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Home My WebLink About2015 CON Construction Project Analytics Group - Consulting Services Aquatic CenterNOTE TO FILE 01-19-16 IN THE MATTER OF: Agreement with Construction Project Analytics Group for Construction Consulting Services for the National City Aquatic Center. Please note the following: NO FULLY EXECUTED ORIGINAL AGREEMENT WAS FILED WITH THE OFFICE OF THE CITY CLERK ORIGINATING DEPARTMENT: NTF CDC Housing & Grants X City Attorney Human Resources City Manager MIS Community Svcs. Planning Engineering _ Police Finance Public Works Fire CONSTRUCTION PROJECT ANALYTICS GROUP, LLC November 6, 2015 Mark Budwig Partner Dentons 4435 Eastgate Mall Suite 400 San Diego, CA 92121 Via E-mail: mark.budwig@dentons.com Re: National City Aquatics Center Professional Services Agreement Dentons (Client) has requested CONSTRUCTION PROJECT ANALYTICS GROUP, LLC (CPAG), to act as construction consultants to in connection with the matter described above. This Professional Services Agreement (Agreement) sets forth our terms and provisions concerning consulting services in connection with the Client's representation of National City in this matter and will become effective upon our receipt of the countersigned original of this Agreement. Because National City hereby agrees to assume sole responsibility for paying all invoices incurred in connection with the work covered by this agreement, CPAG agrees to look solely and exclusively to National City for such payment. The City also is a signatory to this agreement. It is agreed that you hereby engage and employ CPAG to provide services to your firm in connection with the above matter and that CPAG will provide such services on the terms and conditions provided herein. Any materials produced by CPAG for you during the term of this Agreement related to the services provided hereunder will be solely for your benefit, and will become your property. As compensation for services to be rendered by CPAG, you agree to pay CPAG our current hourly rates (portal to portal) as follows: Principal - Construction Consulting $255 Senior Consultant $205 Technical Consultant — Graphics Support $135 Travel time is billable at the applicable hourly rates as stated above and is charged from portal to portal. CPAG customarily also bills to each client out-of-pocket charges, including, but not limited to, printing, messenger / shipping services and other cash outlays which we may make on your behalf from time to time. Out-of-town travel, where applicable, is also reimbursable, including, but not limited to, transportation, hotel, and meals, as well as any other charges incurred. In the event that CPAG provides budgets or estimates for its services, such budgets or estimates are not to be construed as "fixed price" or "not to exceed" amounts. CPAG does not offer fixed price proposals. However, the Client may set in advance a dollar limit on CPAG services, which COAG will not be authorized 2210 ENCINITAS BOULEVARD, SUITE P . ENCINITAS, CA 92024 PHONE: 760.699.CPAG . FAX: 760.699,2725 WWW.CPAG.COM November 6, 2015 Mark Budwig Dentons Re: National City Aquatics Center to exceed without prior written Client approval. All services are invoiced on an hourly basis utilizing the rates included herein. Invoices will be presented on a monthly basis to National City and are due upon receipt and your payment, in full, is to be received by our office within thirty (30) days of our invoice date. Invoices will be sent electronically. Payment for our services is not in any way contingent on the outcome of any claim, dispute, arbitration or other formal or informal proceeding. If payment is not received within sixty (60) days, CPAG reserves the right to charge interest at the maximum rate permitted by law on the amounts outstanding after sixty (60) days. Furthermore, CPAG reserves the right to terminate its services, under this Agreement, for non-payment of any invoices submitted by CPAG within forty-five (45) days of our invoice date or to immediately stop work until all outstanding invoices are paid in full. Upon termination, CPAG will submit a final bill to you for services performed through the date of termination. Termination of our relationship shall not affect your payment responsibility for services rendered through the date of termination. It is understood and agreed that you may terminate this Agreement at any time, with or without reason. In the event of such a termination, CPAG will immediately stop all work. You agree you will pay for all work completed and for all appropriate out-of-pocket costs incurred by CPAG in providing the services up to the time of such termination, but you will not be responsible for any other costs or expenses incurred by CPAG as a result of such termination. While CPAG cannot guarantee any specific outcome in connection with the services rendered by CPAG pursuant to this Agreement, you understand and agree that CPAG's services are of a support nature. CPAG makes no other warranties or guarantees, express or implied, other than those set forth in this Agreement. -PAG, its-o-ffkcrs, 6 ct eets, s olders, and employees harmle jj)\,,W LN CPAG. Client and National City agrcc that- '`"' CPAG shall not be liable under this agreement to the Client, National City, or their respective successors, assigns or affiliates for damages in excess of the total amount of the fees paid to CPAG under this agreement. The terms of this paragraph shall survive the termination of this agreement and shall apply to any controlling person, director, officer, employee or affiliate of CPAG. CPAG or any employee of CPAG providing services pursuant to this Agreement is, and shall be deemed to be, an independent contractor. Neither CPAG nor its subcontractors, nor the employees of either, shall be deemed to be your servants, employees or agents. In the event this Agreement is entered into with a corporation, the person executing this Agreement on behalf of that corporation represents and warrants that he or she is authorized to bind the corporation to CONSTRUCTION PROJECT ANALYTICS GROUP, LLC 2 November 6, 2015 Mark Budwig Dentons Re: National City Aquatics Center the obligations contained herein, and has the proper authority to represent the corporation in all matters pertaining to this Agreement. Neither party shall assign this Agreement or its rights and obligations hereunder without the non -assigning party's prior written consent, such consent not to be unreasonably withheld. The parties agree that any dispute or controversy that arises from or relating to the fees and expenses billed under this agreement that cannot be resolved by the parties shall be submitted to arbitration in San Diego, California, in accordance with the applicable rules, regulations, policies, and procedures of the Commercial Arbitration Rules of the American Arbitration Association ("AAA") and the Federal Arbitration Act. The decision of the arbitrators shall be final and binding. The arbitration shall be conducted before a panel of three neutral arbitrators, with one arbitrator named by each party and the third named by the two-party- appointed arbitrators, or (if they should fail to agree on the third) by the AAA. Finally, in the event you request that we pursue a course of action that, in our professional opinion, is not warranted by the facts and analysis undertaken by our firm, CPAG shall be entitled to immediately withdraw from further representation of you in connection with this project, and shall be paid any and all unpaid fees and expenses incurred as of the date of termination. Please countersign below and return the original signed Agreement to CPAG. We look forward to working with you and thank you for selecting us to assist you in this matter. Very truly yours, CONSTRUCTION PROJECT ANALYTICS GROUP, LLC By: Approved by Dentons and agreed to by: Date: November 6, 2015 (SigrSature) Date: 1'lA c, ic /4, r (Printed Name of Authorized Party) Title (Name of Firm) CONSTRUCTION PROJECTANALYTICS GROUP, LLC 3 November 6, 2015 Mark Budwig Dentons Re: National City Aquatics Center (Email Address) (ril ..lc- •j7jJa1w cr- 2 Driv-Tu►JS •cut-1 Approved by National City and agreed to by: (Signature) Li, 1q)t5 sk e.) `Deese Cie\ 1vta,na er (Printed Name of Authorized Party) Title CA-N,t Ctfi Mal) 0;41 (Name of F m) Ldeese-enafiora (Email Address) CONSTRUCTION PROJECT ANALYTICS GROUP, LLC 4