HomeMy WebLinkAboutStaff Report 10/03/2011 4.A .LL.te'm #4
R A :L.Zr
i A
/85'a
DATE: October 3, 2011
TO: Honorable Mayor and Members of the City Council through City Manager
FROM: Joseph Rye, Transit Division Manager Z3 .
SUBJECT: Resolution Authorizing Award of Contract for the Design of the Petaluma Transit
Facility Renovation Phase One Project to TLCD Architecture
RECOMMENDATION:
It is recommended that the City Council adopt the attached resolution authorizing a professional services
agreement with TLCD Architecture for design services on the Petaluma Transit Facility Renovation
Phase One Project.
BACKGROUND:
Petaluma Transit recently received a Federal State of Good Repair grant to renovate the fleet
maintenance portion of the current transit facility at 555 N. McDowell Blvd. and create a master plan for
future improvements needed at the site. The total grant award for this project is $600,000 which will be
matched by $150,000 in local TDA funds, for a total project cost (for both planning /design and
construction) of $750,000.
The 555 N. McDowell site is an excellent location for the operations and maintenance facility thus
master planning and improving the site supports long -term use. Advantages of the site include:
® Parcel is large enough for current and future needs, and is already City -owned
O It is often difficult and expensive to find a centrally located parcel of sufficient size, and with
compatible surrounding land uses, for a transit facility of this nature. Petaluma Transit is already
established at its current location, and compatible with neighbors
O New transit facilities are expensive to construct due to the specialized nature of the work being
done, and, correspondingly, do not have high market (resale) value due to the unique nature of
these facilities
The contracted service model used to maintain the transit fleet has proven efficient and effective. It is
desired to continue to feature dedicated contract maintenance on site at the Petaluma Transit facility for
several reasons:
Agenda Review:
City Attorney Finance Direct 'ty-Manager
® Petaluma Transit vehicles are the top maintenance priority at all times
® Support for the morning pull -out — avoids service loss & delay
® Ability to react and provide road assistance at a moment's notice
® Assistance with parts ordering and warranty claims issues
DISCUSSION:
On June 23, 2011, . the City released a Request for Proposal for the. Planning and Design services of the
Transit Facility Rehabilitation Phase One project. Proposals were due to the City by July 27 and the
City received five proposals. Proposals were evaluated by a panel including transit staff, capital
improvement /engineering staff, and Sheldon Gen from the Transit Advisory Committee (TAC).
The proposals were evaluated and scored based on qualifications, per FTA procurement guidance
(Brooks Act). The panel determined that TLCD Architecture of Santa Rosa was the most qualified firm,
based upon their experience in similar projects, an emphasis on an innovative master site planning
process, the qualifications & experience of the project manager and assigned personnel, and their
understanding and approach to the scope of work.
As required under the Brooks Act, price negotiations were conducted only with the most qualified
vendor. TLCD Architecture's cost proposal was evaluated against the project budget. As a result of the
price negotiations TLCD was asked to modify their proposal to meet the project budget, while retaining
required scope of work tasks. The modified TLCD proposal meets the project budget as is shown in
Attachment 2.
It is anticipated that the design phase of this project will take approximately six months and expend up
to $109,000, which includes the master plan element. The master planning will be completed early in
the project to ensure the modifications designed for the maintenance area support the long term vision
for the site Bidding of the project is anticipated for late spring 2012, with construction to occur during
the summer of 2012. At the September Transit Advisory Committee meeting, this item was presented
and the TAC supported the staff recommendation to award the planning and design contract to TLCD
Architecture.
FINANCIAL IMPACTS:
The 20% local match for this project comes from Petaluma Transit's TDA reserves, and has been
identified for this critical project since 2010. The negotiated cost proposal from TLCD Architecture will
provide all design services through the bidding of the project for $109,000. This is close to the original
design phase target of $100,000 and leaves $641,000 for construction of the project. Staff anticipates
maintaining approximately $500,000 in TDA reserves after phase one of the Transit Facility Renovation
project is completed. This project leverages outside federal funds to the maximum extent possible.
ATTACHMENTS
1. Resolution
2. Exhibit A to Resolution
2
ATTACHIVIINT 1
RESOLUTION AUTHORIZING A PROFESSIONAL SERVI AGREEMENT WITH TLCD
ARCHITECTURE FOR THE DESIGN OF THE PETALUMA TRANSIT FACILITY
RENOVATION
PHASE ONE PROJECT
WHEREAS, the City of Petaluma, Transit Division, has submitted a successful application for
Federal Transit Administration (FTA) funding under the new Section 5309 State of Good Repair
program, for eligible projects that extend the utility and useful lives of existing transit assets such as
stations, administration and operations centers, maintenance facilities, etc; and
WHEREAS, the existing facility that Petaluma Transit operates from was originally designed
for a different use, and lacks requisite features to enable efficient transit operations, particularly in the
maintenance area, where the modern Petaluma Transit fleet cannot be worked on inside the bays due to
low roof clearances; and
WHEREAS, the State of Good Repair grant was awarded in the amount of $600,000 in federal
funding to complete the planning and design, as well as construction of the Phase One improvements to
the maintenance building; and
WHEREAS, TDA funds allocated annually from the Local Transportation Fund of Sonoma
County to the City of Petaluma to support transit operations and various transit capital projects will
comprise the City's required 20% local matching funds, a total of $150,000; and
WHEREAS, this project will create an overall master plan for the ultimate improvements
desired by Petaluma Transit for the Petaluma Transit Operations, Administration and
"Maintenance
Facility that will chart the course for seeking future funding opportunities that will help to develop this
critical community facility; and,
WHEREAS, TLCD Architecture was evaluated as the most qualified proposal submitter for the
planning and design element of Phase One of this project based on evaluation of the firm qualifications
3
and experience, project manager and personnel qualifications and experience and understanding and
approach to the scope of work by a city evaluation panel; and
WHEREAS, City staff and TLCD have negotiated a cost proposal which meets the project
scope and budget; and
WHEREAS, TLCD also has a history of success with similar projects, and extensive
knowledge of the local area.
NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Petaluma that
the City Manager is . authorized to execute a professional services agreement with TLCD Architecture in
the amount not to exceed $109,000 for the planning and design phases of the Transit Facility Renovation
Project.
4
•
•
Attachment 2 - Exhibit A
PROFESSIONAL SERVICES AGREEMENT
Petaluma Transit Facility Renovation Phase One Project
(Title of Projcct)
FY 11/12 Fund # C:6520 120i_6590 Exp. Acct. # 65900 Projcct # Amount $109.000
THIS PROFESSIONAL SERVICES AGREEMENT ( "Agreement ") is entered into and effective
as of , 20 .( "Effective Date "), by and between the City of Petaluma, a
municipal corporation and a charter city ( "City ") and TLCD' Architecture, a California
( "Consultant ") (collectively, the "Parties "). Corporat ion
WHEREAS, the Parties enter into this Agreement for the purpose of Consultant providing
professional services to City under the terms and conditions set forth herein.
THEREFORE, in consideration of the mutual covenants contained in this Agreement, the Parties
agree as follows:
Services. The Agreement consists of the following documents attached as Exhibit A and
incorporated herein by reference (collectively, the "Agreement "). Consultant shall
provide the services as described in and in accordance with the Agreement (`Services ").
1. Attachment 1 2011 Petaluma Transit Facility Rehabilitation Project RFP
including applicable attachments and appendices:
a. RFP Attachment C: FTA Contract Provisions and
FTA Certification Forms
2. Attachment 2 TLCD Architecture Response to Proposal
2. Compensation; Business Tax Certificate.
A. For the full performance of the Services as described herein, City shall
compensate Consultant in accordance with the rates specified in Exhibit A.
B. Consultant shall submit detailed monthly invoices reflecting all services
performed during the preceding month, and including a revised schedule for
performance and additional documentation requested by City, as applicable.
C. Consultant shall be compensated for services in addition to those described in
Exhibit A, only if Consultant and City execute a written amendment to this
Agreement , describing the additional services to be performed and the
compensation to be paid for such services. In no case shall the total compensation
under this Agreement exceed One hundred nine thousand. dollars. ($109,000)
without, prior written authorization of the City Manager. Further, no
compensation for a section or work program component attached with a specific
budget shall be exceeded without prior written authorization of the City Manager.
D. Notwithstanding any provision herein, Consultant shall not be paid any
compensation until such time as Consultant has on file with the City Finance
Department current information requested on the "Vendor Information" form
available from City, . and has obtained a currently valid Petaluma business tax
certificate.
LCI) Architecture (9/19/11) (I)nk)
1 RONI- SS1ONAI.. SERVICES AGREEMENT — PREVAILING WA( ,PS (Cit■)
(i 1nnagc r 1037730). June 201 I
5
E. City's obligation to pay compensation to Consultant as provided herein is
contingent, upon .Consultant's performance of the Services pursuant to the terms
and conditions of this Agreement and any arnendments thereto.
3. Term. The term of this Agreement commences on the Effective Date, and terminates on
06/30/12, unless sooner terminated in accordance with Section 4. Upon termination, any
and all of City's documents or materials provided to Consultant and any and all of the
documents or materials prepared for City or relating to the performance of the Services,
shall be delivered to the City as soon as possible, but not later than fourteen (14) days
after termination of the Agreement.
4. Termination. City may terminate this Agreement without cause upon ten (10) days'
written notice. City may immediately terminate or suspend this Agreement for cause.
Cause for immediate termination or suspension shall include, but not be limited to, any
breach of this Agreement by Consultant or Consultant's bankruptcy or insolvency. Upon
receipt of notice of termination or suspension for cause, Consultant shall immediately
stop all work in progress under this Agreement. In the event of early termination of this
Agreement by City, Consultant shall be entitled to payment for all Services performed to
the date of termination to the extent such Services were performed to the satisfaction of
City in accordance with the terms and conditions of this Agreement. If City terminates
this Agreement for cause, Consultant shall be liable to City for any excess cost City
incurs for completion of the Services.
5. Consultant's . Representation; Independent. Contractor. Consultant represents that
Consultant possesses distinct professional skills in performing the Services. City has
relied upon said representation as a material inducement to enter into this Agreement.
Consultant shall, therefore, provide properly skilled professional and technical personnel
to perform all Services under this Agreement. It is expressly understood that Consultant
and its agents and employees, shall act in an independent capacity and as an independent
contractor and not as officers, employees or agents of City. This Agreement shall not be
construed as an agreement for employment.
6. Facilities and Equipment. Consultant shall, at its sole cost and expense, furnish all
facilities and equipment that may be required for furnishing Services pursuant to this
Agreement. City shall furnish to Consultant no facilities or equipment, unless the City
otherwise agrees in writing to provide the same.
7. Licenses, Permits, Etc. Consultant shall, at Consultant's sole cost and expense, keep in
effect at all times during the term of this Agreement any licenses, permits or other such
approvals which are legally required for performing the Services.
8. Time. Consultant shall devote such time to the performance of the Services as may be
reasonably necessary for satisfactory performance of Consultant's obligations pursuant to
this Agreement.
9. Inspection. Consultant shall provide the City every reasonable opportunity to ascertain
that the Services are being performed in accordance with the requirements and intentions
of this Agreement. All work done and materials furnished. if any, shall be subject to
2
I LCD Architecture 019/111 (fink)
PROfr:SSIONA[. SERVICES AGREEMENT — PREVAILING WAGES (City
()Manage .4 1(17',',10) . lune 2011
6
inspection and approval by the City. The inspection of such work shall not relieve
Consultant of any of its obligations pursuant to this Agreement.
10. Progress Reports. Upon the City's request, Consultant shall provide, in a form
acceptable to City written progress reports of all oral and written observations, opinions.
recommendations, analyses, progress and conclusions related to Consultant's
performance of the Services.
11. Confidentiality. In,the course of Consultant's employment. Consultant may have access
to trade secrets and confidential information, disclosure of which is protected or limited
by law. Consultant shall, not directly or indirectly disclose or use any such confidential
information, except as required for the performance of the Services.
12. Conflict of Interest. Consultant represents .that it presently has no interest, and
covenants that it shall not acquire any interest, direct or indirect, financial or otherwise,
which would conflict in any manner or degree with the performance of the Services
hereunder. Consultant further covenants that in the performance of this Agreement, it
shall not employ any subcontractor or person having such a conflict of interest.
Consultant represents that no one who has or will have any financial interest under the
Agreement is an officer or employee of City. If such conflict of interest arises during this
Agreement orrany extension, Consultant will immediately advise City and City may, at
its sole discretion, immediately terminate this Agreement. Certain Consultants are
subject to the requirements including the disclosure and reporting requirements, of the
City's Conflict of Interest Code adopted pursuant to the Political Reform Act. Such
Consultants subject to the City's Conflict of Interest Code include those whose work may
involve: making government decisions regarding approval or adoption of rates, rules, or
regulations, action on permits or other applications, authorization to enter into or modify
contracts, or approval of plans, designs, reports, or studies. Consultant agrees to comply
fully with all such requirements to the extent they apply 'to Consultant's performance of
the Services.
13. Consultant No Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent. Consultant shall have no authority, express or implied, pursuant to this Agreement
to bind City to any obligation whatsoever.
14. Standard of Performance. Consultant shall perform all the Services in a manner
consistent with with the standards of Consultant's profession. All instruments of service of
whatsoever nature, which Consultant delivers to City pursuant to this. Agreement, shall be
prepared in a substantial, workmanlike manner and conform to the standards of
Consultant's profession. All such instruments of service shall become the sole and
exclusive property of City upon delivery of the same.
15. Assignment /Transfer. No assignment or transfer in whole or in part of this Agreement
shall he made without the prior written consent of City.
16. Subcontractors. Consultant shall directly perform all Services, and shall not subcontract
any portion of performance of the Services without the prior written consent of City.
Any such subcontractors shall be required to comply', to the full extent applicable, with
3
TI_C1) Arch Reath re (9/19,1 I) (l)nk)
PROFESSIONAL SERVICES AoREFMMI N I— PREVAILING l4 AGl' (City)
(i \larace y 10177;;0) June 201 1
7
the terms and conditions of this Agreement. including but not limited to, procuring and
maintaining insurance coverage as required herein and which shall name City as an
additional insured.
17. Compliance With All Laws. Consultant shall fully comply with all applicable local,
state and federal rules, laws, regulations and ordinances pertaining to the performance of
the Services required hereunder, including but not limited to the California Building
Standards Code as in effect in the City, the Americans with Disabilities Act, and any laws
and regulations related to any copyright, patent, trademark or other intellectual property
right involved in performance of the Services. Consultant's failure to comply with any
law(s) or regulation(s) applicable to the performance of the Services hereunder shall
constitute a material breach of this Agreement. To the extent that any other government
agency or entity provides compensation for any Services, Consultant shall comply with
all rules and regulations applicable to such fiscal assistance.
18. Prevailing Wages. This Agreement is subject to the requirements of the California
Prevailing Wage, Law. California Labor Code Section 1720 et seq., and the Services as
described in Exhibit A will be performed in accordance with all applicable requirements
of the California Prevailing Wage Law, including, but not limited to all applicable
requirements contained in Exhibit C, which is attached to and made a part of this
Agreement.
19, Living Wage Ordinance. Without limiting the foregoing Section 17, Consultant shall
comply fully with all applicable requirements of Petaluma Municipal Code, Chapter 8.36,
Living Wage (the "Living Wage Ordinance as the same may be amended from time to
time Upon the City's request Consultant shall promptly provide to the City documents
and information verifying Consultant's compliance with the requirements of the Living
Wage Ordinance, and shall within fifteen (15) calendar days of the Effective Date of this
Agreement, notify each of its affected employees as to the amount of wages and time off
that are required to be provided to them pursuant to the Living Wage Ordinance. The
Acknowledgement and Certification Pursuant to City of Petaluma Living Wage
Ordinance, attached to this Agreement at Exhibit D, shall be a part of this Agreement for
all purposes, and Consultants that are subject to Living Wage Ordinance requirements, as
determined by the City, must provide a properly completed Exhibit D in accordance with
the requirements of the Living Wage Ordinance. Consultant's noncompliance with the
applicable requirements of the Living Wage Ordinance shall constitute cause for City's
termination of this Agreement pursuant to Section 4 hereof
20. Discrimination. During the performance of this Agreement, Consultant shall not
discriminate against any employee or applicant for employment because of race. religion,
creed, color, national origin, ancestry, gender, sexual orientation, age or physical or
mental disability in violation of any applicable' law.
21. Notice. Except as otherwise specified in this Agreement, all notices to be sent pursuant
to this Agreement shall he made in writing, and sent to the Parties at their respective
addresses specified below or to such other address as a Party may designate by written
notice delivered to the other Party in accordance with this Section. All such notices shall
he sent by:
4
11.(1) Ar chlteeturc (911911 1) tank)
PROITSSIONAI. SIi.RV(CI -;S ACIRI:I :MI:V'r— PRIiV.AII.INC NA(0:s (( ity)
(i \lan+ite 1/4I017730) Jline 2(111
8
(i) personal delivery, in which case notice is effective upon delivery;
(ii) certified or registered mail, return receipt requested, in which case notice shall be
deemed delivered on receipt if delivery is confirmed by a return receipt:
(iii) nationally recognized overnight courier, with charges prepaid or charged to the
sender's account, in which case notice is effective on delivery if delivery is
confirmed by the delivery service; or
(iv) facsimile transmission, in which case notice shall be deemed delivered upon
transmittal, provided that (a) a duplicate copy of the notice is promptly delivered
by first - class or certified mail or by overnight delivery, or (b) a transmission
report is generated .reflecting the accurate transmission thereof Any notice given
by facsimile shall'be considered to have been received on the next business day if
it is received after 5 :00 p.m. recipient's time or on a nonhusiness day.
City: City Clerk
City of Petaluma
Post Office Box 61
Petaluma, California 94953
Phone: (707) 778 -4360
Fax: (707) 778 -4554
Email: eityclerk@ci.pctaluma.ca.us
And:
Joe Rye
Transit Division Manager
555 North McDowell
Petaluma, CA 94954
Phone: 707.778.4421
Fax: 707.776.3799
Email: irve @ci.petaluma.ca.us
Consultant •
Consultant: Mark Adams
TLCD Architecture
111 Santa Rosa. Avenue, Suite 300
Santa Rosa, CA 95404
Phone: 707.525.5600
Fax: 707.525.5616
Email: mark.adams @ties.com
22. Ownership of Documents. All original papers, documents or computer material on disk •
or .microfilm, and copies thereof, produced as a result of this Agreement, shall be the
property of City and may not be used by Consultant without the written consent of City.
Copies of such documents or papers shall not be disclosed to others without the written
consent of the City Manager or his or her designated representative.
23. Indemnification. To the maximum extent permitted by law, Consultant shall, at its own
expense, indemnify. defend with counsel acceptable to the City. (which acceptance will
not he unreasonably withheld), and hold harmless City and its officers, officials,
employees. agents and volunteers ("Indemnitces'') from and against any and all liability,
5
'1'I.CD Architccture(9 /19,'11) (rink)
PRONI)SS10NA1. SERVICES ACM:EMI:NT — PREVAILING WAGES (City)
l m.mage r 11 7730) June 2011
9
loss, damayge claims, suits, actions. arbitration proceedings, adininistrative proceedings,
regulatory proceedings, civil penalties and tines, expenses and costs (including, without
limitation, claims expenses, attorneys fees and costs and fees of litigation) (collectively.
"Liability ") of every nature, whether actual, alleged or threatened, arising out of or in
connection with the Services or Consultant's failure to comply with any of the terms of
this Agreement, regardless of any fault or alleged fault of the Indemnitees.
•
The Consultant's obligation to indemnify, defend and hold harmless under this provision
shall not be excused because of the Consultant's inability to evaluate Liability, or because
the Consultant evaluates Liability and determines that the Consultant is not or may not be
• liable. The Consultant must respond within 30 calendar days to any tender for defense
and indemnity by the City, unless the time for responding has been extended by an
authorized representative.of the City in writing. If the Consultantfails to accept tender of
defense and indemnity within 30 calendar days, in addition to any other remedies
authorized by law, so much of the money due or that may become due the Consultant
under this Agreement as shall reasonably be considered necessary by the City, may be
retained by the City until disposition has been made of the matter subject to tender, or
until the Consultant accepts the tender, whichever occurs first. In the event that the City
must tile responsive documents in a matter tendered to Consultant prior to Consultant's
acceptance of tender, Consultant agrees to fully reimburse all costs, including but not
limited to attorney's fees and costs and fees of litigation. incurred by the City in tiling
such responsive documents.
The Consultant waives any and all rights to express or implied indemnity against the
Indemnitees concerning any Liability of the Consultant arising out of or in connection
with the Services or Consultant's failure to comply with any of the terms of this
Agreement.
Notwithstanding the foregoing, to the. extent this Agreement is a "construction contract"
as defined by California Civil Code Section 2783, as may be amended from time to time,
Consultant's duty to indemnify under this provision shall not apply when to do so would
be prohibited by California Civil Code Section 2782, as may be amended from time to
time.
Notwithstanding the foregoing, to the extent that the Services include design professional
services subject to California Civil Code Section 2782.8, as may be amended from time
to time, Consultant's duty to indemnify shall only be to the maximum extent permitted by
California Civil Code Section 2782.8.
24. insurance. Consultant shall comply with the "Insurance Requirements for Consultants"
in Exhibit 'B -2, attached hereto and incorporated herein by reference. [Indicate attached
exhibit, e.g., "B-1.." "B-2." "B-3." or `B -4. "l
25. Amendment. This Agreement may be amended only by a written instrument executed
by both. Parties.
26. Litigation. If litigation ensues which pertains to the subject matter of Consultant's
services hereunder, Consultant, upon request from City, agrees to testify therein at a
reasonable and customary fee.
6
'1 CI) Archdecwre 19/19/1 11 (Cmk)
I'ROVESSIONA(. SLR VICES AGRFENIl:NT— PREVAILING W.AGIS (City)
(iA Ianaic 31017730) .i 2011
10
27. Construction. This "Agreement is the product of negotiation and compromise on the part
of both Parties and That the Parties agree that, notwithstanding Civil ..Code section 164.
any uncertainty in the Agreement shall not be construed against the drafter of the
Agreement.
28. Governing Law; Venue. This Agreement shall be enforced and interpreted under the
laws of the State of California and the City of Petaluma. Any action arising from or
brought in connection with this Agreement shall be venued in a court of competent
jurisdiction in the County of Sonoma, State of California.
29. Non - Waiver. The City's failure to enforce any provision of this Agreement or the
waiver thereof in a particular instance shall not the construed as a general waiver of any
part of such provision. The provision shall remain in full force and effect.
30, Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent, jurisdiction, the remaining provisions of
this Agreement shall continue in full force and effect.
31. No Third Party Beneficiaries. The Parties do not intend to create, and nothing in this
Agreement shall be construed to create any benefit or right' in any third party.
32. Mediation. The'Parties agree to make a good faith attempt to resolve any dispute arising
out of this Agreement through mediation prior to commencing litigation. The Parties
shall mutually agree upon the mediator and shall divide the Costs of mediation equally.
33. Consultant's Books and Records.
A. Consultant shall maintain any and all ledgers, books of accounts, invoices,
vouchers, canceled checks, and other records or documents evidencing or relating
to charges for services, or expenditures and disbursements charged to the City for
a minimum period of three (3) years or for any longer period required by law,
from the date of final payment to Consultant pursuant to this Agreement.
13. Consultant shall maintain all documents and records which demonstrate
performance under this Agreement for a minimum' period of three (3) years or for
any longer period required by law, from the ,date of termination or completion of
this Agreement.
C. Any records or documents required to be maintained pursuant to this Agreement
shall be made available for inspection or audit, at any time during regular business
hours ujon written request by the City Manager, City Attorney, City Finance
Director, or a designated representative of these officers. Copies of such
documents shall be provided to the City for inspection at Petaluma City Hall
when it is practical to do so. Otherwise, unless an alternative is mutually agreed
upon, the records shall be available at Consultant's address indicated for receipt
of notices in this Agreement.
D. Where City has reason to believe that such records or documents may be lost or
discarded due to dissolution, disbandment or termination of Consultant's
business, City may, by written request by any of the above -named officers,
7
Fl CD Architecture 0/19111) (fink)
PKOI I.SSIONAI. SI'.KVIC 1 {S A( ;Ri:! :M — I'KIivAII_IN(i WAGES (City)
vtn,a. :)1113 77 . Ione 2011
11
•
require that custody of the records be given to the City and that the records and
documents; be Maintained in Petaluma City 1lall.. Access to such records and
documents shall be granted to any party authorized- by Consultant, Consultant's
representatives, or Consultant's successor in interest.
34. Headings. The headings used in this Agreement are for convenience only and arc not
intended to affect the interpretation or construction of any provisions herein.
35. Survival. All obligations arising prior to the termination or expiration of this Agreement
and all provisions of this Agreement allocating liability between City and Consultant
shall survive the termination or expiration of this Agreement.
36. Entire Agreement. This Agreement, including the exhibits attached hereto and
incorporated herein, constitutes the entire agreement between the Parties with respect to
the Services, and supersedes all prior agreements or understandings, oral or written,
between the Parties in this regard.
IN WITNESS WHEREOF, the parties hereto have executed this do tent the day, month and
year first above written. •
CITY OF PETALUMA CONS 4 , 1,, i ,„ ; ,„ , 0
/
( e;)
By
City Manager Name Don Topasi, License # 14948
ATTEST: Vice President
Title
TLCD Architecture, a CA Corporation
111 Santa Rosa Avenue, Suite 300
City Clerk Address
APPROVED AS TO FORM: Santa Rosa CA 95404
City State Zip
68- 0097147
City Attorney Taxpayer 1:D. Number
APPROVED: Application in Progress
Petaluma Business Tax Certificate Number
Department Director
APPROVED:
Risk Manager
APPROVED:
Finance Director
f i l e name: S:''.transil \Agreements- RIT's' transit Maintenance & Operations Facility Remodel) , rl.CD I'SA
8
11CD Architecture (9/19/1 1 -) (link)
PROFESSIONAL SERVICES AGREEMENT — PREVAILING WAGES (City)
(iMannSe c 1037730) .June 2011
12
•
EXHIBIT D
ACKNOWLEDGEMENT AND CERTIFICATION PURSUANT TO
CITY OF PETALUMA LIVING WAGE ORDINANCE
PETALUMA MUNICIPAL CODE CHAPTER 8.36
The Cite of Petaluma Living Wage Ordinance ("Ordinance"), 'Petaluma Municipal Code Chapter
8.36, applies to certain scrvicc contracts, leases, franchises and other agreements or funding
mechanisms' providing financial assistance (referred to hereafter as an "Agreement ") between
the City of Petaluma ( "City ") and /or the Petaluma Communitv,DevclopmcntCommission
( "PCDC ") and contractors, lessees, franchisees, acid /or recipients of City and /or PCDC funding
or financial benefits ( "covered entities ").
Pursuant to Petaluma Municipal Code Section 8.36.120,as part of any bid, application or
proposal for any 1 \greement subject to the Ordinance, the covered entity shall:
®
Acknowledge that the covered entity is aware of the Ordinance and intends to comply
with its provisions.
o Complete the Report of Charges, Complaints, Citations and /or Findings contained in
this Acknowledgement and Certification by providing information, including the date,
. subject matter and manner of resolution, if any, of all wage, hour, collective bargaining,
workplace safety, environmental or consumer protection charges, complaints, citations,
and /or findings of violation of law or regulation by,any regulatory agency or court
including but not limited to the California Department of Fait-Employment and Housing,
Division of Occupational Safety and Health (OSHA), California Department of Industrial
Relations (Labor Commissioner), Environmental Protection. Agency and /or National Labor
Relations Board, wthich have been filed or presented to the covered entity within the ten
years immediately prior to the bid, proposal, submission or request.
Pursuant to Petaluma Municipal Code Section 8.36.120, before the beginning of the term of any
covered Agreement, or prior to the execution of said Agreement by the City or the PCDC, each
covered entity shall certify that its employees are paid a living wage that is consistent with
Petaluma Municipal Code Chapter 8.36.
By executing this zkcknowledgement and Certification, the covered entity (i) acknowledges that it
is aware of the Ordinance and intends to comply with its provisions, (ii) attests to the accuracy
and completeness of information provided in the Report of Charges, Complaints, Citations
and /or Findings contained herein, (iii) ccrtifie.s that it pays its covered employees a Living Wage
as defined in Petaluma Municipal Code Chapter 8.36 and (iv) attests that the person executing
,1 1)G1;,\IJ ?N'1':\ND CLRTIl']C:\1'ION PURSUANT TO
(iffy OF FF1'; \l J. \I \ 1,I`'I C; \ \' \C;1: OR1)1N: \NCI''
Page 1 of 3
13
this Acknowledgement and Cerrifleation is authorized ro'bind the covered entity as to the
matters covered in this .eledgment and Certification.
SO ACKNOWLEDGED and CIRT1FIED:
Project or Contract 1.1):
- 1 - (X 0 ,4 a • frf,e41*6 Date: dt 1 (
(Print Narne of Covered Entity/Business (iapacity)
By ,
AMAI OMAN.
(Print L Tame)
/s/
Sit 14,,
.A,40014
(Signat7ir':\0
Its
(Title /Capacity of Authorized Signer)
•
ACKNOWI,FIKiEMENT AND CERTIFICATION PURSUANT To
( pi-ITAi ALA LIVING WAGE ORDINANCE
Page 2 of
14
REPORT OF CHARGES, COMPLAINTS, CITATIONS AND /'OR 'FINDINGS
PURSUANT TO PETALUMA MUNICIPAL 'CODE SECTION 8.36.120
l'QR F:.v(:H vV'.vG[, HOUR, COLLECTIVE BARGAINING, WORKPLAC:L S.A1 IiTY, EENV1RON 1.iN'I',A1,
OR CONSUMER PROTECTION CFI: \RGE, COMPLAINT, CT'l'- \'UR)N, AND/OR FINDING OF VIOLATION
OF LAW OR REGULATION BY ANY REGULATORY .AG1 :NC1 OR COL;R'I', INCLUDING BUT NOT
LIMITED TO . 1'IIF, CALIFORNIA I)EPAR'1' \IEN.L' OF I'.\TR I : \IPL( )YMENI: AND HOUSING, DIVISION OF
(-)CCUPATIONAI. SAFI -:1Y AND HE \L'i'H (OSHLA), CALIFORNIA I)EPAR'1 OF INDUSTRI :AT.
RELATIONS (1,.A13( )R (.:( ) \I \IISSIONF:R), ENVIRONMENTAL PR{ TFCTRON ;AGENCY AND/OR NATIONAL
LABOR RELATIONS BOARD, Ay T UCH:
o AFFECTS YOU AS .A PROSPECTIVE CONTRACTOR, SUBCONTRACTOR, LESSEE, FRANCHISEE
AND/OR PARTY TO ANY CITY OF PETALUMA AND/OR 'PUT.. \I .0 \LA CO\IIIL ;NITY
DFA"F.LOP\IENT CO\li\11SSION- FUNDED AGREE\IEN'I' OR BENEFIT SUBIl :CT TO
PETALUMA MUNICIPAL CODE CIIAP'1FR 8.36 (I,IV-TNG WAGE? ORDINANCE), AND
o HAS BEEN FILED OR.PRESENTED TO YOU \YTI:TTIN THE TEN Yli_ \RS I\I\ILDI_\TEL\' PRIOR
'I'O THE BID, PROPOSAL, SUBMISSION OR REQUEST FOR M ITCH THIS ACKNOWLEDGEMENT
AND CERTIFICATION IS .MADE.
PLEASE PROVIDE. TIFF. DATE, TI -HE REGU1.: \TORY _AGENCY OR COURT sALAKTNG 'I'F1E CHARGE
COMPLAINT, CITATION OR FINDING, THE SUBJECT MATTER AND '1'11L MANNER OF RESOLUTION,
TF ANY, FOR F.ACH SUCH CHARGE COMPLAINT, CITATION OR FINDT \G.
Il NONE, PLEASE S'I'. \'1'F. "NONE ": NONE
t\yI'.\CF1 .ADDrFTON. \I, PAGES IF NEEDED.
Date:
Regulatory :Agency or Court:
Subject Matter:
Resolution, if any:
1, xpcctcd resolution, if known:
June 2011 (iMauage #1638607.2)
: \CKN(:) \ \`l.l.l)(:;I :MUN1'AND CI:R'1'IIIC. \'PION 1'l:'RSUANi f(.)
Cl'1'Y O1 PF:'1'A],UM:A L1VI.NG \V',\GU ORDINANCE
Page 3ut3
15