13-146 4Leaf Inc., Consultant Services for Plan Review Services for Cupertino Village OFFICE OF THE CITY CLERK
CITY HALL
10300 TORRE AVENUE= •CUPERTINO, CA 95014-3255
TELEPHONE: (408) 77''-3223• FAX: (408) 777-3366
WEBSITE:www.cupertino.org
CUPERTINO
September 17, 2013
4Leaf, Inc.
2110 Rheem Drive, Suite A
Pleasanton, CA 94588
Re: Agreement
Enclosed is a fully executed original copy of your agreement with the City of Cupertino
If you have any questions or need additional information, please contact the
Community Development Department at (403) 777-3308.
Sincerely,
b4a )JjUi�
Dorothy Steenfott
Senior Office Assistant
Enclosure
cc: Planning
AGREEMENT BETWEEN THE CITY OF CUPERTINO AND 4LEAF, INC,
FOR CONSULTANT-SERVICES FOR PLAN REVIEW S�E,RVVIICES FOR
p
k /f ,, l a� UPERTINO VILLAGE
THIS AGREEMENT, for reference dated September 3rd, 2013, is by and
between CITY OF CUPERTINO, a municipal corporation (hereinafter referred to
as "City"), and 4Leaf, Inc, a California corporation whose address is 2110 Rheem
Drive Suite A Pleasanton, California, 94588 (hereinafter referred to as
"Consultant"), and is made with reference to the following:
RECITALS:
A. City is a municipal corporation duly organized and validly existing
under the laws of the State of California with the power to carry on its business
as it is now being conducted under the Constitution and the statutes of the State
of California and the Cupertino Municipal Code.
B. Consultant is specially trained, experienced and competent to
perform the special services which will be :required by this Agreement; and
C. Consultant possesses the skill, experience, ability,background,
certification and knowledge to provide the services described in this Agreement
on the terms and conditions described herein.
D. City and Consultant desire to enter into an agreement for building
inspection services not to exceed $26,400 upon the terms and conditions herein.
NOW, THEREFORE, it is mutually agreed by and between the
undersigned parties as follows:
1. TERM:
The term of this Agreement shall commence on September 3rd, 2013, and
shall terminate on December 31St, 2013, unless terminated earlier as set forth
herein.
2. SERVICES TO BE PERFORMED:
Consultant shall perform each and every service set forth in Exhibit "A"
which is attached hereto and incorporated herein by this reference.
3. COMPENSATION TO CONSULTANT:
Consultant shall be compensated for services performed pursuant to this
Agreement in the amount set forth in Exhibit "A" which is attached hereto and
incorporated herein by this reference, not to exceed a total of twenty six
thousand four hundred dollars ($26,400). Payment shall be made by checks
drawn on the treasury of the City, to be taken from the 110-2211 fund.
4. TIME IS OF THE ESSENCE:
Consultant and City agree that time is of the essence regarding the
performance of this Agreement.
5. STANDARD OF CARE:
Consultant agrees to perform all services hereunder in a manner
commensurate with the prevailing standards of like professionals in the San
Francisco Bay Area and agrees that all services shall be performed by qualified
and experienced personnel who are not employed by the City nor have any
contractual relationship with City.
6. INDEPENDENT PARTIES:
City and Consultant intend that the relationship between them created by
this Agreement is that of employer-independent contractor. The manner and
means of conducting the work are under the control of Consultant, except to the
extent they are limited by statute, rule or regulation and the express terms of this
Agreement. No civil service status or other right of employment will be acquired
by virtue of Consultant's services. None of the benefits provided by City to its
employees, including but not limited to, unemployment insurance, workers'
compensation plans, vacation and sick leave are available from City to
Consultant, its employees or agents. Deductions shall not be made for any state
or federal taxes, FICA payments, PERS payments, or other purposes normally
associated with an employer-employee relationship from any fees due
Consultant. Payments of the above items, if required, are the responsibility of
Consultant.
7. IMMIGRATION REFORM AND CONTROL ACT CIRCA):
Consultant assumes any and all responsibility for verifying the identity
and employment authorization of all of his/her employees performing work
hereunder, pursuant to all applicable IRCAL or other federal, or state rules and
regulations. Consultant shall indemnify and hold City harmless from and
against any loss, damage, liability, costs or expenses arising from any
noncompliance of this provision by Consultant.
8. NON-DISCRIMINATION:
Consistent with City's policy that harassment and discrimination are
unacceptable employer/employee conduct, Consultant agrees that harassment or
discrimination directed toward a job applicant, a City employee, or a citizen by
Consultant or Consultant's employee or subcontractor on the basis of race,
religious creed, color, national origin, ancestry, handicap, disability, marital
status, pregnancy, sex, age, or sexual orientation will not be tolerated.
Consultant agrees that any and all violations of this provision shall constitute a
material breach of this Agreement.
9. HOLD HARMLESS:
Indemnification:
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 the 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 ofd any nature, whether physical, emotional,
consequential or otherwise, arising out, pertaining to, or related to the
performance of this Agreement by 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.
10. INSURANCE:
On or before the commencement of the term of this Agreement,
Consultant shall furnish City with certificates showing the type, amount, class of
operations covered, effective dates and dates of expiration of insurance coverage
in compliance with paragraphs 9A, B, C, D and E. Such certificates, which do not
limit Consultant's indemnification, shall also contain substantially the following
statement: "Should any of the above insurance covered by this certificate be
canceled or coverage reduced before the expiration date thereof, the insurer
affording coverage shall provide thirty (30) days' advance written notice to the
City of Cupertino by certified mail, Attention: City Manager." It is agreed that
Consultant shall maintain in force at all times during the performance of this
Agreement all appropriate coverage of insurance required by this Agreement
with an insurance company that is acceptable to City and licensed to do
insurance business in the State of California. Endorsements naming the City as
additional insured shall be submitted with the insurance certificates.
A. COVERAGE:
Consultant shall maintain the following insurance coverage:
(1) Workers' Compensation:
Statutory coverage as required by the State of California.
(2) Liabilii
Commercial general liability coverage in the following
minimum limits:
Bodily Injury: $500,000
each occurrence
$1,000,000
aggregate - all other
Property Damage: $100,000 each occurrence
$250,000 aggregate
If submitted, combined single limit policy with aggregate
limits in the amounts of$1,000,000 will be considered
equivalent to the required minimum limits shown above.
(3) Automotive:
Comprehensive autornotive liability coverage in the
following minimum limits:
Bodily Injury: $500,000 each occurrence
Property Damage: $100,000 each occurrence
or
Combined Single Limit: $500,000 each occurrence
(4) Professional Liability:
Professional liability insurance which includes coverage for
the professional acts, errors and omissions of Consultant in
the amount of at least$1,000,000.
B. SUBROGATION WAIVER:
Consultant agrees that in the event of loss due to any of the perils for
which he/she has agreed to provide comprehensive general and automotive
liability insurance, Consultant shall look solely to his/her insurance for recovery.
Consultant hereby grants to City, on behall=of any insurer providing
comprehensive general and automotive liability insurance to either Consultant or
City with respect to the services of Consultant herein, a waiver of any right to
subrogation which any such insurer of said Consultant may acquire against City
by virtue of the payment of any loss under such insurance.
C. FAILURE TO SECURE:
If Consultant at any time during the term hereof should fail to secure or
maintain the foregoing insurance, City shall be permitted to obtain such
insurance in the Consultant's name or as an agent of the Consultant and shall be
compensated by the Consultant for the costs of the insurance premiums at the
maximum rate permitted by law and computed from the date written notice is
received that the premiums have not been paid.
D. ADDITIONAL INSURED:
City, its City Council, boards and commissions, officers, employees and
volunteers shall be named as an additional insured under all insurance
coverages, except any professional liability insurance, required by this
Agreement. The naming of an additional insured shall not affect any recovery to
which such additional insured would be entitled under this policy if not named
as such additional insured. An additional insured named herein shall not be
held liable for any premium, deductible portion of any loss, or expense of any
nature on this policy or any extension thereof. Any other insurance held by an
additional insured shall not be required to contribute anything toward any loss
or expense covered by the insurance provided by this policy.
E. SUFFICIENCY OF INSURANCE:
The insurance limits required by City are not represented as being
sufficient to protect Consultant. Consultant is advised to confer with
Consultant's insurance broker to determine adequate coverage for Consultant.
11. CONFLICT OF INTEREST:
Consultant warrants that it is not a conflict of interest for Consultant to
perform the services required by this Agreement. Consultant may be required to
fill out a conflict of interest form if the services provided under this Agreement
require Consultant to make certain goverrunental decisions or serve in a staff
capacity as defined in Title 2, Division 6, Section 18700 of the California Code of
Regulations.
12. PROHIBITION AGAINST TRANSFERS:
Consultant shall not assign, sublease, hypothecate, or transfer this
Agreement, or any interest therein, directly or indirectly, by operation of law or
otherwise, without prior written consent oi=City. Any attempt to do so without
said consent shall be null and void, and any assignee, sublessee, hypothecate or
transferee shall acquire no right or interest by reason of such attempted
assignment, hypothecation or transfer. However, claims for money by
Consultant from City under this Agreement may be assigned to a bank, trust
company or other financial institution without prior written consent. Written
notice of such assignment shall be promptly furnished to City by Consultant.
The sale, assignment, transfer or other disposition of any of the issued and
outstanding capital stock of Consultant, or of the interest of any general partner
or joint venturer or syndicate member or cotenant, if Consultant is a partnership
or joint venture or syndicate or cotenancy, which shall result in changing the
control of Consultant, shall be construed as an assignment of this Agreement.
Control means fifty percent (50%) or more of the voting power of the
corporation.
13. SUBCONTRACTOR APPROVAL:
Unless prior written consent from City is obtained, only those people and
subcontractors whose names and resumes are attached to this Agreement shall
be used in the performance of this Agreement.
In the event that Consultant employs subcontractors, such subcontractors
shall be required to furnish proof of workers' compensation insurance and shall
also be required to carry general, automobile and professional liability insurance
in reasonable conformity to the insurance carried by Consultant. In addition,
any work or services subcontracted hereunder shall be subject to each provision
of this Agreement.
14. PERMITS AND LICENSES:
Consultant, at his/her sole expense, shall obtain and maintain during the
term of this Agreement, all appropriate permits, certificates and licenses
including, but not limited to, a City Business License, that may be required in
connection with the performance of services hereunder.
15. REPORTS:
A. Each and every report, draft, work product, map, record and other
document, hereinafter collectively referred to as 'Report", reproduced, prepared
or caused to be prepared by Consultant pursuant to or in connection with this
Agreement, shall be the exclusive property of City. Consultant shall not
copyright any Report required by this Agreement and shall execute appropriate
documents to assign to City the copyright to Reports created pursuant to this
Agreement. Any Report, information and data acquired or required by this
Agreement shall become the property of City, and all publication rights are
reserved to City. Consultant may retain a copy of any report furnished to the
City pursuant to this Agreement.
B. All Reports prepared by Consultant may be used by City in
execution or implementation of:
(1) The original Project for which Consultant was hired;
(2) Completion of the original Project by others;
(3) Subsequent additions to the original project; and/or
(4) Other City projects as appropriate.
C. Consultant shall, at such time and in such form as City may
require, furnish reports concerning the status of services required under this
Agreement.
D. All Reports required to be provided by this Agreement shall be
printed on recycled paper. All Reports shall be copied on both sides of the paper
except for one original, which shall be single sided.
E. No Report, information or other data given to or prepared or
assembled by Consultant pursuant to this Agreement shall be made available to
any individual or organization by Consultant without prior approval by City.
16. RECORDS:
Consultant shall maintain complete and accurate records with respect to
sales, costs, expenses, receipts and other such information required by City that
relate to the performance of services under this Agreement.
Consultant shall maintain adequate records of services provided in
sufficient detail to permit an evaluation of services. All such records shall be
maintained in accordance with generally accepted accounting principles and
shall be clearly identified and readily accessible. Consultant shall provide free
access to such books and records to the representatives of City or its designees at
all proper times, and gives City the right to examine and audit same, and to
make transcripts therefrom as necessary, and to allow inspection of all work,
data, documents, proceedings and activities related to this Agreement. Such
records, together with supporting documents, shall be kept separate from other
documents and records and shall be maintained for a period of three (3) years
after receipt of final payment.
If supplemental examination or audit of the records is necessary due to
concerns raised by City's preliminary examination or audit of records, and the
City's supplemental examination or audit of the records discloses a failure to
adhere to appropriate internal financial controls, or other breach of contract or
failure to act in good faith, then Consultant shall reimburse City for all
reasonable costs and expenses associated with the supplemental examination or
audit.
17. NOTICES:
All notices, demands, requests or approvals to be given under this
Agreement shall be given in writing and conclusively shall be deemed served
when delivered personally or on the second business day after the deposit
thereof in the United States Mail, postage prepaid, registered or certified,
addressed as hereinafter provided.
All notices, demands, requests, or approvals from Consultant to City shall
be addressed to City at:
City of Cupertino
10300 Torre Avenue
Cupertino CA 95014
Attention: Albert Salvador
All notices, demands, requests, or approvals from City to Consultant shall
be addressed to Consultant at:
4 Leaf, Inc.
2100 Rheem Dr, Suite A
Pleasanton, CA 94588
18. TERMINATION:
In the event Consultant fails or refuses to perform any of the provisions
hereof at the time and in the manner required hereunder, Consultant shall be
deemed in default in the performance of this Agreement. If such default is not
cured within within the time specified after receipt by Consultant from City of
written notice of default, specifying the nature of such default and the steps
necessary to cure such default, City may terminate the Agreement forthwith by
giving to the Consultant written notice thereof.
City shall have the option, at its sole discretion and without cause, of
terminating this Agreement by giving seven (7) days' prior written notice to
Consultant as provided herein. Upon termination of this Agreement, each party
shall pay to the other party that portion of compensation specified in this
Agreement that is earned and unpaid prior to the effective date of termination.
19. COMPLIANCES:
Consultant shall comply with all state or federal laws and all ordinances,
rules and regulations enacted or issued by City.
20. CONFLICT OF LAW:
This Agreement shall be interpreted under, and enforced by the laws of
the State of California excepting any choice of law rules which may direct the
application of laws of another jurisdiction. The Agreement and obligations of the
parties are subject to all valid laws, orders, rules, and regulations of the
authorities having jurisdiction over this Agreement (or the successors of those
authorities.)
Any suits brought pursuant to this Agreement shall be filed with the
courts of the County of Santa Clara, State of California.
21. ADVERTISEMENT:
Consultant shall not post, exhibit, display or allow to be posted, exhibited,
displayed any signs, advertising, show bills, lithographs, posters or cards of any
kind pertaining to the services performed tinder this Agreement unless prior
written approval has been secured from City to do otherwise.
22. WAIVER:
A waiver by City of any breach of any term, covenant, or condition
contained herein shall not be deemed to be a waiver of any subsequent breach of
the same or any other term, covenant, or condition contained herein, whether of
the same or a different character.
23. INTEGRATED CONTRACT:
This Agreement represents the full and complete understanding of every
kind or nature whatsoever between the parties hereto, and all preliminary
negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions
hereof. Any modification of this Agreement will be effective only by written
execution signed by both City and Consultant.
24. INSERTED PROVISIONS:
Each provision and clause required by law to be inserted into the
Agreement shall be deemed to be enacted :herein, and the Agreement shall be
read and enforced as though each were included herein. If through mistake or
otherwise, any such provision is not inserted or is not correctly inserted, the
EXHIBTT A
Scope of Services and Compensation
1. Scope of Services: Consultant shall provide plan check review services as requested by
City for a development project located at N.Wolfe&Homestead Roads in Cupertino,
commonly referred to as the Cupertino Village Parking Garage Project(the "Project"),
including code compliance plan review of plans and specifications to include structural
review, life safety review, and electrical code review, as well as mechanical and
plumbing review for drainage only.
Staff assigned to the Project by Consultant shall be preapproved by the City of
Cupertino Chief Building Official, and shall be removed immediately upon City's
request and replaced with an approved substitute.
2. Compensation:
City shall compensate Consultant for professional services in accordance with the terms
and conditions of this Agreement based on the rates and compensation schedule set
forth below. Compensation shall be calculated based on the hourly rates set forth below
up to the not to exceed budget amount set forth below.
The compensation to be paid to Consultant under this Agreement for all services
described under section 1 of this Exhibit and reimbursable expenses shall not exceed a
total of Twenty Six Thousand, Four Hundred dollars($26,400.00). Any work performed
or expenses incurred for which payment would result in a total exceeding the maximum
amount of compensation set forth herein shall be at no cost to the City.
Rates:
Standard Rate: $175.00/hour, for an estimated 96 hours,not to exceed$16,800
Expedited Rate: $275.00/hour, for an estimated 96 hours,not to exceed$26,400
Title: Plan Review Services for Cupertino Village Parking Garage
Invoices
In order to request payment, Consultant shall submit monthly invoices to the CITY
describing the services performed and the applicable charges(including a summary of
work performed during that quarter,personnel_who performed the services,hours
worked, task(s) for which work was performed).
Reimbursable Expenses
Plan review for Cupertino Village Parking Garage Project,not including attending
meetings.
Additional Services
Consultant shall provide additional services outside of the services identified in Exhibit
A only by advance written authorization from the City's Project Manager prior to
commencement of any additional services. Consultant shall submit, at the Project
Manager's request, a detailed written proposal including a description of the scope of
additional services, schedule, and proposed maximum compensation.
Agreement shall be amended to make such insertion on application by either
party.
25. CAPTIONS:
The captions in this Agreement are for convenience only, are not a part of
the Agreement and in n ,li`i7 r amplify the terms or provisions of
this Agreement. `
IN WITNESS WHEREOF, the parties have caused the Agreement to be
executed.
CONSULTANT CITY OF CUPERTINO
4Leaf, In A Municipal Corporation
By By
Title i Nam : Albert Salvador
Date `� ° 1-3 Title: Building Official
Date:
/APPROVED AS TO FORM:
V w/ —
rarol Korade, City AttoVriey
ATTEST:
Grace Schmidt, City Clerk
Attachments: Exhibit A- Scope of Services and Compensation
EXPENDITURE DISTRIBUTION
ACCOUNT NUMBER AMOUN
110-7502-7014 $26,440.00
/� �i3
4LEAF, INC.
F`nginee.riny Construct ion (management • lnspection o P!an Check
THIRD PARTY COMMERCIAL PLAN REVIEW PROPOSAL
Name: Cupertino Village Attn: Albert Salvador,P.E., CBO
Department's Address: 10300 Torre Ave,Cupertino CA Office: 408 309-4294
Email: AlbertsS a Cupertino.or<g
Fax:
Project Type: Plan Review(Structural/Fire-Life-Safety) Project Address: N. Wolfe&Homestead
Jurisdiction: City of Cupertino Jurisdiction Application Number: pending
4LEAF Job Number: pending Date:August 30,2013
Thank you for choosing 4LEAF, Inc. (4LEAF)to perform Commercial Plan Review services.
Project: Cupertino Village Plan Review
Service: Building Department style code compliance plan review of plans and specifications to
include a Life-Safety review, Structural review, and Electrical code review. Mechanical and
Plumbing will only be required for drainage. 4LEAF is also available to attend meetings,
however no estimate for meetings were included in this proposal. All meetings will be billed at
our hourly rate schedule with 4 hour minimums.
• Electronic Plan Review available
• Plans Examiners are ICC Certified in their areas of review
• Structural will be reviewed by a Registered Professional Engineer
All final submitted project documents must be wet stamped and signed by the project's registered engineer(s) or
licensed architect(s)per State of California regulations. Service limited to the code review of proposed design.
Plan Review Fees and Time Frame*:
Scope of Review 1St Check Re- Hourly Rate Expedited Rate
Check(s)
Arch/Life Safety
&Portions of 25 Hours 10 Hours $175/hr $275/hr
Energy
Structural 30 Hours 10 Hours $175/hr $275/hr
Electrical Portion of
Energy 5 Hours 2 Hours $175/hr $275/hr
Mechanical &
Plumbing Portions 5 Hours 2 Hours
of Energy $175/hr $275/hr
Green Building 5 Hours 2 Hours $175/hr $275/hr
Totals 70 Hours 26 Hours $16,800 $26,400
*Estimate derived from the Construction Documents Progress Set emailed to 4LEAF on 8/28/13.
Time Frame Estimate
Review Initial Review Recheck(s)
Standard 15 Days or Less 7 Days or Less
Expedited 7 Days or Less 4 Days or Less
Our understanding is you will prefer an expedited option. Upon receipt of your plan submittals,
4LEAF will provide a first review within 7 business days and any subsequent review(s)
within 4 business days. This time estimate does not include final processing performed by the
Authority Having Jurisdiction. 4LEAF's review time will begin on our first opportunity of a
full-review day(i.e. not including the ship date to 4LEAF).
Sincerely,
Craig Tole
Business Development Manager
925-462-5959 office
925-462-5958 fax
925-580-4055 cell