CONTRACT SUMMARY INFORMATION

P Professional Services r Construction Maintainence/Service

r Amendment# (if applicable) r Change Order# (if applicable)

r Resolution# (if applicable)

Vendor Name: NEILL ENGINEERS

I B.L 75

Agreement# PWD-NEI-SDRAIN-128-17-18

[ Amount: $11960.00 r Appropriated

Account#: 13-89583-0006

I Project Name: JUNIPERO STORM DRAIN

Scope of Work: DESIGN, BID ASSISTANCE AND CONSTRUCTION MGMT SERVICES FOR JUNIPERO AND FIFTH AVE
STORM DRAIN REPAIR PROJECT

Contract Term:

r 1 Year r 2 Years r 3 Years r Continuous Lease P' Other

I Begin Date: 7/01/17 ! End Date: 8/31/17

r Closed Completed Lapsed

r Notice To Proceed r Notice of Completion Insurance Verified

I Amount:$
 AGREEMENT REVIEW AND ROUTING FORM

Vendor Name Neill Engineers

Project/Description of Services Junipero Storm

Agreement Type Professional Services Agreement

Business License I" Existing r New r W9

*New vendors must complete W9 & In & Out
Business License

Term- Is there a start and end date?

Amount-Is there a not to exceed amount? I"
Bid-If the amount exceeds $4,000, are there 3 quotes or a RFQ/RFP? 11
*If not completed please explain in the notes section
Insurance/Bonds
Authorization: If Dollar Amount of Original Contract or Amended Contract r
exceeds $24,999, include Council Meeting, Date and Resolution number

Director of Contracts *Required when Template not used

Vendor- 2 originals wet-signature
City Attorney *For contracts of $25,000 or more
City Administrator
City Clerk r

Scan, update contract master log

Add to City Admin. Log/monthly agenda report *for contracts tess than $24,999
Email department and send to vendor with checklist
Set-up purchase order
Notes/Comments:
Click here to enter text.

Updated OB/03/2015 SF
 AGREEMENT FOR PROFESSIONAL CONSULTING SERVICES

Neill Engineers Corp.

Design and Construction Management
Junipero and Fifth Storm Drain Repair

THIS AGREEMENT is executed this f/J.tf __

2017 by and between the CITY OF
CARMEL-BY-THE-SEA, a municipal corporation (hereinafter "CITY"), and Neill Engineers Corp.
(hereinafter "CONSULTANT").

IT IS HEREBY MUTUALLY AGREED AS FOLLOWS:

1. Scope. CONSULTANT hereby agrees to provide to CITY design, bid assistance

and construction management services for the Junipero and Fifth Avenue Storm Drain Repair
project.

2. Timely Work. CONSULTANT shall perform all duties incidental or necessary in a

timely fashion; and shall be performed diligently, competently, and in accordance with
professional standards of performance. Failure to so perform is hereby deemed a material breach
of this Agreement, and CITY may terminate this Agreement with no further liability hereunder. City
may agree in writing with CONSULTANT to an extension of time. It is expressly agreed and
understood that CONSULTANT shall not be held responsible for delays occasioned by factors
beyond their control, nor by factors that could not reasonably have been foreseen at the time of
execution of this AGREEMENT.

3. Term. The work under this Agreement shall commence on June 1, 2017 and
terminate on August 31, 2017. The parties may agree to extend or amend this Agreement prior
to its expiration.

4. Compensation. CITY shall pay CONSULTANT in an amount not to exceed

$11 ,960.00, which said sum shall include all costs.

Compensation under this Agreement shall become due and payable thirty (30)
days after CITY's approval of CONSULTANT'S submission of monthly written invoices. Written
invoices shall clearly itemize each charge. The payment of any compensation to CONSULTANT
hereunder shall be contingent upon performance of the terms and conditions of this Agreement
to the reasonable satisfaction of the City Administrator.

If the City Administrator determines that the work set forth in the written invoice
has not been performed in accordance with the terms of this Agreement, CITY shall not be
responsible for payment until such time as the work has been performed to the reasonable
satisfaction of the City Administrator.

5. Additional Services. In the event that CITY should request additional services
not covered by the terms of this Agreement, said additional services and compensation shall be
agreed upon in advance and in writing by CONSULTANT and the City Administrator.
CONSULTANT shall not be compensated for any additional services unless such additional
services and compensation are approved by the City Council inasmuch as all Agreements
exceeding $24,999.00 require City Council approval to be valid.

6. Meet and Confer. CONSULTANT agrees to meet and confer with CITY or its
agents or employees with regard to services as set forth herein as may be required by City
Administrator to insure timely and adequate performance of this Agreement.

7. Suspension or Termination of Agreement Without Cause. CITY may at any

time, for any reason, with or without cause, suspend or terminate this Agreement, or any portion
. 1.
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Commercial general liability insurance including but not limited to premises,
personal injuries, bodily injuries, products, and completed operations, with a combined single limit
of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate.

Professional liability insurance CONSULTANT shall maintain in effect

throughout the term of this Agreement professional liability insurance with limits of not less than
$1,000,0000 per claim and $2,000,000 in the aggregate. CONSULTANT will either maintain or
cause to be maintained professional liability coverage in full force or obtain extended reporting (tail
coverage with the same liability limits) for at least three (3) years following CITY's acceptance of
work.

Commercial automobile liability insurance covering all automobiles, including

owned, leased, non-owned and hired automobiles, used in providing services under this
Agreement, with a combined single limit of not less than $1,000,000 per occurrence.

Workers' Compensation Insurance If CONSULTANT employs others in the

performance of this Agreement, CONSULTANT shall maintain workers' compensation insurance
in accordance with California Labor Code section 3700 and with a minimum of $1,000,000 per
occurrence for employers' liability.

Other Insurance Requirements

A. All insurance required under this Agreement must be written by an

insurance company either: (1) Admitted to do business in California with
a current A.M. Best rating of no less that A:VI; or (2) An insurance
company with a current A.M. Best rating of no less than A: VII. Exception
may be made for the State Compensation Insurance Fund when not
specifically rated.

B. Each insurance policy required by this Agreement shall be endorsed to

state that CITY shall be given notice in writing at least thirty {30) days in
advance of any cancellation thereof, except CITY shall be given TEN (10)
days' notice for nonpayment of the premium.

C. The general liability and auto policies shall:

1) Provide an endorsement naming CITY, its officers, officials, and

employees as additional insureds under an ISO CG 20 10 07 04 and ISO
20 37 07 04 or their equivalent.
2) Provide that such insurance is primary and non-contributing
insurance to any insurance or self-insurance maintained by CITY.
3) Contain a "Separation of Insureds" provision substantially
equivalent to that used in the ISO form CG 00 01 10 01 or their equivalent.
4) Provide for a waiver of any subrogation rights against CITY via an
ISO CG 24 01 10 93 or its equivalent.

D. Prior to the start of work under this Agreement CONSULTANT shall file
certificates of insurance and endorsements evidencing the coverage
required by this Agreement with the City Administrator. CONSULTANT
shall file a new or amended certificate of insurance promptly after any
change is made in any insurance policy which would alter the information
on the certificate then on file.

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 17. Materials and Eauioment. CONSULTANT shall furnish at his/her own expense,
all materials and equipment necessary to carry out the terms of this Agreement.

18. Digital Files. CONSULTANT shall furnish copies of all deliverables in digital
format.

19. Audit Authority. CONSULTANT shall keep full and detailed accounts and
exercise such controls as may be necessary for proper financial management under this
Agreement; the accounting and control systems shall be satisfactory to CITY. CITY and CITY's
auditor shall be afforded access to CONSULTANT's records, books, correspondence and other
data relating to this Agreement. CONSULTANT shall preserve these records, books,
correspondence and other data relating to this Agreement for a period of four (4) years after final
payment or for such longer period as may be required by law. In addition, CONSULTANT agrees
to make said records, books, correspondence and other data relating to this Agreement available
to CITY at CITY's principle place of business upon seventy-two (72) hours advance written notice.
The City Administrator, or his or her designee, shall at all times have the right to inspect the work,
services, or materials. CONSULTANT shall furnish all reasonable aid and assistance required by
CITY for the proper examination of the work or services and all parts thereof. Such inspection shall
not relieve CONSULTANT form any obligation to perform said work or services strictly in
accordance with the specifications of any modifications thereof and in compliance with the law.

20. Notices. All notices herein provided to be given, or which may be given by either
party to the other, shall be considered fully received when made in writing and deposited in the
United States mail, certified and postage prepaid, and addressed to the respective parties as
follows:

CITY: City Administrator

City of Carmel-by-the-Sea
P.O. BoxCC
Carmel-By-The-Sea, CA 93921
CONSULTANT: Neil Engineers Corp.
ATTN: Sherman Low
P.O. Box LL- Mission and 5th
Carmel-by-the-Sea, CA 93921

21. Entire Agreement. This Agreement constitutes the entire Agreement between
the parties hereto and supersedes any and all prior Agreements, whether oral or written, relating
to the subject matter thereof. Any modification of this Agreement will be effective only if it is in
writing signed by both parties hereto.

22. Validity. If any provision in this Agreement is held by a court of competent

jurisdiction to be invalid, void or unenforceable, the remaining provisions will continue in full force
without being impaired or invalidated in any way.

23. Assignment of Interest. The duties under this Agreement shall not be
assignable, delegable, or transferable without the prior written consent of CITY. Any such
purported assignment, delegation, or transfer shall constitute a material breach of this Agreement
upon which CITY may terminate this Agreement and be entitled to damages.

24. Conflict of Interest/Political Reform Act. CONSULTANT shall at all times avoid
conflicts of interest, or the appearance of conflicts of interest, in the performance of this
Agreement.

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 IN WITNESS WHEREOF, this Agreement is entered into by the parties hereto in Carmel,
California, on the day and year first written above.

Date: f:zy. 17-

CONSULTANT:

By: Date: ~8~~--"'2'-'-4-1-/_:_1£_1 __

r '
ATTEST:

By: Date: 09B9J/d.f)/'J

r;

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