (1). • Meetings with other stakeholder groups as required (2) • Public Meeting #1 Community Meeting: Presentation of existing conditions and other successful bike systems TASK 2 — PRELIMINARY MASTER PLAN/ PREFERRED ALTERNATIVE PLAN Conceptual design illustrations for the entire area and key alternatives and their specific programs will be developed that outlines major and minor cycle routes, bike facilities, future and phased development, and key linkages. As the Team moves from the scale of the City and the design of bike routes within the project area, potential development sites may be tested through development of plans and sections. All designs will be done with to assure compliance with all key regulatory constraints, transportation realities, and to ensure maintenance and economic feasibility. Preliminary recommendations for Master Plan guidelines will be developed. One or a series of public meetings will be held to inform the community and gain feedback for the proposals. 2 Rick Engineering - Urban Design and Planning 5/2/2006 • Key illustrated proposals will also be made for new bike links, new site and storage, amenities, connections to adjacent streets, , key street sections and regional connections. • Prepare key design criteria, bikeway guidelines, standards, and recommendations for the entire project area and document key regulatory constraints. • Develop and prepare multi -modal bikeway circulation plan for the project area. • Develop and prepare a companion bike -parking plan for the multi -modal circulation system connecting proposed parking structures and major bike facilities within the City. • Recommendations relative to phasing the implementation of the Master Plan. Deliverables • Final Bikeway Master Plan, plans, text, sections, and illustrations for entire site. • Implementation Plan with specific recommendations for first phase of development and infrastructure improvements. • Draft Final Report for Review. (5 colored copies and digital copy) • Final Report. (5 colored copies and digital copy) • Presentation Meeting to City Council. (Information only) CITY OF NATIONAL CITY Rick Engineering - Urban Design and Planning - Hours By Staff - National City Bike Master Plan 1. Task #1 - Exisitng Scope Survey $ 14,554 2. Phase #2 - Preliminary Master Plan/Preferred Alternative Plan 55 34 54 22 60 24 $ 27,206 3. Task #3 - Final Reports 22-May-06 52 31 52 15 39.5 17 $ 23,450 $ 64,168 National City. Bikeway Master Plan -- Public Outreach Budget Fact Sheet Database development and maintenance B lad aF-�A Pitk '6i Two formal • ublic meeti • s Four additional communi meetin.s As direct b team leader APT 1 121 $175 $175 • "=,:."Jf .....rep ..... ... 2 10 $650 13 $1,055 $1,055 6 $1 050 24 8 $2 760 $1,400 $920 $920 11 $715 41 8 16 $4 525 $920 $2,320 $4,525 $500 Katz & Associates, Inc 1 of 1 January 25, 2006 City of National City Office of the City Clerk 1243 National City Boulevard, National City, CA 91950-4397 (619) 336-4226 July 3, 2006 Martin Flores, R.L.A. Rick Engineering, Inc. 5620 Friars Road Drive San Diego, CA 92110 Project: National City — Engineering Services Bike Master Plan, Resolution No. 2006-103 Dear Mr. Flores: On June 20, 2006, the City Council of the City of National City passed and adopted Resolution No. 2006 - 103, authorizing the City Engineer to execute an agreement between the City and Rick Engineering to provide engineering services to develop a Bike Master Plan. We are pleased to enclose one fully executed original contract and one certified copy of the Resolution for your records. Sincerely, .? Michael R. Dalla City Clerk MRD Enclosure cc: Engineering File C2006--xx f3 Recycled Paper