86-007 Mohle, Grover & Associates, Professional Engineering Services Traffic Signal System Optimization •
AGREEMENT
FOR
PROFESSIONAL ENGINEERING SERVICES
THIS AGREEMENT, made and entered into this -2-// t-
his2/fx day of
1986, by and between the CITY OF CUPERTINO, a
munic , al corporation, 10300 Torre Avenue, Cupertino, California,
hereinafter referred to as "CITY, " and MOHLE, GROVER &
ASSOCIATES, a California corporation, 901 East Imperial Highway,
Suite A, La Habra, California, hereinafter referred to as
"ENGINEER. "
WITNESSET H:
WHEREAS, CITY desires to engage ENGINEER to render certain
professional engineering services as set forth in Exhibit "A, "
Scope of Work, in connection with Traffic Signal System Optimiza-
tion.
NOW, THEREFORE, the parties hereto agree as follows:
1. Engagement. CITY agrees to engage ENGINEER to perform the
professional services as herein set forth. Work will be
directed by CITY 's Project Director, Mr. Glenn M. Grigg,
City Traffic Engineer.
2 . Engineering Services. ENGINEER shall perform all work
necessary to complete in a manner satisfactory to CITY the
services set forth in Exhibit "A, " entitled Scope of
Work, attached hereto and by reference incorporated herein
and made a part hereof.
ENGINEER represents that it employs, or will employ at its
own expense, all personnel required in performing the
services required under this Agreement. All services
required hereunder will be performed by ENGINEER or under
his direct supervision, and all personnel engaged in the
work shall be fully qualified and shall be authorized or
permitted under State and local law to perform such
services.
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3 . Obligations of CITY to ENGINEER. All information, data,
reports and records and maps as are existing and available
from CITY, and necessary for carrying out the work outlined
in Exhibit "A" hereof shall be furnished to ENGINEER
expeditiously and without charge by CITY.
4 . Conferences, Inspection of Work. ENGINEER shall work
closely and cooperate fully with CITY 's Project Director, or
designated representative. The CITY's Project Director, or
designated representative, shall be the principal officer of
the CITY for liaison and shall constantly review the details
of the work as it progresses.
Conferences may be held at the request of CITY or ENGINEER
at any time during the work. Visits to review and inspect
the work at the office of ENGINEER may also be made at
appropriate stages by CITY's Project Director.
5. Time of Beginning and Completion. The execution of the
Agreement by the par-His hereto constitutes an authorization
to proceed. The work required as set forth in Exhibit "A"
shall be completed within four months.
6. Payment. CITY agrees to pay to ENGINEER for services
rendered under this Agreement a fee of $15, 000 as follows:
a. ENGINEER shall submit to CITY during each month of the
term of this Agreement a certified invoice for the
percent of work completed over that period.
b. Promptly after receipt of each invoice, but in no event
later than 30 days after this receipt and approval,
• CITY shall make payment thereon to ENGINEER.
7. Record Retention. ENGINEER shall maintain complete and
accurate records with respect to costs incurred under this
Agreement to include the records supporting cost proposals
used to enter into a contract with CITY. All such records
shall be maintained on a generally accepted accounting basis
and shall be clearly identifiable. ENGINEER shall make
available to the representative of CITY, during normal busi-
ness hours, all of such books and records, and the right to
examine and audit the same, and to make transcripts there-
from, as necessary, and ENGINEER shall allow inspection of
all work data, documents, proceedings and activities related
to the Agreement for a period of one (1) year from the date
of final payment under this Agreement.
ENGINEER shall permit the authorized representative of CITY
to inspect and audit all data and records of ENGINEER relat-
ing to his performance under the contract.
8 . Cost Principles. CITY procurement regulations shall apply
for controlling allowable elements of cost.
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9. Covenant Against Contingent Fees. ENGINEER warrants that it
has not employed or retained any company or person, other
than a bona fide employee working solely for the consultant,
to solicit or secure this Agreement, and that it has not
paid or agreed to pay any company or person, other than a
bona fide employee working solely for the consultant, any
fee, commission, percentage, brokerage fee, gifts or any
other consideration, contingent upon or resulting from the
award or making of this Agreement. For breach or violation
of this warranty, CITY shall have the right to annul this
Agreement without liability or in its discretion to deduct
from the contract price or consideration, or otherwise
recover, the full amount of such fee, commission, percent-
age, brokerage fee, gift or contingent fee.
10. Documentation, Information and Reports. ENGINEER shall
document—the progress of the work via monthly meetings at
the option of the CITY's Project Director. A final report
in draft form shall be provided to CITY for review, recom-
mendations and approval prior to ENGINEER furnishing repro-
ducible orignals of the approved final report.
11. Ownership of Documents. All data, maps and other material
collected or prepared under the terms of this Agreement
shall be delivered to and become the property of the CITY.
12 . Copyrights. No reports, maps or other documents produced in
whole or in part under this Agreeement shall be the subject
of an application for copyright by, or on behalf of,
ENGINEER.
13 . Publication. Publication rights to any documents are to be
reserved to CITY.
14. Changes in Work. No change in the character, extent or
duration of the work to be performed by ENGINEER shall be
made except by a supplemental agreement in writing between
CITY and ENGINEER. The supplemental agreement shall set
forth the changes of work, the extensions of time and the
adjustments of the fee to be paid by the CITY to the
ENGINEER, if any.
15 . Delays and Extensions.
a. If the work is delayed at any time by reason of a
suspension ordered by CITY or because of any other act
of CITY, or if the work should be delayed at any time
by reason of strikes, acts of God, the public enemy,
fire, floods, epidemics, quarantine restrictions,
freight embargoes, abnormal force, violence of the
elements, or for any other unforeseeable cause beyond
the control and without the fault or negligence of the
CITY or ENGINEER, or for any other reason which, in the
opinion of the CITY is proper justification for such
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delay, then ENGINEER and the CITY shall be entitled to
an extension of time equivalent to the time actually
lost by such delay.
b. ENGINEER shall file a written request with CITY for
extension of time within 10 days following the
beginning of such delay, and failure to do so shall
constitute a waiver thereof; provided, that in case of
a continuing cause of delay only one claim will be
necessary. CITY shall decide whether and to what
extent any extension of time shall be allowed.
16. Termination. CITY may terminate this Agreement at any time
for its own convenience by giving written notice to ENGINEER
of such termination and specifying the effective date
thereof, at least fifteen (15) days before the effective
date of such termination. In that event, all finished or
unfinished documents and other materials shall, at the
option of the CITY, become its property. If this Agreement
is terminated by CITY as provided herein, ENGINEER will be
paid a total amount equal to the costs as of the termination
date plus 15 percent of that amount for profit, but not to
exceed the maximum fee set by this Agreement.
17 . Disputes. If unable to reach agreement, CITY may direct
ENGINEER to proceed with the project. Payment shall be as
later determined by arbitration, if CITY and ENGINEER agree
thereto, or as fixed in a court of law. This paragraph
shall not be deemed to be a mandatory arbitration provision.
18 . Responsibility for Claims. ENGINEER agrees to indemnify and
save harmless CITY from any and all claims and losses re-
sulting or accruing to CITY in connection with the
ENGINEER's negligent performance of this Agreement.
19 . Insurance. ENGINEER shall obtain, at its sole cost and file
with CITY, prior to exercising any right of performing any
obligation pursuant to this Agreement, and maintain for the
period covered by this Agreement, a policy or policies of
liability insurance or a certificate of such insurance,
satisfactory to the City Attorney of CITY, naming CITY, its
officers and employees as additional insured, which provides
coverage not less than that provided in the form of a com-
prehensive liability insurance policy against liability for
any and all claims and suits for damages or injuries to
persons or property resulting from or arising out of negli-
gent operations of ENGINEER, its officers or employees.
Said policy or policies of insurance shall provide coverage
for both bodily injury and property damage in not less than
the following minimum amounts: One Million Dollars
($1, 000, 000. 00) combined single limit and in aggregate or
equivalent. Said policy or policies shall also contain a
provision that no termination, cancellation or reduction of
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coverage or of insured or additional insured shall be effec-
tive until after thirty (30) days ' notice thereof has been
given in writing to CITY. ENGINEER shall give to CITY
prompt and timely notice of claim made or suit instituted
arising out of ENGINEER's operations hereunder.
ENGINEER shall procure and maintain, at its own cost and
expense, workers' compensation insurance and any additional
kind and amount of insurance which, in its own judgment, may
be necessary for its proper protection in the prosecution of
the work.
20. Compliance With Laws. ENGINEER shall comply with all
Federal, State and local laws and ordinances applicable to
the work.
21. Subletting, Assignment and Transfer. ENGINEER shall not
subcontract any portion of the work required by this
Agreement, except as expressly stated herein, without prior
approval of CITY.
This Agreement shall be binding on the successors and
assigns of the parties, but it shall not be assigned by
ENGINEER without the prior written consent of CITY.
22 . Nondiscrimination. ENGINEER, with regard to the work
performed by it after award and prior to completion of the
contract work, will comply with Title VI of the Civil Rights
Act of 1964 , as amended. Accordingly, 49 CFR 21 through
Appendix H and 23 CFR 710. 405 (b) shall apply to this
Agreement.
IN WITNESS WHEREOF, said parties have executed this
Agreement on the date first hereinabove written.
CITY OF CUPERTINO MOHLE, GROV & ASSOCIATES
a m nicipal corporation
/ a Ca orn corporation
ha / /7/5‘9.)/
j
Mayor x-cu e Vice President
City Cl r /_ 2-7-4X
APPROVED AS TO FORM:
City Attorney
(/a% /,
By
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= EXHIBIT A
CITY OF CUPERTINO
SIGNAL SYSTEM TIMING UPDATE
SCOPE OF WORK
BY
MOHLE, GROVER & ASSOCIATES
The following description of tasks illustrates the proposed work
plan to satisfy the RFP dated December 9, 1985:
Task 1 - Transfer City's TRANSYT 7 data files into the TRANSYT 7F
format.
This will be accomplished at our office using our "convert"
program. Also, the TRANSYT 7F Version 4 program will be modified
to provide stopped time delay in accordance with the 1985 Highway
Capacity Manual (HCM) . It will have an interconnect factor
adjustment, delay and level of service for each approach. Before
proceeding to the next task, a test run will be made for your
review to be sure the conversion meets with your approval.
Task 2 - Create four copies of the above converted data file.
This will be done after City approval of Task 1. It can also'be
repeated after volumes are updated in the next task.
Task 3 - Update volumes in the new "7F" data file.
This will also be accomplished at our office using traffic count
data furnished by the City.
Task 4 - Install City-owned concurrent CP/M.
This task will be performed at City Hall and will consist of the
following:
o Create a system "boot" disk.
o Modify cables as required.
o Install a 5-1/4" disk drive with a disk lA board.
Task 5 - Transfer MS-DOS programs (QRS, SPF and PASSER II 80) to
8" diskettes for use with concurrent CP/M.
This will be done directly on the City's computer using the new
5-1/4" disk drive. If necessary, a Compupro PC-Video Board will
be added to the system to allow these programs to operate
properly.
Task 6 - TRANSYT simulation.
This task will be either at our office or City Hall. In either
case, a demonstration of the new TRANSYT version usage will be
provided at City Hall.
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Task 7 - TRANSYT optimization.
After a successful simulation run and reivew by City staff to
assure calibration and to check if the updated volume data is
reasonable and accurate, an optimization run will be made. The
results will be implemented by the City.
Task 8 - Final Report.
After the new timing is implemented, field measurements (floating
car runs) will be taken and comparisons will be made with
previous field measurements on file at City Hall. The results,
along with documentation of all tasks, will be presented in a
Final Report. Some of the key items to be covered in the Final
Report will be:
o Progression impact on level of service.
o Level of service based on "stopped time delay. "
o General relationship of system level of service versus
intersection level of service.
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RESOLUTION NO. 6751
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A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF CJPERTTINO
AUTHORIZING EXEWTION OF AGREEMENT HEIWg2i THE CITY OF •
aipERTJNO AND iniLE, GROVER & ASSOCIATES FOR TRAFFIC
ENGINEERING CONSULTING SERVICES,
TRAFFIC SIGNAL DITEROcNNECT OPTflCZATION
WHEREAS, the City desires traffic signal timing optimization services
for the traffic signal interzannect system; and
• WHEREAS, the firm of ?4JHLE, GRJVER & ASSOCIATES is qualified and
willing to provide the necessary services; and
WHEREAS, an agreement between the City of Cupertino and Mohle, Grover
& Associates, outlining the terms and corrlitions of the required services,
has been presented to the City Council; and said agreement having been
approved by the Director of Public Works and the City Attorney;
NOW, THEREFORE, BE IT RESOLVED, that the Mayor and the City Clerk are
hereby authorized to execute the agreement herein referred to in behalf of
the City of Cupertino.
PASSED AND ADOPTED at a regular meeting of the City Council of the
City of Cupertino this 21 day of January , 1986 by the following
vote:
Vote Members of the City Council
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AYES: Gatto, Johnson, Plungy, Sparks, Rogers
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST: APPROVED:
/s/Dorothy Cornelius /s/Barbara A. Rogers
City Clerk Mayor, City of Cupertino
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THIS IS TO CERTIFY THAT THE-WITI4IN
• INSTRUMENTIS A TRUE AND-CORRECTODfl
OF THE ORIGIN L ON FILE IN THIS OFFJCEI
• ATTEST - - ;
CITY, CL�IC 1E CITY. CF, Clip
�SY / , J�"
CITY CL 'K