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12-017 Professional Services Agreement, Perkins + Will, City Hall Essential Service Facility Analysis P.O. # j. 7J ' - CITY OF vii i:// V AGREEMENT BETWEEN CITY OF CUPERTINO AND �5�.„rte PERKINS + WILL FOR PROFESSIONAL SERVICES FOR CUPERTINO ITY HALL ESSENTIAL SERVICE FACILITY ANALYSIS 4-403 1 HIS AGREEMENT is made and entered into this Z” day of lrt m rlf 2012 by and between the City of Cupertino, a municipal corporation, hereinafter referred to as CITY and Perkins+ Will hereinafter referred to as CONSULTANT. RECITALS WHEREAS, CITY desires to obtain Perkins + Will consultant services for the City Hall Essential Service Facility Analysis, (hereinafter referred to as Project); and, WHEREAS, CITY requires certain professional services in connection with Project (hereinafter referred to as Services); and, WHEREAS, CONSULTANT has the necessary professional expertise, qualifications and skill to perform the Services required and is prepared to provide such Services; and, NOW, THEREFORE, the purpose of this Agreement is to retain Perkins + Will as CONSULTANT to CITY to perform those Services specified in Exhibit A of this Agreement, and the parties hereby agree as follows: Section 1. Scope of Services CONSULTANT shall perform those Services specified in Exhibit A, proposal, which is attached hereto and incorporated herein. Section 2. Term of Agreement The term of this Agreement shall commence on January 18, 2012 and continue through December 31, 2012. In the event that the Services called for under this Agreement are not completed within the time specified,the CITY may extend the time for completion. Section 3. Schedule of Performance The Services of CONSULTANT are to be completed in a timely manner acceptable to the City. CONSULTANT is not responsible for delays beyond CONSULTANT's reasonable control. Section 4. Compensation The compensation to be paid to CONSULTANT for professional Services and reimbursable expenses shall be based on lump sum not to exceed Thirty One Thousand, Three Hundred Dollars ($31,300.00) for Basic Services and Reimbursable Expenses. The rate of payment is set out in Exhibit A, proposal, which is attached hereto and incorporated herein. Section 5. Method of Payment CONSULTANT shall furnish to CITY a detailed statement of the work performed for compensation during the term of this Agreement. CONSULTANT may submit monthly invoices for interim progress payments during the course of each phase, clearly stating as a minimum the total Contract amount, amount paid to date,percent complete, and amount due. Section 6. Independent Contractor It is understood and agreed that CONSULTANT, in the performance of the Services, shall act as and be an independent contractor and not an agent or employee of CITY; and as an independent contractor, CONSULTANT shall obtain no rights to retirement benefits or other benefits which accrue to CITY's employees, and CONSULTANT hereby expressly waives any claim it may have to any such rights. Section 7. No Third Party Rights CONSULTANT's Services under this Agreement are intended for the sole benefit of City and shall not create any third party rights or benefits. Section 8. Project Coordination A. CITY: Director of Public Works shall be representative of CITY for all purposes under this Agreement. The Public Works Projects Manager, is hereby designated as the Director of Public Works' designee and Project Manager, and shall supervise the progress and execution of this Agreement. B. CONSULTANT: CONSULTANT shall assign a single CONSULTANT Project Manager to have overall responsibility for the progress and execution of this Agreement for CONSULTANT. Should circumstances or conditions subsequent to the execution of the Agreement require a substitute CONSULTANT Project Manger for any reason, the CONSULTANT Project Manager designee shall be subject to the prior written acceptance and approval of the City Project Manager. The designated CONSULTANT Project Manager shall be Karen Alshuler. Section 9. Assignability/Subconsultants/ Employees The parties agree that the expertise and experience of CONSULTANT are material considerations for this Agreement. CONSULTANT shall not assign or transfer any interest in this Agreement or the performance of any obligations hereunder, without the prior written • consent of CITY, and any attempt by CONSULTANT to so assign this Agreement or any rights, duties, or obligations arising hereunder shall be void and of no effect. CONSULTANT shall be responsible for employing or engaging all persons necessary to perform the Services of CONSULTANT hereunder. No subconsultant of CONSULTANT will CH Essential Services Facility Analysis Perkins+Will 2 be recognized by CITY as such; rather, all subconsultants are deemed to be contractors of CONSULTANT, and it agrees to be responsible for their performance. CONSULTANT shall give its collective professional attention to the fulfillment of the provisions of this Agreement by all of its employees and subconsultants, if any, and shall keep the work under its control. If any employee or subconsultant of CONSULTANT fails or refuses to carry out the provisions of this Agreement or appears to be incompetent or to act in a disorderly or improper manner, such employee or subconsultant shall be discharged immediately from the work under this Agreement on demand of CITY. Section 10. Indemnification A. Claims for Professional Liability. Where the law establishes a standard of care for CONSULTANT's professional services, and to the extent the CONSULTANT breaches or fails to meet such established standard of care, or is alleged to have breached or failed to meet such standard of care, CONSULTANT shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless CITY and its officers, officials, agents, employees and volunteers from and against any and all liability, claims, actions, causes of action or demands whatsoever against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT or CONSULTANT's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of CITY's choice, expert fees and all other costs and fees of litigation. CONSULTANT shall not be obligated under this Agreement to indemnify CITY to the extent that the damage is caused by the sole or active negligence or willful misconduct of CITY, its agents or employees. B. Claims for Other Liability. CONSULTANT shall, to the fullest extent allowed by law, with respect to all services performed in connection with the Agreement, indemnify, defend, and hold harmless CITY and its officers, officials, agents, employees and volunteers against any and all liability, claims, actions, causes of action or demands whatsoever from and against any of them, including any injury to or death of any person or damage to property or other liability of any nature, that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of CONSULTANT or CONSULTANT's employees, officers, officials, agents or independent contractors. Such costs and expenses shall include reasonable attorneys' fees of counsel of CITY's choice, expert fees and all other costs and fees of litigation. CONSULTANT shall not be obligated under this Agreement to indemnify CITY to the extent that the damage is caused by the sole or active negligence or willful misconduct of CITY, its agents or employees. C. Claims involving intellectual property. In addition to the obligations set forth in (A) and (B) above, CONSULTANT shall indemnify, defend, and hold CITY, its elected and appointed officers, employees, and volunteers, harmless from and against any CH Essential Services Facility Analysis Perkins+Will 3 Claim in which a violation of intellectual property rights, including but not limited to copyright or patent rights, is alleged that arises out of, pertains to, or relates to CONULSTANT's negligence, recklessness or willful misconduct under this Agreement. Such costs and expenses shall include reasonable attorneys' fees of counsel of CITY's choice, expert fees and all other costs and fees of litigation. Section 11. Insurance Requirements CONSULTANT shall furnish to CITY, within 15 days following the execution of this Agreement,the required certificates and endorsements to provide CITY satisfactory proof that CONSULTANT has taken out for the entire period required by this Agreement, as further described below,the following insurance and endorsements, in a form satisfactory to CITY and with an insurance carrier satisfactory to CITY, authorized to do business in California and rated by A. M. Best&Company"A"or better, financial category size FSC Class VII or better or that is otherwise acceptable to CITY, which will protect those described below from claims described below which arise or are alleged to have arisen out of or result from the acts,errors or omissions of CONSULTANT for which CONSULTANT may be legally liable,whether performed by CONSULTANT, or by those employed directly or indirectly by it, or by anyone for whose acts CONSULTANT may be liable: A. Workers' Compensation and Employer's Liability Insurance: Workers' compensation insurance indicating compliance with State's workers' compensation laws and employer's liability insurance with a minimum of one million dollars ($1,000,000.00) per accident for injury, death or disease to any employee. The policy shall contain an endorsement waiving all rights of subrogation against CITY, its officers, officials, employees or volunteers. In the event CONSULTANT is self- insured, it shall furnish Certificate of Permission to Self-Insure signed by Department of Industrial Relations Administration of Self-Insurance, State of California. B. Professional Liability, General Liability and Automobile Liability Coverage: 1. Automobile Liability Insurance shall include coverage for bodily injury and property damage for owned (if any), hired and non-owned vehicles and shall not be less than one million dollars ($1,000,000.00), combined single limit for any one occurrence. 2. Comprehensive or Commercial General Liability Insurance shall include coverage for bodily injury, property damage and personal injury for premises operations, product/completed operations and contractual liability. The amount of the insurance shall not be less than one million dollars ($1,000,000.00) per occurrence and two million dollars ($2,000,000.00) aggregate, combined single limit. (Claims made policies are not acceptable.) CONSULTANT shall also provide aggregate limits per project endorsement and primary insurance endorsement. 3. Professional liability Insurance (including Contractual Liability) shall include coverage for claims for professional acts, errors or omissions and shall not be less than one million dollars ($1,000,000.00) per claim, and two million dollars ($2,000,000.00) in the aggregate. This coverage shall be maintained for a period of 5 years after completion of the Agreement. CH Essential Services Facility Analysis Perkins+Will 4 C. Additional Insurance Provisions 1. CITY shall have the right to inspect or obtain a copy of the original policies of insurance. 2. On CONSULTANT's Commercial General Liability policy and Automobile Liability Policy, CITY of Cupertino and their affiliates, directors, officers, officials, partners, representatives, employees, consultants, subconsultants and agents, shall be named as additional insured, but only with respect to liability arising out of work or operations performed by or on behalf of CONSULTANT including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to CONSULTANT's insurance (at least as broad as ISO Form CG 20 37 07 04 or CG 20 10 11 85). 3. The general and auto liability policies shall be endorsed to provide primary insurance coverage for all claims related to the Services provided under this contract. 4. The certificate of insurance shall state the policy will not be cancelled without thirty (30) days prior written notice to CITY. 5. All policies, endorsements, certificates, and/or binders shall be subject to approval by CITY as to form and content. These requirements are subject to amendment or waiver if so approved in writing by CITY. 6. If CONSULTANT fails to maintain any required insurance, CITY may take out such insurance, and deduct and retain amount of premium from any sums due CONSULTANT under this Agreement. 7. Professional liability insurance coverage is required if CONSULTANT is providing a service regulated by the State of California or if required by CITY. Section 12. Nondiscrimination CONSULTANT shall not discriminate, in any way, against any person on the basis of race, sex, color, age, religion, sexual orientation, disability, ethnicity, or national origin in connection with or related to the performance of this Agreement. CH Essential Services Facility Analysis Perkins+Will 5 Section 13. Termination A. CITY or CONSULTANT shall have the right to terminate this Agreement without cause, by giving not less than thirty (30) days prior written notice of termination. B. If CONSULTANT fails to perform any of its material obligations under this Agreement, in addition to all other remedies provided by law, CITY may terminate this Agreement upon thirty (30) days prior written notice if CONSULTANT fails to take steps to correct such failure within the notice period. C. The Director of Public Works is authorized to terminate this Agreement on behalf of CITY. D. In the event of termination, CONSULTANT shall deliver to CITY, copies of all reports, documents, and other work performed by CONSULTANT under this Agreement, and upon receipt thereof, CITY shall pay CONSULTANT for Services performed and reimbursable expenses incurred to the date of termination. Section 14. Governing Law CITY and CONSULTANT agree that the law governing this Agreement shall be that of the State of California. Section 15. Compliance With Laws Consistent with its professional standard of care, CONSULTANT shall comply with all applicable federal, state, and local laws, rules, regulations, orders, codes, criteria and standards. CONSULTANT shall procure the permits, certificates, and licenses necessary to allow CONSULTANT to perform the Services described in Exhibit A. CONSULTANT is required to pay prevailing wage where applicable. Section 16. Confidential Information All data, documents, discussions, or other information developed or received by or for CONSULTANT in performance of this Agreement are confidential and not to be disclosed to any person except as authorized by CITY,or as required by law. Section 17. Ownership of Materials. Any interest(including copyright interests) of CONSULTANT or its subconsultants, in studies, reports, memoranda, computational sheets, plans,plans or any other documents (including electronic media)prepared by CONSULTANT or its subconsultants at any time in connection with the Services, shall be immediately upon its creation, the property of CITY. To the extent permitted by Title 17 of the United States Code, work product produced under this Agreement shall be deemed works for hire and all copyrights in such works shall be the property of CITY. In the event that it is ever determined that any work and any former works created by CONSULTANT or its subconsultants under this Agreement are not works for hire CH Essential Services Facility Analysis Perkins+Will 6 under U.S. law, CONSULTANT hereby assigns to CITY all copyrights to such works when and as created. With CITY's prior written approval, CONSULTANT may retain and use copies of such works for reference and as documentation of experience and capabilities. Electronic and hard copies of CONSULTANT's work product shall constitute the Project deliverables. Plans to be in CAD and PDF formats, and other documents to be in Microsoft Word and PDF formats. CITY holds CONSULTANT harmless for any reuse of or modification to the documents. Section 18.No Waiver. The granting of any payments, and any inspections, reviews, approvals or oral statements by any CITY representative, or certification by any governmental entity, shall in no way limit CONSULTANT's obligations under this Agreement. Either party's waiver of any breach, or the omission or failure of either party, at any lime, to enforce any right reserved to it, or to require strict performance of any provision of this Agreement, shall not be a waiver of any other right to which any party is entitled, and shall not in any way affect, limit, modify or waive the party's right thereafter to enforce or compel strict compliance with every provision hereof. This Agreement may not be modified, nor may compliance with any of its terms be waived, except by written instrument executed and approved by fully authorized representatives of CITY and CONSULTANT. Section 19. CONSULTANT's Books and Records A. CONSULTANT shall maintain any and all ledgers, books of accounts, invoices, canceled checks, and other records or documents evidencing or relating to charges for Services, or expenditures and disbursements charged to 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. B. 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, upon written request by the City Attorney, City Manager, or a designated representative of any of these officers. Copies of such documents shall be provided to CITY for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records sha11 be available at CONSULTANT's address indicted for receipt of notice in this Agreement. B. 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, require that custody of the records be given to CITY and that the records and documents be maintained in City Hall. Access to CH Essential Services Facility Analysis Perkins+Will 7 such records and documents shall be granted to any party authorized by CONSULTANT, CONSULTANT's representatives, or CONSULTANT's successor-in-interest. Section 20. Interest of CONSULTANT CONSULTANT covenants that it presently has no interest, and 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, no subconsultant or person having such an interest shall be employed. CONSULTANT certifies that no one who has or will have any financial interest under this Agreement is an officer or employee of CITY. It is expressly agreed that, in the performance of the Services hereunder, CONSULTANT shall at all times be deemed an independent CONSULTANT and not an agent or employee of CITY. Section 21. Gifts A. CONSULTANT is familiar with CITY's prohibition against the acceptance of any gift by a CITY officer or designated employee, which prohibition is found in CITY Administrative Procedures. B. CONSULTANT agrees not to offer any CITY officer or designated employee any gift prohibited by the Administrative Procedures. C. The offer or giving of any prohibited gift shall constitute a material breach of this Agreement by CONSULTANT. In addition to any other remedies, CITY may have in law or equity, CITY may terminate this Agreement for such breach as provided in Section 13 of this Agreement. Section 22. Notices All notices and other communications required or permitted to be given under this Agreement shall be in writing and shall be personally served or mailed,postage prepaid and return receipt requested, addressed to the respective parties as follows: To CITY: Carmen Lynaugh City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 Office: 408-777-3215 Cell: 408-857-1350 e-mail: carmen(@cupertino.org To CONSULTANT: Karen Alschuler Perkins + Will 185 Berry St., Lobby One, Suite 5100 San Francisco, CA 94107 Office: 415-546-2906 CH Essential Services Facility Analysis Perkins+Will 8 Cell: 415-298-5659 e-mail: Karen.alshuler @perkinswill.com Notice shall be deemed effective on the date personally delivered or, if mailed,three (3)days after deposit in the mail. Section 23. Venue In the event that suit shall be brought by either party hereunder, the parties agree that venue shall be exclusively vested in the state courts of the County of Santa Clara, or where otherwise appropriate, exclusively in the United States District Court for the Northern District of California, San Jose, California. Section 24. Agreement Binding/Prior Agreements and Amendments The terms, covenants, and conditions of this Agreement shall apply to, and shall bind, the heirs, successors, executors, administrators, assigns, and subconsultants of both parties. This Agreement, including all Exhibits attached hereto, represents the entire understanding of the parties as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters covered hereunder. This Agreement may only be modified by a written amendment duly executed by the parties to this Agreement. Section 25. Costs and Attorneys Fees The prevailing party in any action brought to enforce the terms of this Agreement or arising out of this Agreement may recover its reasonable costs and attorneys' fees expended in connection with such an action from the other party. Section 26. Electronic Transmission of Information From time to time, CONSULTANT may be directed to transmit information to CITY, or CITY's other Consultants, or CITY's Contractor via electronic transmission. CITY, or CITY's other Consultants, or CITY's Contractor shall not be entitled to and CITY hereby agrees not to alter or modify any such information without the express consent of CONSULTANT. Similarly, CITY, or CITY's other Consultants, or CITY's Contractor shall not use any information for any purpose not expressly covered by this Agreement. CONSULTANT shall not be responsible for any destruction or corruption of such information during or after transmission to CITY, or CITY's other Consultants, or CITY's Contractor and shall be entitled to appropriate additional compensation in the event re-transmission or re-creation is required. Notwithstanding the foregoing, CITY's Contractor may use electronically transmitted information to prepare submittals, as-built drawings and record drawings. CONSULTANT shall not be responsible for any changes made by the Contractor or for the Contractor's work product. CH Essential Services Facility Analysis Perkins+Will 9 Section 27. Dispute Resolution Any dispute related to the Services hereunder shall be resolved by the parties pursuant to applicable law. CH Essential Services Facility Analysis Perkins+Will 10 P.O. # ����� WITNESS THE EXECUTION HEREOF on the day and year first herein above written. P'" 0 1 E • S TO FORM: CITY OF CUPERTINO I ..� .a .� a municipal corporation ••• Attorney, Carol Korade date Z )rector o ublic Works, Timm Borden Attes • date .2-6 4 x Athli City Clerk, I h NOTARY PUBLIC CERTIFICATION att Sc 0' 10300 Torre Avenue State of California Cupertino, CA 95014 Count of 408-777-3223 c Q fr "hC.ASrW On_d3 ( / m O f /_y pr before CONSULTANT Vi"me, �-� o� �p�,v� �. S�l�tOl,/�' PERKINS + WILL NotarYPublic,persoRally appeared t(_4.re./A la• s. iipLed,By: who proved to me on the basis of satisfactory evidence to be the person(s) whose name (s) is/are subscribed to the {�� within instrument and acknowledged to Dat krit J 18 ,2011 me that he/she/they executed the same in his/her/their capacity (ies), and that p� ,cc's/'' -- by his/her/their signature (s) on the Name: 3. instrument the person(s) or the entity Title:i/0 q, t/ upon behalf of which the person (s) acted, executed the instrument. Q f Tax I.D.No.: 34 4-210103 v I certify under PENALTY OF PERJURY under the laws of the State of California 185 Berry St., Lobby One, Suite 5100 that the foregoing paragraph is true and San Francisco, CA 94107 correct. WI 144, my hand a id official seal. /I�. / Contract Amount: $31,300.00 ' r /12-' iy Si• ture of N74.ry Pu s lic Account No.: 110-8101-7014 MEGHAN J. STUART f!�?�CH Essential Services Facility Analysis . Notar Commission Public-*Californi1892922 a = Perkins 4-Will 11 �•j Y .. "►% San Francisco County > Comm.Ex ires Jul 15,2014 EXHIBIT A 185 Berry St.,Suite 5100 t:415.856.3000 San Francisco,CA 94107 f:415.856.3001 www.perkinswill.com PERKINS WILL 9 January 2012 Terry W. Greene Acting City Architect Public Works Department City of Cupertino 10300 Torre Ave Cupertino, California 95014 408-777-3354 Re: Cupertino City Hall Essential Services Facility Analysis Dear Terry, We are pleased to submit the following proposal to conduct a study of the Cupertino City Hall building and its compliance with current codes as it relates to essential services facility requirements. The primary objective of this study is to identify both deficiencies and potential improvements to Cupertino City Hall that are necessary to achieve essential services facility status by today's codes. . This proposal is organized into the following sections: A. Project Understanding B. Scope of Services/Deliverables C. Assumptions D. Schedule E. Compensation A. Project Understanding This study will include an architectural, mechanical, electrical, plumbing, fire protection, and structural analysis as well as conceptual recommendations for modifications of the existing City Hall to gain current code compliance as an essential services facility. Consultants will include AKH Structural Engineers Inc. for structural engineering and PAE Consulting Engineers Inc. for mechanical, electrical, plumbing, and fire protection engineering. This analysis is the first piece of a recommended phased approach to improvements of the Cupertino City Hall. Perkins + Will looks forward to continued work and additional phases including: • A study to develop the City Hall as an improved but non- essential services facility if that is the direction the City decides to pursue. • A study to develop a long-term integrated design solution with the surrounding City buildings that incorporates sustainable design features and strategies. • A study to develop possible replacement strategies for the City Hall building. RORTHiME R ICA 1 ASti M1001E3rAST:4 A'r ICA I -ar 1 -rT1J.J ��` EXHIBIT A Perkins+Will Page 2 of 2 B. Scope of Services • Site Visit and Kickoff meeting and production of Meeting Minutes. • Review of existing drawings and documentation provided by the Owner. • Preparation of California Building Code study. • Conference Calls and Meetings as desc:ribed above. • Deliverables: A report that contains the analysis for each discipline and a conceptual narrative describing work required in each discipline (architecture, structure, and MEPFP) to modify the Cupertino City Hall Building for use as a code compliant essential services facility. C. Assumptions • This proposal is for the disciplines of architecture, MEPFP engineering, and structural engineering. This proposal does not include the services of any other consultants. • Meetings and conference calls included in the proposal are listed in the schedule component. No additional meetings are included. D. Schedule The work will begin upon the Owner's written approval to proceed and will be complete within 4 weeks. The following lists targeted dates for activities, which will be adjusted to reflect the actual start date of the project(i.e. kick-off meeting): • Tuesday, 1/17, Site Visit and Kick-off Meeting • Friday, 1/20 Clarifications Conference Call • Tuesday, 1/31 Issue Electronic Rough Draft • Friday, 2/3 Rough Draft Comment Response Conference Call • Friday, 2/10 Final Report • Tuesday, 2/14 Cost Estimate Meeting E. Compensation Perkins+Will proposes to provide the services described for a lump sum fee of$31,300, inclusive of expenses. Additional Services outside of the scope of this proposal will be performed with the written authorization of the Owner. Sincerely, lob Susan Seastone Senior Project Manager, Perkins+Will Enclosures: PAE Proposal dated 12/19/11 AKH Proposal dated 12/19/11 CC: Karen Alschuler, Perkins+Will Mark Hoffheimer, Perkins+Will File www.perkinswill.com EXHIBIT A PAE CONSULTING ENGINEERS, INC. PROPOSAL December 19 , 2011 For Project/Building(s): Cupertino Essential Services Building Proposal submitted to: Perkins & Will Architects Type of Services: Mechanical and Electrical Building systems assessment PROJECT SUMMARY The project scope includes: PAE will conduct an assessment of the buildings mechanical and electrical systems. We will provide the following services; A. Schedule The work will begin upon the Owner's written approval to proceed and will be complete within 4 weeks. The following lists targeted dates for iti: activities: • Tuesday, 1/17, Site Visit and Kick-off Meeting • Friday, 1/20 Clarifications Conference Call • Tuesday, 1/31 Issue Electronic Rough Draft • Friday, 2/3 Rough Draft Comment Response Conference Call • Friday, 2/10 Final Report • Tuesday, 2/14 Cost Estimate Meeting B. Scope of Services • Site Visit and Kickoff meeting and production of Meeting Minutes. • Review of existing drawings and documentation provided by the Owner. • Preparation of California Building Code study. • Conference Calls and Meetings as described above. • Deliverables: A report that contains the analysis for each discipline and a conceptual narrative describing work required in each discipline (architecture, structure, and MEPFP) to modify the Cupertino City Hall Building for use as a code compliant essential services facility. C. Assumptions • This proposal is for the disciplines of MEPFP engineering. This does not include the services of any other consultants. • Meetings and conference calls included in the proposal are listed in the schedule component above. No additional meetings are included. 11-1585.mk. EXHIBIT A Cupertino Essential Services Building December 15, 2011 Page 2 D. Compensation PAE proposes to provide the services described for a lump sum fee of $6000 plus reimbursables. Additional Services outside of the scope of this proposal will be performed on an hourly reimbursable bases. THE FOLLOWING ARE EXCLUDED BUT CAN BE PROVIDED IF NEEDED. This proposal does not encompass the following items: 1. Telecommunications systems. 2. Data systems 3. Security / Access Control system. 4. Audiovisual system. 5. Energy code compliance forms for lighting. 6. Daylighting consulting. 7. Energy study & modeling. 8. Energy Incentive Program assistance. 9. Construction cost estimates for systems. 10.Acoustical analysis. FEES AND REIMBURSABLE EXPENSES 1110. Fees will be billed monthly in proportion to the services performed. Fees shall •••• 11i•• be paid within 30 days of billing. Fees not paid when due may be assessed one (1) percent interest per month from billing date. Reimbursable expenses will be billed at cost, they include printing and CAD plotting costs, delivery services, extended travel costs including transportation, food and lodging, and local travel costs including mileage. CHANGES IN SCOPE Changes in scope of work or services, work performed out of sequence, revisions to the project, or inclusion of Additional Services will be considered changes to the above scope. Fees will be adjusted in accordance with our standard hourly fee schedule, as agreed prior to the service being performed. LIMITS OF LIABILITY In recognition of the risks of the project, the Client agrees to limit the liability to the Design Professional under this proposal due to Design Professional's and its sub-consultant's negligent acts, errors, or omissions to an aggregate amount not to exceed $50,000 or the total fee proposed above, whichever is greater. 11-1585.mk. EXHIBIT A Cupertino Essential Services Building December 15, 2011 Page 3 PROPOSAL DURATION This proposal is valid for 60 days from issue date. Additional costs may be incurred if accepted after this date. Receipt of a signed, returned copy of this proposal will be PAE's formal authorization to proceed. Proposed by: Accepted by: Michael Lucas, P.E. Perkins & Will Architects PAE Consulting Engineers, Inc. Date H.• • 11-1585.mk. EXHIBIT A Dennis B.Ahearn,S.E. ar cr William S.Knox,S.E. STRUCTURAL ENGINEERS, INC. Tim D.Hyde,S.E. 19 December 2011 Perkins +Will 185 Berry Street, Lobby One, Suite 5100 San Francisco, CA 94107 Attn: Ms. Susan Seastone Re: Proposal to Provide Structural Recommendations to Accomplish Code Compliance of Existing Cupertino City Hall Building Ms. Seastone, Thank you for the opportunity to submit this proposal for the structural engineering analysis for this project. I have examined your request for our proposal and the included scope of work. As you are aware, we have recently completed a structural evaluation of the subject facility with regard to its compliance with the 1985 Uniform Building Code as an Essential Facility, considering the building alterations completed in 1986. Our report from this evaluation identified conditions that were found to be deficient in complying with 1985 Code requirements. Continuing with a study that examines the modifications necessary to ensure compliance with the current 2010 CBC, as an Essential Facility, would be similar, but more extensive and specific, as the current Code contains numerous significant revisions. It is assumed that a conceptual level of building plans and sections would accompany our narrative descriptions of the necessary modifications. In order to perform the subject study and provide the conceptual recommendations for modifications for current Code compliance, our fee would be $6,800.00, plus reimbursable expenses. The stated fee accounts for participation in the specified meetings at your office and conference calls. Our Time & Material Fee Schedule is also attached for reference. I trust this provides the information required at this time. Please feel free to contact me directly should you have any questions. Sincerely, ((213/Z__ • Tim D. Hyde, S.E. President Page 1 of 1 1505 Meridian Ave., Suite B, San Jose, CA 95125 • Phone (408) 978-1970 • Fax (408) 267-7919 EXHIBIT A Dennis B.Ahearn,S.E. ak Ja William S.Knox,S.E. STRUCTURAL ENGINEERS, INC. Tim D.Hyde,S.E. 2011 - 2012 TIME & MATERIAL FEE SCHEDULE HOURLY CHARGE RATES —PROFESSIONAL&TECHNICAL All hourly charges are based on portal-to-portal time, with a minimum of three hours for any engagement, unless agreed to otherwise. Firm Principal $199.00 Project Engineer/Manager $190.00 Structural Engineer $180.00 Staff Engineer $150.00 Structural Designer $130.00 • Administrative Assistant $92.00 Expert Witness (Testimony/Deposition/Consultation) $325.00 Expert Witness services are based on a minimum of$975.00 or $325.00 per hour, per appearance, whichever is greater. MISCELLANEOUS COSTS All Miscellaneous Costs will be invoiced with 1.20 multiplier on actual AKH costs. Blueprints, Reproductions, Plotting and Materials Computer Services Delivery Expenses Travel and Related Expenses Mileage Expense at$0.55 per mile Sub consultants' costs Subject to Revision Annually • 1505 Meridian Ave., Suite B, San Jose, CA 95125 • Phone (408) 978-1970 • Fax (408) 267-7919 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT .,: ,-- ,-,.'-, v:,-,v v-,'.c'v .• v-:'V' ., ••----Y-."- ---•,:,-Z la ( State of California 1 p< ( County of Sq .. �. C( q . � ( • y( On c L . 1-4 20( L before me, \c'r s-- -e,., tZ�vlee S vcLr-tee. tJ o r ti Pub If V ty Date ' Here Inse�ame and Title of the Officer l personally appeared t r r-,n, R 0 r-de.._.'1 h y� Name(s)of Signer(s) l , t who proved to me on the basis of satisfactory levidence to be the persons whose name( rs re ( subscribed to the within instrument and acknowledged ( to me that he/she/they executed the same in h ( (hi her/their authorized capacity,(ies` , and that by S t, is her/their signature,()' on the instrument the perso*), or the entity upon behalf of which the ( person/(a) acted, executed the instrument. h ( ..--.Q, KIRSTEN RENEE SOUARCIA I certify under PENALTY OF PERJURY under the Commission# 1906898 laws of the State of California that the foregoing Pi f?1!I Notary Public-California z is true and correct. 2` -Z'1;j Santa Clara County 3 paragraph �"''` My Comm.Expires Oct 4,2014 91 WITNESS my hand and official seal. ( , Sigr atu re:r�"`' � � /-2'fr° `` y k Place Notary Seal Above Signature of Nota ublic 9� OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reahachment of this form to another document. ( Description of Attached Document P Type 1+-ck(I A(,,a(ys%S Title or T e of Document: �i�cC ��f �� k-,-,‘ anS �' (� - CI Document Date: Fe C rvc+_r y Z f 2-o ( . Number of Pages: tSigner(s) Other Than Named Above: }<-a rte, $• A(S oil✓ le r Capacity(ies) Claimed by Signer(s) ( t ( Signer's Name: Signer's Name: ❑ Corporate Officer—Title(s): ❑Corporate Officer—Title(s): ( ( ❑ Individual RIGHTTHUMBPRINT ❑Individual RIGHT SIGNER ( OF SIGNER 9, 111 Partner—El Limited El General Top of thumb here ❑ Partner— Limited General Top of thumb here q ( ❑ Attorney in Fact ❑Attorney in Fact V ❑ Trustee ❑Trustee V ❑ Guardian or Conservator ❑Guardian or Conservator I ( ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: S ©2009 National Notary Association•NationalNotary.org•1-800-US NOTARY(1-800-876 6827) Item#5907