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Albert Grover & Associates Inc - FY2016-002 CITY OF RANCHO PALOS VERDES ON-CALL PROFESSIONAL/TECHNICAL SERVICES AGREEMENT THIS AGREEMENT ("Agreement") is made and entered into this 18th day of August 2015, by and between the City of Rancho Palos Verdes (hereinafter referred to as the "CITY") and Albert Grover & Associates, Inc., a California corporation (hereafter referred to as "CONSULTANT"). IN CONSIDERATION of the covenants hereinafter set forth, the parties hereto agree as follows: ARTICLE 1 SCOPE OF SERVICES 1.1 Project Description The Project is described as on-call services as follows: Traffic Engineering services. 1.2 Description of Services CONSULTANT shall provide such on-call traffic engineering services as may be requested by CITY. CONSULTANT acknowledges that this Agreement is for on- call services, and there is no certainty that CONSULTANT will be asked to perform any services pursuant to this Agreement. CONSULTANT's Statement of Qualifications is attached hereto as Exhibit A and incorporated herein by this reference. In the event of any conflict between the terms of this Agreement and incorporated documents, the terms of this Agreement shall control. 1.3 Schedule of Work Upon receipt of written Notice to Proceed from CITY, CONSULTANT shall perform with due diligence the services requested by CITY. Time is of the essence in this Agreement. CONSULTANT shall not be responsible for delay, nor shall CONSULTANT be responsible for damages or be in default or deemed to be in default by reason of strikes, lockouts, accidents, or acts of God, or the failure of CITY to furnish timely information or to approve or disapprove CONSULTANT's work promptly, or delay or faulty performance by CITY, other consultants/contractors, or governmental agencies, or any other delays beyond CONSULTANT's control or without CONSULTANT's fault. 1.4 Term of Agreement This Agreement shall commence on August 18, 2015 and shall terminate on June 30, 2021 unless sooner terminated pursuant to Article 4 of this Agreement. R6876-0001\1857588v2.doc ARTICLE 2 COMPENSATION 2.1 Rates; Expense Reimbursement 2.1.1 CITY agrees to compensate CONSULTANT in accordance with CONSULTANT's Schedule of Hourly Rates, which is within Exhibit A and shall meet or exceed prevailing wage rates, and in any case an amount not to exceed Sixty Thousand Dollars ($60,000) per fiscal year for services as described in Article 1. On-call services that are reimbursed by a trust deposit shall not count towards the maximum amount CONSULTANT shall be paid for such services. The rates in Exhibit A shall be in effect through the end of the term of this Agreement. 2.1.2 CITY will not reimburse CONSULTANT for costs and expenses unless such costs and expenses are previously approved by CITY. 2.2 Payment of Compensation CONSULTANT shall submit monthly invoices for the work completed in the previous month. CITY agrees to authorize payment for all undisputed invoice amounts within thirty (30) days of receipt of each invoice. CITY agrees to use its best efforts to notify CONSULTANT of any disputed invoice amounts within ten (10) days of the receipt of each invoice. However, CITY's failure to timely notify CONSULTANT of a disputed amount shall not be deemed a waiver of CITY's right to challenge such amount. Additionally, in the event CITY fails to pay any undisputed amounts due CONSULTANT within forty-five (45) days after invoices are received by CITY then CITY agrees that CONSULTANT shall have the right to consider the default a total breach of this Agreement and be terminated by CONSULTANT without liability to CONSULTANT upon ten (10) working days advance written notice. ARTICLE 3 INDEMNIFICATION AND INSURANCE 3.1 Indemnity 3.1.1 Indemnity for Design Professional Services. To the fullest extent permitted by law, CONSULTANT shall, at its sole cost and expense, protect, indemnify, and hold harmless CITY and its elected officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those CITY agents serving as independent contractors in the role of CITY officials (collectively"Indemnitees"), from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith, and reimbursement of attorney's fees and costs of defense (collectively "Liabilities"), whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful Page 2 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc misconduct of CONSULTANT, its officers, agents, servants, employees, subcontractors, material men, contractors or their officers, agents, servants or employees (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of design professional services under this Agreement by a "design professional," as the term is defined under California Civil Code Section 2782.8(c)(2). 3.1.2 Other Indemnities. (a) Other than in the performance of design professional services, and to the fullest extent permitted by law, CONSULTANT shall, at its sole cost and expense, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, liens, and losses of any nature whatsoever, including fees of accountants, attorneys, or other professionals and all costs associated therewith and the payment of all consequential damages (collectively "Claims"), in law or equity, whether actual, alleged or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of CONSULTANT, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that CONSULTANT shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Claims arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. CONSULTANT shall defend the Indemnitees in any action or actions filed in connection with any Claim with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. CONSULTANT shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. (b) CONSULTANT shall pay all required taxes on amounts paid to CONSULTANT under this Agreement, and indemnify and hold CITY harmless from any and all taxes, assessments, penalties, and interest asserted against CITY by reason of the independent contractor relationship created by this Agreement. CONSULTANT shall fully comply with the workers' compensation law regarding CONSULTANT and CONSULTANT's employees. CONSULTANT shall indemnify and hold CITY harmless from any failure of CONSULTANT to comply with applicable workers' compensation laws. CITY may offset against the amount of any fees due to CONSULTANT under this Agreement any amount due to CITY from CONSULTANT as a result of CONSULTANT's failure to promptly pay to CITY any reimbursement or indemnification arising under this subparagraph (b). (c) CONSULTANT shall obtain executed indemnity agreements with provisions identical to those in this Section 3.1 from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. If CONSULTANT fails to obtain such indemnities, CONSULTANT shall be fully responsible and indemnify, hold harmless and defend the Indemnitees from and against any and all Claims in law or equity, whether actual, alleged Page 3 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc or threatened, which arise out of, are claimed to arise out of, pertain to, or relate to the acts or omissions of CONSULTANT's subcontractor, its officers, agents, servants, employees, subcontractors, materialmen, contractors or their officers, agents, servants or employees (or any entity or individual that CONSULTANT's subcontractor shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Claims arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. 3.1.3 Workers' Compensation Acts not Limiting. CONSULTANT's obligations under this Article 3, or any other provision of this Agreement, shall not be limited by the provisions of any workers' compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY, its officers, agents, employees and volunteers. 3.1.4 Insurance Requirements not Limiting. CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provisions in this Article 3 shall apply regardless of whether or not any insurance policies are determined to be applicable to the Liabilities, Claims, tax, assessment, penalty or interest asserted against CITY. 3.1.5 Survival of Terms. The indemnification in this Article 3 shall survive the expiration or termination of this Agreement. 3.2 Insurance 3.2.1 General Liability Insurance CONSULTANT shall at all times during the term of the Agreement carry, maintain, and keep in full force and effect, a policy or policies of Commercial General Liability Insurance, with minimum limits of one million dollars ($1,000,000) for each occurrence and two million dollars ($2,000,000)general aggregate for bodily injury, death, loss or property damage for products or completed operations and any and all other activities undertaken by CONSULTANT in the performance of this Agreement. The policy or policies shall be issued by an insurer admitted or authorized to do business in the State of California and rated in A.M. Best's Insurance Guide with a rating of A:VII or better. 3.2.2 Professional Liability Insurance CONSULTANT shall at all times during the term of this Agreement, carry, maintain, and keep in full force and effect a policy or policies of professional liability insurance with a minimum limit of one million dollars ($1,000,000) per claim and aggregate for errors and/or omissions of CONSULTANT in the performance of this Agreement. The policy or policies shall be issued by an insurer admitted or authorized to do business in the State of California and rated in Best's Insurance Guide with a rating of Page 4 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc A:VII or better. If a "claims made" policy is provided, such policy shall be maintained in effect from the date of performance of work or services on CITY's behalf until three (3) years after the date of work or services are accepted as completed. Coverage for the post-completion period may be provided by renewal or replacement of the policy for each of the three (3) years or by a three-year extended reporting period endorsement, which reinstates all limits for the extended reporting period. If any such policy and/or policies have a retroactive date, that date shall be no later than the date of first performance of work or services on behalf of CITY. Renewal or replacement policies shall not allow for any advancement of such retroactive date. 3.2.3 Automobile Liability Insurance CONSULTANT shall at all times during the term of this Agreement obtain, maintain, and keep in full force and effect, a policy or policies of Automobile Liability Insurance, with minimum of one million dollars ($1,000,000) per claim and occurrence and two million dollars ($2,000,000) in the aggregate for bodily injuries or death of one person and five hundred thousand dollars ($500,000) for property damage arising from one incident. The policy or policies shall be issued by an insurer admitted or authorized to do business in the State of California and rated in A.M. Best's Insurance Guide with a rating of A:VII or better. 3.2.4 Worker's Compensation Insurance CONSULTANT agrees to maintain in force at all times during the performance of work under this Agreement worker's compensation insurance as required by the law. CONSULTANT shall require any subcontractor similarly to provide such compensation insurance for their respective employees. 3.2.5 Notice of Cancellation (a) All insurance policies shall provide that the insurance coverage shall not be cancelled or modified by the insurance carrier without thirty (30) days prior written notice, or ten (10) days notice if cancellation is due to nonpayment of premium. CONSULTANT shall provide immediate notice to CITY, if CONSULTANT receives a cancellation or policy revision notice from the insurer. (b) CONSULTANT agrees that it will not cancel or reduce any required insurance coverage. CONSULTANT agrees that if it does not keep the insurance in full force and effect, CITY may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, CITY may take out the necessary insurance and pay, at CONSULTANT's expense, the premium thereon. 3.2.6 Entire Policy and Certificate of Insurance At all times during the term of this Agreement, CONSULTANT shall maintain on file with the City Clerk both a copy of the entire policy and a certificate of insurance showing that the policies are in effect in the required amounts. The commercial general Page 5 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc liability policy shall contain endorsements naming CITY, its officers, agents and employees as additional insureds. 3.2.7 Primary Coverage The insurance provided by CONSULTANT shall be primary to any coverage available to CITY. The insurance policies (other than workers compensation and professional liability) shall include provisions for waiver of subrogation. ARTICLE 4 TERMINATION 4.1 Termination of Agreement (a) This Agreement may be terminated at any time, with or without cause, by CITY upon ten (10) days prior written notice or by CONSULTANT upon ninety (90) days prior written notice. Notice shall be deemed served if completed in compliance with Section 6.15. (b) CONSULTANT shall cease all work under this Agreement on or before the effective date of termination specified in the notice of termination. In the event of termination or cancellation of this Agreement by CONSULTANT or CITY, due to no fault or failure of performance by CONSULTANT, CONSULTANT shall be paid compensation for all services performed by CONSULTANT, in an amount to be determined as follows: for work satisfactorily done in accordance with all of the terms and provisions of this Agreement as determined by CITY, CONSULTANT shall be paid an amount equal to the percentage of services performed prior to the effective date of termination or cancellation in accordance with the work items; provided, in no event shall the amount of money paid under the foregoing provisions of this paragraph exceed the amount which would have been paid to CONSULTANT for the full performance of the services described in this Agreement. ARTICLE 5 OWNERSHIP OF DOCUMENTS 5.1 Ownership of Documents and Work Product All final documents, plans, specifications, reports, information, data, exhibits, photographs, images, video files and media created or developed by CONSULTANT pursuant to this Agreement ("Written Products") shall be and remain the property of CITY without restriction or limitation upon its use, duplication or dissemination by CITY. All Written Products shall be considered "works made for hire," and all Written Products and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of CITY without restriction or limitation upon their use, duplication or dissemination by CITY. CONSULTANT shall not obtain or attempt to obtain copyright protection as to any Written Products. Page 6 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc CONSULTANT hereby assigns to CITY all ownership and any and all intellectual property rights to the Written Products that are not otherwise vested in CITY pursuant to the paragraph directly above this one. CONSULTANT warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the services and the production of all Written Products produced under this Agreement, and that CITY has full legal title to and the right to reproduce the Written Products. CONSULTANT shall defend, indemnify and hold CITY, and its elected officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of CITY officials, harmless from any loss, claim or liability in any way related to a claim that CITY's use of any of the Written Products is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. CONSULTANT shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the services and Written Products produced under this Agreement. In the event the use of any of the Written Products or other deliverables hereunder by CITY is held to constitute an infringement and the use of any of the same is enjoined, CONSULTANT, at its expense, shall: (a) secure for CITY the right to continue using the Written Products and other deliverables by suspension of any injunction, or by procuring a license or licenses for CITY; or (b) modify the Written Products and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. This covenant shall survive the termination of this Agreement. Upon termination, abandonment or suspension of the Project, the CONSULTANT shall deliver to CITY all Written Products and other deliverables related to the Project without additional cost or expense to CITY. If CONSULTANT prepares a document on a computer, CONSULTANT shall provide CITY with the document both in a printed format and in an electronic format that is acceptable to CITY. ARTICLE 6 GENERAL PROVISIONS 6.1 Representation The CITY representative shall be the Director of Public Works or his or her designee, and CONSULTANT shall notify CITY of CONSULTANT's designated representative. These individuals shall be the primary contact persons for the parties regarding performance of this Agreement. 6.2 Fair Employment Practices/Equal Opportunity Acts In the performance of this Agreement, CONSULTANT shall comply with all applicable provisions of the California Fair Employment Practices Act (California Page 7 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc Government Code Sections 12940-48), the applicable equal employment provisions of the Civil Rights Act of 1964 (42 U.S.C. 200e-217), and the Americans with Disabilities Act of 1990 (42 U.S.C. § 11200, et seq.). 6.3 Audit The CITY or its representative shall have the option of inspecting, auditing or inspecting and auditing all records and other written materials used by CONSULTANT in preparing its billings to CITY as a condition precedent to any payment to CONSULTANT. CONSULTANT will promptly furnish documents requested by CITY. Additionally, CONSULTANT shall be subject to State Auditor examination and audit at the request of CITY or as part of any audit of CITY, for a period of three (3) years after final payment under this Agreement. 6.4 Personnel CONSULTANT represents that it has, or shall secure at its own expense, all personnel required to perform CONSULTANT's services under this Agreement. Any person who performs engineering services pursuant to this Agreement shall be licensed as a Civil Engineer by the State of California and in good standing. CONSULTANT shall make reasonable efforts to maintain the continuity of CONSULTANT's staff who are assigned to perform the services hereunder and shall obtain the approval of the Director of Public Works of all proposed staff members who will perform such services. CONSULTANT may associate with or employ associates or subcontractors in the performance of its services under this Agreement, but at all times shall CONSULTANT be responsible for its associates and subcontractors' services. 6.5 CONSULTANT's Representations CONSULTANT represents, covenants and agrees that: a) CONSULTANT is licensed, qualified, and capable of furnishing the labor, materials, and expertise necessary to perform the services in accordance with the terms and conditions set forth in this Agreement; b) there are no obligations, commitments, or impediments of any kind that will limit or prevent CONSULTANT's full performance under this Agreement; c)to the extent required by the standard of practice, CONSULTANT has investigated and considered the scope of services performed, has carefully considered how the services should be performed, and understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. 6.6 Conflicts of Interest CONSULTANT agrees not to accept any employment or representation during the term of this Agreement or within twelve (12) months after completion of the work under this Agreement which is or may likely make CONSULTANT "financially interested" (as provided in California Government Code Sections 1090 and 87100) in any decisions made by CITY on any matter in connection with which CONSULTANT has been retained pursuant to this Agreement. Page 8 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc 6.7 Legal Action (a) Should either party to this Agreement bring legal action against the other, the validity, interpretation, and performance of this Agreement shall be controlled by and construed under the laws of the State of California, excluding California's choice of law rules. Venue for any such action relating to this Agreement shall be in the Los Angeles County Superior Court. (b) If any legal action or other proceeding, including action for declaratory relief, is brought for the enforcement of this Agreement or because of an alleged dispute, breach, default or misrepresentation in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees, experts' fees, and other costs, in addition to any other relief to which the party may be entitled. (c) Should any legal action about a project between CITY and a party other than CONSULTANT require the testimony of CONSULTANT when there is no allegation that CONSULTANT was negligent, CITY shall compensate CONSULTANT for its testimony and preparation to testify at the hourly rates in effect at the time of such testimony. 6.8 Assignment Neither this Agreement nor any part thereof shall be assigned by CONSULTANT without the prior written consent of CITY. Any such purported assignment without written consent shall be null and void, and CONSULTANT shall hold harmless, defend and indemnify CITY and its officers, officials, employees, agents and representatives with respect to any claim, demand or action arising from any unauthorized assignment. Notwithstanding the above, CONSULTANT may use the services of persons and entities not in CONSULTANT's direct employ, when it is appropriate and customary to do so. Such persons and entities include, but are not necessarily limited to, surveyors, specialized consultants, and testing laboratories. CONSULTANT's use of subcontractors for additional services shall not be unreasonably restricted by CITY provided CONSULTANT notifies CITY in advance. 6.9 Independent Contractor CONSULTANT is and shall at all times remain, as to CITY, a wholly independent contractor. Neither CITY nor any of its agents shall have control over the conduct of CONSULTANT or any of the CONSULTANT's employees, except as herein set forth, and CONSULTANT is free to dispose of all portions of its time and activities which it is not obligated to devote to CITY in such a manner and to such persons, firms, or corporations as the CONSULTANT wishes except as expressly provided in this Agreement. CONSULTANT shall have no power to incur any debt, obligation, or liability on behalf of CITY or otherwise act on behalf of CITY as an agent. CONSULTANT shall not, at any time or in any manner, represent that it or any of its agents, servants or Page 9 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc employees, are in any manner agents, servants or employees of CITY. CONSULTANT agrees to pay all required taxes on amounts paid to CONSULTANT under this Agreement, and to indemnify and hold CITY harmless from any and all taxes, assessments, penalties, and interest asserted against CITY by reason of the independent contractor relationship created by this Agreement. CONSULTANT shall fully comply with the workers' compensation law regarding CONSULTANT and its employees. CONSULTANT further agrees to indemnify and hold CITY harmless from any failure of CONSULTANT to comply with applicable workers' compensation laws. The CITY shall have the right to offset against the amount of any fees due to CONSULTANT under this Agreement any amount due to CITY from CONSULTANT as a result of its failure to promptly pay to CITY any reimbursement or indemnification arising under this Article. 6.10 Titles The titles used in this Agreement are for general reference only and are not part of the Agreement. 6.11 Entire Agreement This Agreement, including any other documents incorporated herein by specific reference, represents the entire and integrated agreement between CITY and CONSULTANT and supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement may be modified or amended, or provisions or breach may be waived, only by subsequent written agreement signed by both parties. 6.12 Construction In the event of any asserted ambiguity in, or dispute regarding the interpretation of any matter herein, the interpretation of this Agreement shall not be resolved by any rules of interpretation providing for interpretation against the party who causes the uncertainty to exist or against the party who drafted the Agreement or who drafted that portion of the Agreement. 6.13 Non-Waiver of Terms, Rights and Remedies Waiver by either party of any one or more of the conditions of performance under this Agreement shall not be a waiver of any other condition of performance under this Agreement. In no event shall the making by CITY of any payment to CONSULTANT constitute or be construed as a waiver by CITY of any breach of covenant, or any default which may then exist on the part of CONSULTANT, and the making of any such payment by CITY shall in no way impair or prejudice any right or remedy available to CITY with regard to such breach or default. Page 10 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc 6.14 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. 6.15 Notice Except as otherwise required by law, any notice, payment or other communication authorized or required by this Agreement shall be in writing and shall be deemed received on (a) the day of delivery if delivered by hand or overnight courier service during CITY's regular business hours or (b) on the third business day following deposit in the United States mail, postage prepaid, to the addresses listed below, or at such other address as one party may notify the other: To CITY: Responsible Person: Michael Throne, Director of Public Works City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, CA 90275 To CONSULTANT: Responsible Person: Chad A. Veinot, TSOS Albert Grover & Associates 211 East Imperial Highway, Suite 208 Fullerton, CA 92835 Page 11 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first above written. Dated: 1.0 Albert Grover & Associates, Inc., a California corporation ("CONSU " By: �- Printed Name: 444 ( 'J '21- Title: 2er ' la "I,- V - By: Printed Name: CKKLA-P SA-6A-t1 Title: ?AgAr‘{CL,Ni- Dated: q/Rk' CITY OF RANCHO PALOS VERDES ("CITY") By: Ji�,``' All&f Orayor ATTEST: APPROVED AS TO FORM: By: City Clerk City Attorney Page 12 of 12 Agreement for On-Call Professional/Technical Services R6876-0001\1857588v2.doc CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California . County of [ (N3 1 AV\ S a,� k. 'kar f r meOn before e / , Date Insert NanSe and Title of the icer �dersi ;,er onall a eared P\ err L fC� CkeN 1 P J personally PP Name(s)of Signer(s) who proved to me on the basis of satisfactory evidence to be the persona whose name(Q ar subscribed to the within instrument and acknowledged to me that rg/s e/6)executed the same in }g/kkr eir uthorized capacity(e( , and that by hiebtrejtisignature0 on the � NATAL!Ell) instrumentthe person js , or the entity upon behalf of Commission#2030531 1 -,��:. •; ,,, wry public-California which the person() acted, executed the instrument. ►1 Orange County -- < _ M Comm. Jul 20,2017 I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Sig ure Place Notary Seal Above Signature of Notary Public 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 reattachment of this form to another document. ri tion of Attached Document -C `' Pr feA.5,•c).4Desc p Q C i. Lc,1t' DPo0 erG �i -si n icA\ Sf'Title or Type of Document. d ► Document Date: Number of Pages: G �'' C1 Signer(s)Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: Signer's Name: ❑ Individual ❑ Individual ❑ Corporate Officer—Title(s): ❑Corporate Officer—Title(s): ❑ Partner—❑ Limited ❑ General RIGHTTHUMBPRINT El Partner—❑ Limited ❑ General RIGHTTHUMBPRINT ❑ Attorney in Fact OF SIGNER ❑Attorney in Fact OF SIGNER El Trustee Top of thumb here Top of thumb here ❑Trustee ❑ Guardian or Conservator ❑Guardian or Conservator ❑ Other: ❑Other: Signer Is Representing: Signer Is Representing: ✓���4��4�✓�����`������✓��✓�\���✓6�✓�����✓4��:4�����4�������������������.�G�����:6�����:6���\����6\������✓���6��6��6��4��4�����i��4�✓���6��6��4�� ©2007 National Notary Association•9350 De Soto Ave.,P.O.Box 2402•Chatsworth,CA 91313-2402•www.NationalNotary.org Item#5907 Reorder:Call Toll-Free 1-800-876-6827 Exhibit A Consultant's Statement of Qualifications, including Schedule of Hourly Rates Exhibit "A" R6876-0001\1857588v2.doc ALBERT r-IIROVER 8z S S OCIATES RECEIVED City of Rancho Palos Verdes JUN oi 2015 June 2, 2015 PUBLIC WORKS DEPARTMENT Mr. Ron Dragoo, P.E. Principal Engineer City of Rancho Palos Verdes 30940 Hawthorne Boulevard Rancho Palos Verdes, California 90275 Re: Statement of Qualifications to Provide Traffic Engineering Services Dear Mr. Dragoo: Albert Grover & Associates (AGA) is pleased to respond to the City of Rancho Palos Verdes' Request for Statement of Qualifications dated May 28, 2015, to provide on-call Traffic Engineering services. AGA proposes to provide traffic engineering, transportation planning, and related technical and professional services. Enclosed please find our Statement of Qualifications (SOQ) to provide the services requested by the City. We feel that the AGA team is highly qualified to provide such services in a professional, timely, and cost effective manner. Our SOQ describes our traffic, transportation and civil engineering expertise and experience, including our engineering and operational technical support experience for local agencies; details our understanding of the scope of services required; and provides our current Schedule of Hourly Rates. It is important to emphasize that AGA is able to provide all the services required by the City of Rancho Palos Verdes. Our expertise in the fields of traffic engineering, transportation planning, roadway and utility design, hardware and software design, construction engineering and inspection, traffic signal operations and maintenance, and participation with Traffic Commissions, Planning Commissions, City Councils and the public enable us to accomplish all required tasks with minimal time requirements placed on the City staff. Additionally, all key senior staff members have previously worked for public agencies, including both cities and Caltrans. AGA presently has ongoing contracts for engineering and traffic operations with the Cities of Montclair, Long Beach, La Habra, Seal Beach, Loma Linda, Torrance, Buena Park, San Dimas, Irvine, Fountain Valley, Newport Beach, Indio, Palm Springs, and Highland. We also provide traffic engineering services for the City of Fullerton at City Hall for eight hours a week and for the Cities of Victorville and Placentia at City Hall for 16 hours a week. We have for many years provided engineering services to SANBAG and the vast majority of the Cities in Riverside and San Bernardino Counties, to OCTA and nearly all of the cities in Orange County, and to various cities in the southern portion of Los Angeles County on a project-specific basis. TRANSPORTATION CONSULTING ENGINEERS 211 E.Imperial Hwy.,Suite 208,Fullerton,CA 92835 (714)992-2990 FAX(714)992-2883 E-Mail:aga@albertgrover.com Mr. Ron Dragoo, P.E. June 2, 2015 Page 2 In addition to providing on-call services, AGA also operates/monitors the traffic signal systems (totaling more than 350 signals) for several Cities, including Montclair, Loma Linda, La Habra, Fullerton, Placentia, Fountain Valley, and Highland. AGA's in-house staff, including both registered Civil Engineers and Registered Traffic Engineers, provide for PS&E preparation and/or checking services, preparing bikeway signing/striping plans, development/review of Traffic Impact Studies, addressing neighborhood traffic calming issues, coordination timing development, designing roadway signing and striping, conducting parking studies, designing Traffic Management Centers, etc. (i.e., all services typically required by a City). AGA looks forward to working with the City of Rancho Palos Verdes on future traffic and transportation engineering projects. If you have any questions or require amplification on any aspect of our submittal, please call me. Respectfully submitted, ALBERT GROVER &ASSOCIATES (\iva,‘,100A Chad A. Veinot, TSOS Project Development Manager Proposals\Rancho Palos Verdesl0n-Call 2015-202010n-Call SOQ Dragoo Letter docx ALBERT DROVER& ASOCIATES ♦ I War A,v. yk i 0 ti •� t ` ., I. . , ,..,_4- . dr,• , , . . - _ , ri . IV 4,::.,..4., t - A i� ;��� .rte it_ a.CI STATEMENT OF UALIFICATIONS f - ._ . . -- , ..... AND SERVICES OFFERED . ..._ digiii .............„.,,,,,N,..,_--97, _ ___ _ . _ ,. _ _., ___ _ _ __ __ „.,_ ,, ..,I __ a?, ,2015 4 r .0 "-1 .:, h.: ' :-..:- A..Vi,.' , .*1 ill irs 4' • — ' ' ' 6 ....—"Air igir Erir 006 ',i 1 ,!......, ..,,, .., VA ALBERT }-GA ... ROS ER& `Ilk -A rl SSOCIATES .„, A WI _ ' 441 - + ;1 Jam. i a .,,_ i r a 0E16 mil SPIED) LIMIT 15 r a 3 LB ERT C1ROVER 8z SSOCIATES SCHEDULE OF HOURLY RATES EFFECTIVE JULY 1, 2014 Principal/President $ 275 Vice President $ 250 Director of Project Development $ 250 Principal Transportation Engineer $ 225 Senior Transportation Engineer $ 200 Senior Design Engineer/Project Development Manager $ 185 Advanced System Integrator $ 180 Senior Associate $ 170 Transportation Engineer/Senior Project Coordinator $ 165 Design Engineer/Senior Signal Systems Specialist/Construction Inspector/System Integrator $ 150 Associate Transportation Engineer/Civil Engineering Associate $ 140 Transportation Engineering Associate $ 135 Signal Systems Specialist $ 135 Signal Systems Technician $ 125 Senior CADD Operator $ 125 Project Coordinator/Associate Engineer $ 110 CADD Operator $ 110 Assistant Transportation Engineer/Assistant Engineer $ 90 Traffic Enumerator, Engineering Aide $ 75 Engineering Aide II $ 50 Council/Commission Meetings, Hearings,etc. (Billing Rate+$50 Surcharge) $ 1,000 Minimum Expert Witness(Billing Rate+$50 Surcharge) $ 1,000 Minimum Expert Witness-Deposition/Court(Billing Rate+$100 Surcharge) $ 1,000 Minimum Subconsultants will be billed at cost plus 20% Conditions of Usage: The above rates are typically effective for a 12-month period,but AGA maintains the right to change the billing rates at any time for convenience of record keeping. Therefore,all billings will always be at the then current billing rates. This will not affect any agreed upon total or not-to-exceed fees. INVOICES WILL BE SUBMITTED MONTHLY AND SHALL BE DUE AND PAYABLE WITHIN 30 DAYS. FINANCE CHARGES MAY BE ACCRUED DAILY ON UNPAID BALANCES BASED ON A 10%ANNUAL PERCENTAGE RATE. TRANSPORTATION CONSULTING ENGINEERS 211 E.Imperial Hwy.,Suite 208,Fullerton,CA 92835 (714)992-2990 FAX(714)992-2883 E-Mail:aga@albertgrover.com ROVER & gSOCIATES Statement of Qualifications CAPABILITIES AND SERVICES OFFERED Albert Grover & Associates (AGA) is a multidiscipline engineering firm specializing in municipal and transportation engineering, and is a State of California Small Business Enterprise (SBE#39313). Through the utilization of today's most sophisticated computer-aided equipment by highly skilled and tenured professional engineers, AGA is able to provide its clients with quality, cost effective professional services in a timely manner. AGA's success can be attributed to the firm's commitment to provide clients with personalized, quality service. AGA's services are not just routine, but rather the application of experience and knowledge to first properly identify a problem and then to provide the most appropriate and cost- effective solution. Each project is carried out with the highest degree of pride and professionalism and a dedication to satisfy the client's need. AGA offers professional services that range from the planning and conceptual design stage through the construction supervision and "as-built" stage, placing us among the forerunners in the total service concept. AGA personnel, many of whom are former governmental employees, have provided services to clients ranging from design and construction management of full freeway interchanges, at costs exceeding a million dollars, to minor traffic impact studies, at costs of only a few thousand dollars. Whatever the project, our management approach is to complete the project to the satisfaction of the client in as quick a time frame as possible while still producing quality work products. AGA is not a company that provides only labor service for client designated tasks; rather, AGA provides a high level of intellectual support to accomplish client objectives. AGA's unique blend of Civil Engineers, Traffic Engineers, and skilled technical field maintenance/monitoring personnel provides a synergy that typically results in project success beyond expectations. AGA's wide range of services offered can be divided into six primary areas of expertise: traffic engineering, day-to-day traffic signal operations, transportation planning, civil engineering/construction management, communication and control of traffic signals systems, and actual onsite City Traffic Engineer staffing. TRAFFIC ENGINEERING AGA's designers have both public and private experience and have been part of the AGA team for over 20 years. AGA personnel have designed hundreds of new and modified traffic signals and traffic signal interconnect projects (including fiber optic, twisted pair, and wireless technologies) for a large number of cities and counties throughout California. Other traffic engineering services provided by AGA include various Intelligent Transportation System (ITS) component designs (including changeable message signs, closed circuit television, etc.), traffic safety studies, speed zone surveys, "red light" camera investigations, parking studies, demonstration projects, bicycle studies and facilities design, transit studies, truck studies, traffic studies for new development, traffic signal coordination timing development, pedestrian facilities studies, and expert witness testimony. In addition to signal system component design, AGA also provides striping plans for intersections and extended length arterials. AGA is up-to-date on meeting ADA requirements and can provide various alternative solutions. Design activities also include determining all aspects of right-of-way requirements for 1 ERT AIA' ESStatement of Qualifications street improvements and providing raised median configurations, left and right turn pocket lengths, and all speed controlled transitions, lane drops, etc. Street lighting design is another specialty, wherein AGA does complete field inventory, designs for desired lighting levels, and documents lighting system details using ArcView GIS mapping, which provides extensive querying and reporting capabilities. Such GIS mapping has been set up for the Cities of Beverly Hills, Orange, and Baldwin Park. The GIS mapping capability has also been used by AGA to provide large scale traffic signal monitoring for Coachella Valley Association of Governments (CVAG) and San Bernardino Associated Governments (SANBAG), as well as various cities. For private developers and contractors, AGA's experience in "design/manage" and "design/build" operations is invaluable. AGA's staff of design experts manage all aspects of the project for the developer, from concept to completion. AGA has developed various custom-designed software packages to assist traffic engineers in analyzing data such as traffic flow, accident statistics and signal operating characteristics. The software is also used on an on-going basis by AGA staff to efficiently provide engineering services for clients. One example is HCM (Highway Capacity Manual) software developed by AGA staff to provide an interactive simulation and analysis of traffic signals based on state-of-the-art HCM delay methodology. The program, WEBSTER, is a direct application of the 2010 Highway Capacity Manual. It provides for signal timing development, capacity analysis and Level of Service determination. The signal timing feature, which is not typical of most HCM software, allows for very efficient signal operation, and is critical for determining proper system cycle lengths for coordinated signals. WEBSTER is available free to anyone who registers on AGA's Web site. In addition to typical capacity analysis by other software, WEBSTER actually "optimizes" signal timing by minimizing delay, considering timing both with and without crosswalk time restraints, and includes local agency minimum green times (for both vehicles and bicycles). AGA develops and prepares local traffic signal timing plans for all types of traffic signal controllers. We are also well known and respected for our extensive expertise and experience in the field of developing and implementing highly efficient coordinated timing plans, and more specifically multijurisdictional traffic signal coordination timing. We conducted the Euclid Street Traffic Signal Synchronization Demonstration Project (Euclid Street Project), the first multijurisdictional signal coordination project funded and overseen directly by OCTA. This project served as the "test" project for OCTA to assess the overall feasibility and effectiveness of similar future projects. The significant improvements in all Measures of Effectiveness (MOEs) obtained by AGA, due in no small part to our project management expertise, our ability to achieve consensus among multiple cities and Caltrans, and signal timing expertise, became the standard that subsequent projects were measured against. AGA was selected by OCTA to conduct subsequent corridor projects for Chapman Avenue, Orangethorpe Avenue, Tustin/Rose Avenue, Bolsa Avenue/First Street, Adams Avenue, and Antonio Parkway. AGA has also been responsible for City-led corridor projects for the City of Fullerton (Brea Blvd, Commonwealth Ave, Lemon St/Anaheim Blvd and the Placentia Ave Corridors), the City of La Habra (Lambert Rd and La Habra Blvd/Central Ave/State College Blvd Corridors), the City of Irvine (Alton Parkway), and for several other agencies throughout Southern California. 2 AdaE OVER & ASOCIATES Statement of Qualifications TRAFFIC SIGNAL OPERATIONS AGA operates traffic signal systems for various governmental agencies and does so remotely from our Fullerton office, which includes a TMC (Traffic Management Center). Existing systems operated include 39 signals on an Siemens Actra System in La Habra; 40 signals on a QuicNet system in Montclair; 70 signals on a QuicNet system in Fountain Valley; 30 signals on a QuicNet system in Highland; 13 signals on a QuicNet system in Loma Linda; 147 signals on an Tactics system in Fullerton; and an Econolite system for the County of San Bernardino on Cedar Avenue. We have also controlled Model 170 systems for the Cities of Santa Clarita, Palm Springs, and Huntington Beach from our TMC. Additionally, AGA staff have implemented and fine-tuned coordinated timing on several other City systems including McCain QuicNet, Intelight MaxView, Econolite Aries, Centracs, and Siemens Actra and Tactics in addition to Caltrans CTNet systems. Several of these systems are also being periodically monitored remotely from our office. The most recent signal timing monitoring service involves approximately 650 intersections spread throughout 17 agencies in the San Bernardino Valley under a multi-year contract to SANBAG. This unique "hands-on" signal experience, combined with our senior staffs previous experience as City Traffic Engineers, allows AGA staff to possess a very realistic understanding of what it takes to adequately serve the public while maintaining political harmony. Our TMC staff also includes signal system specialists with previous field maintenance experience with a local Signal Maintenance Contractor. Our unique staffing often allows us to correct problems before the public starts making complaint phone calls to City staff. TRANSPORTATION PLANNING AGA offers local and regional area transportation planning capabilities to develop specific circulation plans, general circulation plans and coordination of these plans with those developed by metropolitan planning organizations. Microcomputer based transportation planning models developed in-house, in conjunction with regional socio-economic and transportation models, are utilized for these planning activities. One of the key areas of AGA's modeling expertise involves combining transportation planning with traffic operations. Short term traffic operational analysis can thus be combined with long term (10 to 20 years) transportation planning data to evaluate and monitor the impact of the urban growth in a dynamic way. Such analyses are critical for conducting various feasibility studies and traffic impact studies/analyses, and for developing traffic and transportation impact sections of EIRs and EISs. An example of AGA's application of operational expertise with long term planning is that we have developed and maintained on an on-going basis a City-Wide Traffic Model for the City of Fullerton. As part of this task, we have identified Build-Out Year mitigation needs and can determine when any given improvement should be implemented to maintain an acceptable Level of Service. CIVIL ENGINEERING/CONSTRUCTION MANAGEMENT AGA has developed a highly skilled professional staff of civil engineers, designers and field technicians to offer complete service in virtually all aspects of civil engineering affecting governmental agencies. Projects managed include traffic signal upgrading, roadway improvements, landscaping, street lighting and traffic signal interconnect. This aspect of AGA's expertise involves the actual field inspection as well as 3 AdERT ROVERES Statement of Qualifications AssoCIAT administration of all federal requirements, including responsibility on federally funded projects for the voluminous amount of paper work that was previously handled by Caltrans but is now the responsibility of the local agency. AGA's principals, as well as many senior staff members, have years of experience in municipal engineering affecting government agencies and are well versed in addressing the special requirements of municipal engineering. Utilizing our extensive tenured experience, AGA can offer government agencies detailed plans, specifications and estimates in an extremely efficient time frame and in accordance with specific requirements of various funding sources. COMMUNICATION AND CONTROL OF TRAFFIC SIGNAL SYSTEMS In addition to operating a variety of signal control systems, AGA designs, integrates, and monitors/troubleshoots the communication aspect of traffic signal control. This is a highly specialized niche and involves a controlled amount of differing types of media (e.g., hardwire, fiber optic, Ethernet — both hardwire and wireless, telephone, radio spread spectrum, etc.). Just about every system that AGA monitors utilizes more than one type of media, resulting in the need for experienced intellectual oversight. In order to accomplish on-street uninterrupted traffic flow, which often appears to be a seamless achievement, there are an almost undocumentable number of unique communication media interfaces. AGA experts "make it all work." ONSITE CONTRACT TRAFFIC ENGINEER/EXPERT WITNESS For more than fifteen years various AGA traffic engineers have served in the capacity of an official City Traffic Engineer. AGA currently provides professional staff onsite at the Cities of Fullerton, Placentia and Victorville, with service provided one or more days per week. Additionally, but not onsite, we provide professional on-call Traffic Engineering support for the Cities of Montclair, San Dimas, Highland, Loma Linda, Seal Beach, Long Beach, La Habra, and Buena Park. Our onsite Contract Traffic Engineer is typically a registered Traffic Engineer with many years of experience as a prior City-employed Traffic Engineer. Services include all typical traffic engineering duties such as response to citizen concerns, presentations to Commissions and Councils, construction plan checking, review of traffic studies, review/approval of General Plan circulation elements, determination of projects for a Capital Improvement Program (CIP) required to maintain acceptable Level of Service citywide, and general professional traffic engineering guidance on any and all daily traffic flow/circulation issues. The same professional staff also provide expert witness services for both public and private sector clients. 4 nOvER & ASOCIATES Statement of Qualifications PARTIAL LIST OF CLIENTS - PUBLIC SECTOR California Department of Transportation City of Montclair California State University—Fullerton City of Palm Springs City of Brea City of Placentia City of Buena Park City of Rialto City of Burbank City of Seal Beach City of Carson City of Torrance City of Cerritos City of Upland City of Costa Mesa City of Victorville City of Cypress City of West Hollywood City of Fountain Valley City of Westminster City of Fullerton Coachella Valley Association of Governments City of Garden Grove County of Los Angeles City of Highland County of Orange City of Indio County of Riverside City of Irvine County of San Bernardino City of La Habra Orange County Sanitation District City of Loma Linda Orange County Transportation Authority City of Long Beach Pomona Unified School District City of Manhattan Beach San Bernardino Associated Governments PARTIAL LIST OF CLIENTS - PRIVATE SECTOR Alere Property La Verne Village Architects Orange (Starbucks) Lansing Company ASL Consulting Engineers Legends Real Estate, Inc. Andreasen Engineering Lundin Development Company Barnard Soletanche Mancha Development Bell, Orrock&Watase,Attorneys at Law Matz Properties (Starbucks) Bomel Construction MetroPointe Engineers Boos Development(Family Dollar Stores) Michael Brandman Associates bp west Coast Products Parsons Brea Marketplace Planning Center Carmichael-Kemp Architects Public Engineering Services Robert Gokoo, Attorney at Law RKA Engineering Green berg Farrow Signal Maintenance, Inc. Harris &Associates Southwest Construction Materials Hill Partnership Strategic Retail Developers Home Depot Transit Mixed Concrete Company Interra Development Charles Uhalley,Attorney at Law Kindred Community Church Valley View Business Park Kintetsu Enterprises Walbern Development 5