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Willdan Group - FY2018-024-03Contract No. FY2018-024-03 AMENDMENT NO, 3 TO AGREEMENT FOR CONTRACTUAL SERVICES THIS AMENDMENT NO 3 TO THE AGREEMENT FOR CONTRACTUAL SERVICES (`Amendment No 3") by and between the CITY OF RANCHO PALOS VERDES, a California municipal corporation ("City") and WILLDAN GROUP, a California corporation ("Consultant'), is effective as of July 1, 2022 RECITALS A City and Contractor entered into that certain Agreement for Contractual Services dated September 5, 2017 (the "Agreement') whereby Contractor agreed to provide engineering, financial, homeland solutions, program management/construction management, traffic engineering, civil plan review, and other related services for a Term of 3 years (the "Services") B The Agreement provided for a Contract Sum not to exceed $300,000 over the 3 - year term, and not to exceed $100,000 in one year C On July 31, 2018, City and Consultant entered into an amendment to the Agreement ("Amendment No 1") to expand the scope of work to include design services associated with the Western Avenue Traffic Congestion Improvements, Federal, State, and labor compliance and miscelleaneous engineering services, inspection services associated with the Silver Spur Road Transit Improvement project, design services for the Traffic Transportation Improvements project, and traffic studies and plan reviews Amendment No 1 increased the Contract Sum to $765,000 D On July 1, 2020, City and Consultant entered into a second amendment to the Agreement ("Amendment No 2") to extend the Term of the Agreement through June 30, 2022, to allow for the full completion of the services included in Amendment No 1 while removing the inspection services associated with the Silver Spur Road Transit Improvement project from the Agreement E Based on the continuing need for on-call services, and to complete services that are currently underway, City and Consultant now desire to amend the Agreement by this Amendment No 3 to the Agreement to extend the Agreement by one year through June 30, 2023, for additional compensation not -to -exceed $60,000 at rates provided for in Exhibit C-1 of the Agreement, for a new Contract Sum of $825,000 TERMS 1 Contract Changes The Agreement, as amended, is further amended as provided hereinafter (Deleted text is indicated in smke4htaugh & added text in bold & italics ) (a) Section 2.1, Contract SumFee, is amended to read: "21 Contract Sum Subject to any limitations set forth in this Agreement, City agrees to pay Consultant amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference The total compensation, including reimbursement for actual expenses, shall not exceed Seaef 14undred-Swy Rye 'T'eusa-a 'QHS 009j $825,000 01203 0006!796605 I (Eight Hundred Twenty Five Thousand Dollars) (the "Contract Sum"), • - . e • - - - • ! ' - e - e -_ •.• e Dollars(SAA,00 Y- 17 18,and shall not exceed - . . ! - - - - unless additional compensation is approved pursuant to Section 1 8 2 Continuing Effect of Agreement Except as amended by Amendments Nos 1 through 3, all provisions of the Agreement shall remain unchanged and in full force and effect From and after the date of this Amendment No 3, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by Amendments Nos 1 through 3 to the Agreement 3 Affirmation of Agreement, Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each one of the respective rights and obligations arising under the Agreement Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein Each party represents and warrants to the other that the Agreement is currently an effective, valid, and binding obligation Contractor represents and warrants to City that, as of the date of this Amendment No 3, City is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement City represents and warrants to Contractor that, as of the date of this Amendment No 3, Contractor is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement 4 Adequate Consideration. The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No 3 5 Authority The persons executing this Amendment No 3 on behalf of the parties hereto warrant that(i)such party is duly organized and existing,(ii)they are duly authorized to execute and deliver this Amendment No 3 on behalf of said party, (iii) by so executing this Amendment No 3, such party is formally bound to the provisions of this Amendment No 3, and (iv)the entering into this Amendment No 3 does not violate any provision of any other agreement to which said party is bound [SIGNATURES ON THE FOLLOWING PAGE] 01203 0006/796606 1 -2- IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written CITY CITY OF RANCHO PALOS VERDES, a municipal corporation 19214 AWL, David r Bradley, Mayor ATTEST eresa Ta City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP x William W der, City Attorney CONTRACTOR WILLDAN GROUP a California corporation By Name Va •ssa Muno See attached certificate T tle President/CEO By Name rte Ng., en Title Secera r• y Address 2401 E Katella Avenue Suite 300 Anaheim CA 92806 Two corporate officer signatures required when Contractor is a corporation,with one signature required from each of the following groups 1)Chairman of the Board,President or any Vice President,and 2)Secretary,any Assistant Secretary,Chief Financial Officer or any Assistant Treasurer CONTRACTOR'S'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S'S BUSINESS ENTITY 01203 0006/796606 1 -3- CALIFORNIA ACKNOWLEDGMENT CIVIL CODE § 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document State of California County of J} / On _ /7, ZOZ2 before m-, �u�� , Dere ate Name d Tit of th Officer L%�� ate personally appeared i / ��2 �1� 4 4, .me(s)of Signer ) who proved to me on the basis of satisfactory evvidencenc t�e person(s)whose na e(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s)on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument I certify under PENALTY OF PERJURY under the JANINE SEVENING laws of the State of California that the foregoing Notary Public Calilanla Orange County paragraph is true and correct • /• Commission N 2371197 " My Comm Expires Aug 17 2025 WITNESS my hand and official seal Sig Place Notary Seal and/or Stamp Above Signature of Notary P OPTIONAL - Completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document , d{z� .0o Description of Attached Document"UAW'Title or Type of Document � ' "UAB[ 41I .' ,' • �Gos l��Yt� .2/(di i'/ 1.J1. 24-z---P Document Date / - v Number of Pages Signer(s) Other Than Nam d Above Capacity(ies) CIa1 ed by Sigper(s) ��jI 37e4,44—/ Signer's Name ��C�14 J/./A't4 Signer's Name+�"`0.4 .aZ ❑ Corporate Officer— Title(s) ��// ❑ Corporate Officer— Title(s) ❑ Partner— 0 Limited 0 General ❑ Partner— 0 Limited 0 General ❑ Individual 0 Attorney in Fact ❑ Individual ❑ Attorney in Fact ❑ Trustee 4, 4.,,,G,uardian or Conservator 0 Trustee 0 Guardian or Conservator tether / o e'6ther i' Signer is Representing&Z1.160i/ic 624070 Signer is Representing / L ©2019 National Notary Association CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document STATE OF CALIFORNIA COUNTY OF LOS ANGELES On ,2022 before me, ,personally appeared ,proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument 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 Signature OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT E INDIVIDUAL ❑ CORPORATE OFFICER __ TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL NUMBER OF PAGES ❑ ATTORNEY-IN-FACT El TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER DATE OF DOCUMENT SIGNER IS REPRESENTING (NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE 01203 0006/796606 1 4 AMENDMENT NO. 2 TO AGREEMENT FOR CONTRACTUAL SERVICES THIS AMENDMENT TO THE AGREEMENT FOR CONTRACTUAL SERVICES ("Amendment No 2") by and between the CITY OF RANCHO PALOS VERDES ("City")and WILLDAN GROUP, a California corporation ("Contractor") is effective as of July 1, 2020 RECITALS A City and Contractor entered into that certain Agreement for Contractual Services dated September 5, 2017 ("Agreement") whereby Contractor agreed to provide engineenng, financial,homeland solutions,program management/construction management,traffic engineering, civil plan review, and other related services for a Term of 3 years (the "Services") B The Agreement provided for a Contract Sum not to exceed$300,000 over the 3-year term, and not to exceed $100,000 in one year C City and Contractor entered into Amendment No 1 to the Agreement on July 31, 2018, to expand the scope of work to include design services associated with the Western Avenue Traffic Congestion Improvements, Federal, State, and labor compliance and miscellaneous engineering services,inspection services associated with the Silver Spur Road Transit Improvement project,design services for the Traffic/Transportation Improvements project,and traffic studies and plan reviews Amendment No 1 increased the Contract Sum to $765,000 D City and Contractor now wish to amend the Agreement in order to extend the Term of the Agreement until June 30, 2022, to allow for the full completion of the services included in Amendment No 1 while removing the inspection services associated with the Silver Spur Road Transit Improvement project from the Agreement TERMS 1 Contract Changes The Agreement is amended as provided herein Deleted text is indicated in str-tketlifeugh and added text in bold italics (a) Section 3.4, "Term,", is hereby amended as follows. "Unless earlier terminated in accordance with Article 7 of this Agreement,this Agreement shall continue in full force and effect until completion of the services but not exceeding June 30, 2022 - -. - - .. - • -: ,except as otherwise provided in the Schedule of Performance (Exhibit"D") " (b) Subsection D of Section I of Exhibit "A-1," Scope of Work for Additional Services, shown below, is hereby deleted from the Agreement. "Inspection services for the Silver Spur Road Transit Improvement Project. Scope of Services to be developed by City's Contract Officer and Consultant,and subject to approval 01203 0006/649498 1 mgw 1 by the City Attorney, in accordance with the Work Request Procedures outlined in Section III of this Exhibit" (c) Section I of Exhibit "C-2," Schedule of Compensation for Additional Services, is amended as follows "I Consultant shall perform the following Services at the following rates: DESCRIPTION SUB-BUDGET A. Western Avenue Traffic Congestion Improvements Project $ 6$150,000 (see below for specific Task Budget) B. Traffic studies and plan review (on a per-project basis, as $100,000 requested by the City's Contract Officer) C. Federal, state, and labor compliance, miscellaneous $70,000 engineering services (hourly services on existing projects) D- _ _ . . ' ... . . . . • . $45,000 - - ' E. Design of Traffic/Transportation Improvements Project(Task $100,000 Budget to be provided with Task Proposal) TOTAL FOR ADDITIONAL SERVICES $465,000 $420,000" (d) Subsection D of Section I of Exhibit "D-1," Schedule of Performance for Additional Services, shown below, is hereby deleted from the Agreement. "Inspection services for Silver Spur Road Transit Improvements Project The project time line follows the City's issuance of a Notice to Proceed to the construction contractor A detailed schedule of performance will be articulated within an approved Task Proposal " (e) Subsection D of Section II of Exhibit "D-1," Schedule of Performance for Additional Services, shown below, is hereby deleted from the Agreement "D. Inspection services for Silver Spur Road Transit Improvement Project Deliverables will be articulated in conjunction with the approved Task Proposal " 2 Continuing Effect of Agreement Except as amended by Amendment Nos 1 and 2, all provisions of the Agreement shall remain unchanged and in full force and effect From and after the date of this Amendment, whenever the term "Agreement" appears in the Agreement, it shall mean the Agreement, as amended by this Amendment No 1 and Amendment No 2 to the Agreement 01203 0006/649498 I mgw -2- 3 Affirmation of Agreement; Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein Each party represents and warrants to the other that the Agreement is currently an effective,valid,and binding obligation Contractor represents and warrants to City that,as of the date of this Amendment No 2,City is not in default of any material term of the Agreement and that there have been no events that,with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement City represents and warrants to Contractor that, as of the date of this Amendment No 2, Contractor is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement 4 Adequate Consideration.The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment 5 Authority The persons executing this Amendment No 2 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No 2 on behalf of said party, (iii) by so executing this Amendment No 2,such party is formally bound to the provisions of this Amendment No 2,and(iv) the entering into this Amendment No 2 does not violate any provision of any other Agreement to which said party is bound [SIGNATURES ON FOLLOWING PAGE] 01203 0006/649498 1 mgw -3- IN WITNESS WHEREOF the parties hereto have executed this Agreement on the date and year first-above written CITY CITY OF RANCHO PALOS VERDES a municipal corporation AA/1 -- a or ATTEST `Wt'a.t `- y erk APPROVED AS TO FORM ALESHIRE & WYNDER LLP b)4240Cvl G44-m City Attorney CONTRACTOR WILLDAN GROUP a California corporation By - Name Title By Name Title Address 13191 Crossroads Parkway North Suite 405, Industry CA 921746-3443 Two corporate officer signatures required w hen Contractor is a corporation,with one signature required from each of the following groups 1)Chairman of the Board,President or any Vice President,and 2)Secretary,any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY 01203 0006/649498 I mei% -4- IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date and year first-above written CITY CITY OF RANCHO PALOS VERDES, a municipal corporation Ara Mihranian, City Manager ATTEST City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP City Attorney CONTRACTOR WILLDAN GROUP,a California corporation By ..�('�. Name 1/grssp U)-) Title 14 - /j)re c�r By — C Name Title c C' � T/7� Address 13191 Crossroads P.rkway North, Suite 405, Industry CA 921746-3443 Two corporate officer signatures required when Contractor is a corporation,with one signature required from each of the following groups 1)Chairman of the Board,President or any Vice President,and 2)Secretary,any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED,AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY 01203 0006/649498 1 mgw -4- CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document STATE OF CALIFORNIA COUNTY OF LOS ANGELES Onj.j. Z ,2020 before mpersonally appearedmaMj ,proved to me on the basis of satisfactory evidence to be the per n(&-whose names(s) is/are-subscribed to thithin instrument and acknowledged to me thatl a/she/they executed the same in 4w/her/thew authorized capacity(ies),and that by-his/her/thew signature(s) on the instrument the person(s.), or the entity upon behalf of which the person(s) acted, executed the instrument 1 certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct ANNETTE M ZAMORA WITNESS my hand and official seal ;AIWA NotaryCalifornia _ Los Angeles County Signature ` ', Commission#2181291 �� _,_ �p, ,(� �` My Comm Expires 2021 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT O INDIVIDUAL ❑ CORPORATE OFFICER T TEE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) El LIMITED ❑ GENERAL NUMBER OF PAGES O ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERV• OR ❑ OTHER DATE OF DOCUMENT SIGNER IS REPR`SENTING (NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE 01203 0006/649498 1 mgw 5 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document I STATE OF CALIFORNIA COUNTY OF LOS ANGELES On `2j ,2020 before me, ••..... ,.t personally appeare. J../ ,Proved to me on the ba of satisfactory evidence to be the pers,n(S) whose names(% is/are subscribed tt)th within instrument and acknowledged to me that'he/she/they executed the same in 114s/her/their authorized capacity itir;),and that by' ss/her/tl eir signature(,) on the instrument the personN), or the entity upon behalf of which the person(,) acted, executed the instrument I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct WiTNE myhand and official seal otaryCATH ►+D STEEIE Notary Publk California i 'tix' ;_ Orargte County > •A-.'"r Commission#2324944 Signature •h Q� My Comm Expires Apr 13,2024 r OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED ! 0 CUMENT El INDIVIDUAL ❑ CORPORATE OFFICER TIT • 0R TYPE OF DOCUMENT TiTLE(S) ❑ PARTNER(S) ❑ LIMITED El GENERAL NUMBER OF PAGES ❑ ATTORNEY-iN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATO: ❑ OTHER DATE OF DOCUMENT SIGNER iS REPRE ' TING (NAME OF PERSe (S)OR ENTiTY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE 01203 0006/649498 I mgw 6 AMENDMENT NO. 1 TO AGREEMENT FOR CONTRACTUAL SERVICES THIS AMENDMENT TO THE AGREEMENT FOR CONTRACTUAL SERVICES ("Amendment No. 1")by and between the CITY OF RANCHO PALOS VERDES ("City")and WILLDAN ENGINEERING,a California corporation("Contractor")is effective as of the 31 day of July, 2018. RECITALS A. City and Contractor entered into that certain Agreement for Contractual Services dated September 5, 2017 ("Agreement") whereby Contractor agreed to provide engineering, financial,homeland solutions,program management/construction management,traffic engineering, civil plan review, and other related services for a Term of 3 years (the "Services"). B. The Agreement provided for a Contract Sum not to exceed$300,000 over the 3-year term, and not to exceed $100,000 in one year. C. City and Contractor now desire to amend the Agreement to expand the scope of work to include design services associated with the Western Avenue Traffic Congestion Improvements, Federal,State,and labor compliance and miscellaneous engineering services,design the final resting place for Bubbles, inspection services associated with the Silver Spur Road Transit Improvement project,design services for the Traffic/Transportation Improvements project,and traffic studies and plan reviews. D. The expansion of the Scope of Services will increase the not-to-exceed limit amount for FY 2018-19 and 2019-20 combined to$665,000,thus increasing the Contract Sum to$765,000. TERMS 1. Contract Changes. The Agreement is amended as provided herein. Deleted text is indicated in strikettifeugh and added text in bold italics. (a) Section 2.1, Fee, is amended as follows: "Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation,including reimbursement for actual expenses, shall not exceed THREE HUNDRED THOUSANDSeven Hundred Sixty Five Thousand Dollars($300,000$765,000)(the"Contract Sum")over 3 years and shall not exceed ONE HUNDRED THOUSAND Dollars ($100,000)in one yearfor FY 17-18, and shall not exceed Six Hundred Sixty Five Thousand Dollars($665,000)for the remainder of the Term, unless additional compensation is approved pursuant to Section 1.8. (b) Exhibit "A-1," Scope of Work for Additional Services, attached hereto and incorporated herein by reference, is added to the Agreement. 01203.0006/497642.5 1 (c) Exhibit"C-2,"Schedule of Compensation for Additional Services,attached hereto and incorporated herein by reference, is added to the Agreement. (d) Exhibit"D-1," Schedule of Performance for Additional Services,attached hereto and incorporated herein by reference, is added to the Agreement. 2. Continuing Effect of Agreement.Except as amended by this Amendment No. 1,all provisions of the Agreement shall remain unchanged and in full force and effect. From and after the date of this Amendment,whenever the term"Agreement"appears in the Agreement,it shall mean the Agreement, as amended by this Amendment No. 1 to the Agreement. 3. Affirmation of Agreement; Warranty Re Absence of Defaults. City and Contractor each ratify and reaffirm each and every one of the respective rights and obligations arising under the Agreement.Each party represents and warrants to the other that there have been no written or oral modifications to the Agreement other than as provided herein.Each party represents and warrants to the other that the Agreement is currently an effective,valid,and binding obligation. Contractor represents and warrants to City that,as of the date of this Amendment No. 1,City is not in default of any material term of the Agreement and that there have been no events that,with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. City represents and warrants to Contractor that, as of the date of this Amendment No. 1, Contractor is not in default of any material term of the Agreement and that there have been no events that, with the passing of time or the giving of notice, or both, would constitute a material default under the Agreement. 4. Adequate Consideration.The parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment. 5. Authority. The persons executing this Amendment No. 1 on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Amendment No. 1 on behalf of said party, (iii) by so executing this Amendment No. 1,such party is formally bound to the provisions of this Amendment No. 1,and(iv) the entering into this Amendment No. 1 does not violate any provision of any other Agreement to which said party is bound. [SIGNATURES ON FOLLOWING PAGE] 01203.0006/497642.5 -2- IN WITNESS WHEREOF,the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation City Manager ATT' 4 MEM APPROVED AS TO FORM: ALESHIRE&WYNDER, LLP W• City Attorne CONTRACTOR: WILLDAN ENGINEERING, a California Corporation By: , V Name: pkwa. <tOW Title: Tres1136 T/CeD By: ! Name: ,ei1�` Title: Address: 13191 Crossroads Parkway North, Suite 405, Industry CA 921746-3443 Two corporate officer signatures required when Contractor is a corporation,with one signature required from each of the following groups: 1)Chairman of the Board,President or any Vice President;and 2)Secretary,any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONTRACTOR'S SIGNATURES SHALL BE DULY NOTARIZED,AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONTRACTOR'S BUSINESS ENTITY. 01203.0006/497642.5 -3- CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document. STATE OF CALIFORNIA COUNTY3AUW4:43 (( .. UOF On C,Q,\j l ,2019 before me,l AQ.Q�^� personally appeared- Ca-2.11 Vi\(�proved to me on the basis of satisfactory evidence to be the person() whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/sIte/tRay executed the same in his/h'/their authorized capacity(is),and that by his/h'r/th* signature) on the instrument the persona), or the entity upon behalf of which the personN acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. CATHALEEN 0.STEELE WITNES my hand and official seal. tr' Commission*2146423 nn . •* 3 Notary Public•California Signature: __�1_ (looka'2r A `5. �1 Q \r`?±►% Orange County N Comm.E ins 13 2020 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL ❑ CORPORATE OFFICER TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) El LIMITED El GENERAL NUMBER OF PAGES El ATTORNEY-IN-FACT ❑ TRUSTEE(S) El GUARDIAN/CONSERVATOR El OTHER DATE OF DOCUMENT SIGNER IS REPRESENTING: (NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE 01203.0006/497642.5 4 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document. STATE OF CALIFORNIA Yr, COUNTY OF LOS ANO£ - 61-AA-"Cr OSA 11 ,2019 before me��personally appeared4 cite n ,proved to me on the basis of satisfactory evidence to be the persons whose names) is/tv subscribed id th within instrument and acknowledged to me that)le/she/they executed the same in Ills/her/their authorized capacity(ibs),and that by Itis/her/tHsir signature( on the instrument the person(s , or the entity upon behalf of which the person(x) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNE. S my hand and official seal. * \ 1jiNOI$ PIMC.C$llfOfflhI Commission•2146423 Signature. I1 ,k 1. "ti I „/ Omer County Comm.E ire:A r 13,2020 OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL El CORPORATE OFFICER TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL NUMBER OF PAGES El ATTORNEY-IN-FACT El TRUSTEE(S) El GUARDIAN/CONSERVATOR El OTHER DATE OF DOCUMENT SIGNER IS REPRESENTING: (NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE 01203.0006/497642.5 5 EXHIBIT "A-1" (Amendment No. 1) SCOPE OF WORK FOR ADDITIONAL SERVICES I. Consultant will provide the following services during FY 2018-19 and FY 2019-20 ("Additional Services"), in addition to the Services outlined in Exhibit "A" of the Agreement. A. Western Avenue Traffic Congestion Improvements. 1. Task 1: Project Management. Consultant shall: a. Schedule a project kick-off meeting with Caltrans and include City staff. The City will provide a detailed explanation of the project scope and schedule. Major aspects of the project will be discussed including all the requirements necessary by Caltrans for a successful project study report and fact sheet. b. Summarize the report criteria,responsibilities,and findings from the project kick-off meeting and distribute same to the project team. c. Attend up to 8 milestone meetings with the City and other agencies as needed during the course of the project. d. Prepare and distribute the agendas and minutes for all project meetings. e. Submit monthly progress reports to the City's Contract Officer. f. Attend 2 community outreach meetings to present preferred concept alternative and findings. 2. Task 2: Research and Development. a. Obtain available as-built drawings, survey data and utility contact information from the applicable agencies.The research may include assessor parcel maps, tract maps, recently completed or planned improvement drawings, as-built drawings for street, traffic signals, signing, striping, existing parking and storm drain,as well as municipal improvements such as water and sewer as-builts, atlases, and/or GIS information. b. Mail notices to utility companies in accordance with City's procedures. Documentation of contacts and responses will be copied to the City. Consultant will prepare utility notices and deliver them to the City for mailing under City letterhead. If so directed by the City, Consultant can transmit these notices under Consultant's letterhead;however,the City being 01203.0006/497642.5 6 responsible for any fees assessed to Consultant by the utility companies. In either case, all responses, questions, and correspondence from the utility companies will be addressed to Consultant's utility coordinator. Consultant will coordinate with utility companies for new connection feeds and utility relocations, as needed within the project limits. c. Utilize record drawings and aerial topo survey to prepare a base plan with the existing improvements for the project area. 3. Task 3:Arial Topography. Consultant will coordinate the aerial topographic survey for the project area.Consultant will compile a strip that will cover the dedicated right of way of Western Avenue plus 15-feet on each side of the right way. The horizontal control will be zone coordinates, and the vertical control will be based on a Los Angeles County Surveyors published benchmark.Consultant will develop 1-foot contours for the entire area being compiled. 4. Task 4: Field Investigation. Consultant shall: a. Perform a field review of the project limits to verify existing site conditions and additional field measurements may be collected to confirm aerial topography. b. Identify locations within the project limits that have damaged segments of sidewalk, curb and gutters, curb returns, ADA ramps, drive approaches, signal equipment and fiber optic cable (connectivity) that may affect overall project costs as it relates to the PSR and Fact sheet preparation. c. Identify various situations within the project limits that require drainage correction improvements to mitigate standing water in low areas at the curb and gutter of the street that may affect overall project costs as it relates to the PSR and Fact sheet preparation. 5. Task 5: Project Initiation Document(PID). Consultant shall: a. Prepare the PID document as required by Caltrans Development Procedures Manual Chapter 9 and serve as a discussion document to help the design units analyze the state highway system and identify geometric design issues that should be addressed during the project initiation phase. b. Present the PID document to Caltrans staff to discuss the overall project and properly scope the project, as well as, identify potential non- standard design features. 01203.0006/497642.5 7 c. Respond to all Caltrans questions regarding PID and obtain Caltrans approval. 6. Task 6: Project Study Report(PSR). Consultant shall: a. Prepare a concept plan based on the preferred alternative for Western Avenue from Palos Verdes Drive North to 25th Street.The concept plan will show the proposed right turn lane recommendations, including but not limited to, the possible additions of left turn lanes, double left turn lanes where practical, median modifications, and geometric alteration at intersections as shown in the City's Intersection Geometric Improvements document,as well as, Consultant's pre-design engineering evaluation of the corridor. The concept will also evaluate and identify parking, fiber optic communications,traffic synchronization,signal timing,right-of-way impacts, as well as, any minor adjustments as needed based on aerial topo and field review. Concept plans will be used in all or in part to support the recommendations in the PSR and/or Fact Sheet. Preparation of the concept plan will include one design team meeting and one plan revision. b. Prepare the PSR as directed by Caltrans through the PID process.The PSR will be used to describe the overall project, purpose and need, alternatives, the preferred concept alternative, construction cost estimates, funding sources, community involvement, environmental determinations, right-of-way needs, et. al. as describe in the Caltrans Project Development Procedures Manual Chapter 10. c. Provide environmental documentation to support the PSR and/or Fact Sheet.It is anticipated that the proposed intersection geometric improvements along Western Avenue as described in the City's RFP would be Categorically Exempt from the California Environmental Quality Act(CEQA)pursuant to Section 15301 of the State CEQA Guidelines (Class 1: Existing Facilities). To satisfy CEQA requirements for the project, Consultant will prepare a Notice of Exemption for the City's use. d. Prepare Fact Sheet as required to identify all non-standard design features within the project limits. It is anticipated based on the City's proposed geometric improvements that the traveled way widths and shoulder widths will all be non-standard features and be addressed in the Fact Sheet. The Fact Sheet will also address the following which will require obtaining additional data: i. Traffic Data—Collect ADT's and Turning Movement Counts ii. Accident Data— Collect accident data through TASAS and SWITRS. 01203.0006/497642.5 8 e. Upon completion of the PSR and Fact Sheet, submit to Caltrans for review and comments and obtain Caltrans approval. Based on previous experience with similar projects, it is anticipated that there will be approximately three (3) review submittals prior to final approval. B. Traffic studies and plan reviews. 1. Project Initiation Consultant will hold a kick-off meeting with key City staff outlining the project schedule, specific needs, and project information as appropriate. She will be responsible for preparing the meeting notes and agenda and will provide them to City staff in a timely manner. Once approved by the City, Consultant will await a notice to proceed from the City. Upon receipt of the notice to proceed„ Consultant will begin preliminary engineering and the project officially begins. 2. Project Objectives Consultant will reach a thorough understanding of the City's concerns and objectives for the project before starting work.Consultant will work closely with City staff and other involved agencies to identify specific goals,objectives,and issues. The initial project scope and needs assessment are critical since the City and other involved agencies' goals could impact the schedule and overall cost. 3. Project Scoping A critical component to ensuring that an effective and attainable project schedule can be developed is a comprehensive scope that clearly identifies the various tasks and associated deliverables. Consultant will develop a detailed scope of work that adheres to the sequence of tasks necessary to provide for project planning and design. Development of a comprehensive scope of work will aid Consultant in minimizing miscommunication between all project team members, including City staff and respective stakeholders. 4. Scheduling Consultant,with the City's Contract Officer's approval,will develop a schedule for each project. To best meet the objectives of a design process schedule, Consultant uses Microsoft Project scheduling software to regularly monitor the project's progress. 5. Project Reporting and Meeting Regular progress reports will be delivered electronically to the City's Contract Officer using a standard memorandum format developed by Consultant's team. Regular progress meetings will be conducted by Consultant to acquire information, keep City staff informed of key design decisions, and obtain City staff concurrence on project issues. 01203.0006/497642.5 9 6. Scope of Work The following is a sample of the scope of work that may be required with each specific project assignment. This is intended only as a guide. A specific scope of work will be provided to the City for each project assignment awarded to Consultant. Traffic Studies/Reports 1. Collect traffic data and observe traffic flow and field conditions. 2. Prepare signs and marking plans of sufficient detail for City crew or contractor to install improvement. 3. Perform traffic data collection such as tube/hose counts, turning movement counts, radar speed surveys, and photo documentation of field conditions. 4. Plan and coordinate traffic operational programs within City;plan and promote traffic safety programs for City. 5. Determine need for and type of traffic controls and maintain traffic records. 6. Plan and supervise collection,analysis and reporting of various traffic engineering studies. 7. Analyze problems, identify alternative solutions and project consequences of proposed actions, and implement recommendations in support of goals related to local traffic operations. 8. Provide studies investigating the need for various traffic control devices (signs, signals, pavement markings, school zone flashers, curve warning flashers, etc.). 9. Provide comprehensive analyses of existing and projected traffic conditions,intersection design,rail line on at-grade crossing impacts,parking lot design, and traffic/transportation data collection services. 10. Conduct or review traffic engineering, traffic analysis and transportation planning studies or project-specific traffic-related issue analysis. 11. Evaluation of intersection capacity/level of service and development of any necessary improvement(s). 12. Conduct traffic analyses as directed, i.e., complete analysis on stop signs or traffic signal warrants, sight distance evaluations; if required, provide written documentation of analyses. 01203.0006/497642.5 10 Traffic Signal Operation 1. Monitor existing signals for ongoing optimum performance — excluding physical traffic signal maintenance and repair normally performed by contractor specializing in those services; recommend changes, improvements, repair and/or replacement, when necessary. 2. Assess traffic signal operations and recommend traffic signal timing and/or physical changes to improve operations and traffic flow. 3. Prepare, implement,and adjust as needed special event and seasonal traffic signal timing plans. 4. Monitor signal operation from Traffic Management Center or field location(s) for special/seasonal events. 5. Review, prepare, implement and adjust traffic signal timing and coordination plans as requested. 6. Provide monitoring and maintenance of City's traffic control system. 7. Perform duties and responsibilities related to traffic operations, as requested. Traffic Design 1. Recommend scope of traffic engineering projects;review consulting engineer and private contractor plans; make recommendations for traffic engineering decisions. 2. Design and/or prepare studies for: a. Pedestrian crosswalk enhancements (for example; striping, in- roadway pedestrian warning lights, pedestrian activated overhead flashing beacons) b. Bicycle lane planning and design c. Signing and striping design d. Federal, state, and/or locally funded projects e. Traffic signal design for both new and upgraded facilities f. Local street improvements (intersection modifications, bulb-outs, traffic circles, speed tables, related civil improvements, etc.) g. On-street parking 01203.0006/497642.5 1 1 h. Neighborhood traffic calming 3. Assist construction inspectors with interpretation of plans, specifications and other contract documents. 4. Perform field reviews of proposed construction site, obtain measurements, and create preliminary plans. 5. Prepare/review plans, including construction traffic control signing, striping, and traffic signal design. Plan Check/Development Review 1. Review development proposals and conduct studies as appropriate to ensure consistency with City,County and State codes,standards,regulations, ordinances, policies and statutes. 2. Assist City staff with preparing conditions of approval for proposed developments. 3. Evaluate and provide recommendations regarding proposed mitigation measures for development projects. 4. Review,check,and make recommendations for land use applications. 5. Review plans for construction of traffic control improvements by private developers and as required to oversee construction of improvements and make recommendations regarding acceptance of improvement. Support Functions 1. Provide information to City staff on traffic engineering policies and procedures related to public works. 2. Prepare staff reports,presentations,memoranda, and other materials • and information for public meetings. 3. Respond to citizens'requests,questions,suggestions,complaints and concerns, as requested. 4. Assist and implement as-needed emergency work as directed by City staff. 5. Attend meetings and make presentations with staff to City Council, Advisory Committees,residents,business owners,and agency representatives as requested. 6. Attend and conduct meetings for the Traffic Safety Committee as requested. 01203.0006/497642.5 12 7. Coordinate with property owners and residents as directed by City staff. 8. Provide traffic engineering support as needed to City Engineer. 9. Prepare CAD exhibits, public outreach material, complex Excel spreadsheets, Word documents, and PowerPoint presentations, as directed, for a variety of engineering and public works topics. 10. Maintain municipal traffic engineering records and maps at City Hall. 11. Provide other traffic engineering support services, as needed. 12. Process public records requests in coordination with City staff City-Provided Information, Documentation, and/or Staff Assistance Based on Consultant's project understanding, Consultant anticipates that some project assignments will require information to be provided by the City. The following list is just an example of information that may be necessary to complete the project assignment. 1. Traffic and/or pedestrian counts 2. Reported collision history 3. As-built plans for roadways,traffic signals,signing and striping,etc. 4. Traffic signal timing plans 5. Sample format for City staff reports and traffic ordinances and resolutions C. Federal,State and Labor Compliance,and Miscellaneous Engineering Services. 1. Miscellaneous Engineering Services. a. As requested by the City's Contract Officer, Consultant shall provide miscellaneous engineering services regarding federal and state funded projects and programs, preparation of annual DBE documentation, interpretation of correspondence from Metropolitan Transportation Authority(Metro)and Caltrans as to its effect on the City or its projects,and miscellaneous research for answers to City questions. b. For tasks requiring extensive effort, such as the preparation of a Call for Projects application,a detailed scope of work and fee can be provided upon request. 01203.0006/497642.5 13 c. Assist the City to prepare and submit to Metro electronically through ProgramMetro,the annual Obligation Plan for projects with federal funds expected to be obligated between October 1 and September 30. d. For new federally funded projects, assist the City to prepare the Federal Transportation Improvement Program(FTIP)New Project Form for new projects and amend existing projects on the FTIP by submitting to Metro electronically through ProgramMetro. 2. Federal-Funded Documentation and Labor Compliance for CIP Projects. a. The following CIP projects listed have critical deadlines that require submittals to Caltrans, otherwise federal funding may be jeopardized. Consultant shall perform services as indicated below. • PVDS Bike Compatible Safety and Linkage CML-5413(012). The City received ROW Certification on 10/20/17 and an E-76 for Construction on 03/23/18. Remaining work includes Award submittal, Labor Compliance, Invoicing, and Project Closeout. If the City decides not to proceed with construction and cancels the project, Caltrans will still require a Final Invoice and Project Closeout,which may include the return of all Federal funds received by the City for Preliminary Engineering. • Pedestrian Safe Bus Stop Linkage on Hawthorne Boulevard CML-5413(013) Remaining work includes Final Invoice and Project Closeout. • Traffic Signal Synchronization on Hawthorne Boulevard HSIPL-5413(014) Remaining work includes Final Invoice and Project Closeout. • PVDE Improvements(Bronco Drive/Headland Drive)HSIP-5413(015)The City received ROW (right of way) Certification on 07/18/17. Remaining work includes obtaining NEPA Re-validation and E-76 for Construction, Award submittal, Labor Compliance, Invoicing, and Project Closeout. • Miraleste Arterial Street Rehabilitation STPL-5413(016). The City received an E-76 for Preliminary Engineering on 06/06/14 but has decided to use local funds for the construction of the project.Remaining work includes Final Invoice and Project Closeout. b. Request for Authorization to Proceed with Construction(E-76 for CON) i. Upon receiving right of way certification and final plans, specifications and estimate (PS&E) from design consultant,prepare Local Assistance Procedures Manual (LAPM) Exhibit 3-D Request for Authorization, LAPM Exhibit 3-E Data Sheets,LAPM Exhibit 12-A Preliminary Estimate of Cost,LAPM Exhibit 15-N Finance Letter based on the engineer's final opinion of probable construction cost, LAPM Exhibit 12-C PS&E Certification for the Resident Engineer's signature and LAPM Exhibit 12-D PS&E Checklist stating that the 01203.0006/497642.5 14 PS&E have been prepared in accordance with the Local Assistance Procedures Manual, LAPM Exhibit 15-A Local Agency Construction Contract Administration Checklist, and LAPM Exhibit 4-A Local Programs Agreement Checklist(if not already done under RFA for PE). ii. Verify that the City submitted the Field Review package and attach copy or prepare LAPM Exhibit 7-B Field Review, LAPM Exhibit 7-G Field Review Attendance Roster,and LAPM Exhibit 7-C Roadway Data using typical sections provided by the City. iii. Calculate the DBE project goals for construction engineering and construction by preparing LAPM Exhibit 9-D DBE Contract Goal Methodology based on information provided by the City. iv. If proprietary item/s are used on the project, obtain LAPM Exhibit 12-F Public Interest Finding (PIF) and Certification from City and email to Proprietary.PEF@dot.ca.qov v. Since the project is proceeding to the next major federal approval, assist the City to obtain National Environmental Policy Act (NEPA) re-validation by sending a confirmation email to Caltrans certifying that the project has not changed scope or limits or preparing and submitting LAPM Exhibit 6-G NEPA/CEQA Re-validation Form. vi. Submit documents to the Caltrans District Local Assistance Engineer (DLAE)with the final plans and specifications and copies of the approved NEPA document and ROW Certification to obtain an E-76 for construction and to request the preparation of the Program Supplement Agreement to encumber the federal funds for the project. c. Project Specifications—Federal Requirements i. Provide the City with a copy of the Federal requirements to be inserted into the project specifications by the City's design consultant. ii. Review and, if necessary, update the City's Notice Inviting Bids to ensure that Federal labor compliance language is included. iii. Check Office of Local Programs' Federal Wage Rate website for any updates 10 days prior to bid opening. d. Award Submittal i. Assist the City in preparing a resolution to execute the Program Supplement Agreement and transmitting the City-executed agreement and certified resolution to Caltrans (Sacramento) for their execution. 01203.0006/497642.5 15 ii. Ensure City submits a copy of the Notice of Award or Notice to Proceed to the Caltrans DLAE and a copy of the Notice of Pre-construction Meeting to Caltrans. iii. Prepare LAPM Exhibit 15-C Local Agency Project Advertising Checklist and LAPM Exhibit 15-I Local Agency Bid Opening Checklist and place in project file. iv. Prepare LAPM Exhibit 15-L Local Agency Contract Award Checklist, LAPM Exhibit 15-M Detail Estimate and Summary and LAPM Exhibit 15-N Finance Letter based on the low bid, and LAPM Exhibit 15-B Resident Engineer's Construction Contract Administration Checklist. 5. Submit documents to the Caltrans DLAE within 60 days of award along with the following items provided by the City: the engineer's final opinion of probable construction cost, contractor's bid, bid analysis, as- advertised plans and specifications, executed construction contract, LAPM Exhibit 15-G Local Agency Bidder DBE Commitment (Construction Contracts), LAPM Exhibit 15-H Good Faith Effort, and LAPM Exhibit 9-E Evaluation of Good Faith Effort Memo. e. Labor Compliance i. Review and update federal labor compliance components of project specifications to ensure adherence to current labor regulations and requirements. ii. If applicable, attend pre-bid conference to present general requirements of bid preparation for the project. iii. Verify applicable wage determination ten (10) days prior to bid opening; document verification as required. If wage determination has changed from what appears in project specifications,provide addendum and proof of receipt by plan holders. iv. Verify eligibility of selected contractor and its subcontractors to receive contract awards by confirming current, active license status with Contractors State License Board; current registration with California Department of Industrial Relations; current, valid contractor's bond and workers' compensation coverage; and non-appearance on Federal List of Parties Excluded and State Division of Labor Standards Enforcement debarment lists. v. Attend preconstruction conference to present federal labor compliance requirements to contractor and subcontractors;prepare minutes and attendance record thereof. 01203.0006/497642.5 16 vi. [OPTIONAL: Verify and document job-site posting of wage rate information and labor compliance posters.] vii. [OPTIONAL: Conduct site visits to monitor workforce utilization; perform labor compliance interviewing of employees on site, using appropriate forms, in the proper frequency and of the proper work classifications required by governmental authorities.] viii. Receive and review labor compliance documentation from public works observers or inspectors and compare with contractor-submitted documents. Monitor contractor-submitted payroll documentation on a continuous basis, including weekly certified payroll reports, fringe benefit statements, apprenticeship documentation, and payroll deduction authorizations. ix. Follow up with contractor by telephone, email, and/or certified mail regarding required document submittals and payroll discrepancies and deficiencies. Provide detailed description of alleged deficiencies; outline corrective action to be taken; and enforce regulatory deadlines for compliance. x. Receive, pursue, and document labor complaints; prepare violation reports to oversight agencies as required; recommend special action to be taken if contractor continuously fails to comply with requests and requirements. xi. Coordinate with City staff the withholding of progress and/or retention payments if contractor fails to abide by labor compliance requirements. xii. Maintain content and format of federal labor compliance file in conformance with applicable government requirements. xiii. Coordinate project file reviews by authorized county, state, and federal agencies. xiv. Submit complete federal labor compliance file to City for retention. (Note: federal labor compliance files are to be retained for a period of not less than three (3) years.) f. Progress Invoicing& Final Report of Expenditures i. Verify that the City has submitted to Caltrans DLAE copies of LAPM Exhibit 10-01 Local Agency Proposer DBE Commitment (Consultant Contracts), Exhibit 10-02 Local Agency Proposer DBE Information (Consultant Contracts), and Exhibit 10-C Consultant Contract Reviewers Checklist within 30 days of consultant contract execution if federal funds will be used for preliminary engineering or construction engineering. 01203.0006/497642.5 - 17 ii. Monitor the Caltrans Local Assistance website for City projects with inactive obligations and notify City staff iii. Prepare LAPM Exhibit 5-A Progress Invoice, LAPM Exhibit 5-J Local Agency Invoice Review Checklist, and LAPM Exhibit 5-K Billing Summary Support Phases at least once every 6 months based on the following items provided by the City: consultant invoices, contractor's contract progress reports, and copies of cancelled checks and submit to Caltrans DLAE. iv. If needed, prepare and submit to the Caltrans DLAE for approval a request for post-award adjustments to the Finance Letter prior to submitting the Final Invoice, including revised LAPM Exhibit 15-M Detail Estimate, LAPM Exhibit 15—N Finance Letter, LAPM Exhibit 17-E Change Order Summary,and Exhibit 3-E Request for Authorization to Proceed Data Sheet based on the final construction and consultant costs. v. Prepare LAPM Exhibit 17-A Federal Report of Expenditures Letter and the Report of Expenditures Checklist based on the Statement of Working Days provided by the City, LAPM Exhibit 17-C Local Agency Final Inspection Form to initiate Caltrans' job site review and verification of completion of the project, LAPM Exhibit 17-G Materials Certificate for Resident Engineer's signature to show that the results of the tests on acceptance samples indicate that the materials incorporated in the construction work and construction operations controlled by sampling and testing were in conformity with the approved plans and specifications,LAPM Exhibit 17-D Federal-Aid Final Invoice, LAPM Exhibit 5-J Local Agency Invoice Review Checklist, LAPM Exhibit 5-K Billing Summary Support Phases, LAPM Exhibit 15-M Final Detail Estimate and Summary, and LAPM Exhibit 17-E Change Order Summary based on the following items provided by the City: consultant final invoices, contractor's final contract progress report, release of retention or letter from Escrow, and copies of cancelled checks. vi. Submit to Caltrans DLAE Item Nos. 5 through 8 and attach the following items provided by the City: LAPM Exhibit 17-F Final Report - Utilization of DBE, First Tier Subcontractors, LAPM Exhibit 17-0 DBE Certification Status Change to initiate timely project closure and payment. D. Inspection services for the Silver Spur Road Transit Improvement Project. Scope of Services to be developed by City's Contract Officer and Consultant, and subject to approval by the City Attorney, in accordance with the Work Request Procedures outlined in Section III of this Exhibit. E. Design services for the Traffic/Transportation Improvements Project. Scope of Services to be developed by City's Contract Officer and Consultant, and subject to 01203.0006/497642.5 18 approval by the City Attorney, in accordance with the Work Request Procedures outlined in Section III of this Exhibit. II. The Consultant has been selected to provide the Additional Services,as articulated in this Amendment No. 1. Task Proposals for Tasks A through C, above, have been approved by the City's Contract Officer.Before any work is performed on Tasks D and E,the Consultant must provide a specific written proposal for each Task,in accordance with Section IV,Work Request Procedure, below. III. Work Request Procedure A. Each task to be performed shall be set forth in a written request ("Request") produced by the Contract Officer with a description of the work to be performed,and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement. B. Following receipt of the Request, the Consultant shall prepare a "Task Proposal" that includes the following components: (1) a written description of the requested task("Task Description")including all components and subtasks,and including any clarifications of the descriptions provided in the Request; (2) the costs to perform the task ("Task Budget"); (3) an explanation of how the cost was determined; and (4) a schedule for completion of the task ("Task Completion Schedule"), including a final completion date ("Task Completion Date"). (5) a list of the personnel that Consultant intends to use on each Task, and their titles/job descriptions and hourly rates. C. The Contract Officer shall approve, modify, or reject the Task Proposal in writing, and issue a Notice to Proceed when a written agreement has been reached on the Task Proposal. D. The task shall be performed at a cost not exceeding the Task Budget. E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date and in accordance with the Task Completion Schedule. F. Each approved Task Proposal shall be physically incorporated herein. III. Consultant acknowledges that City has no obligation to request work from Consultant under this Amendment No. 1 for Tasks C through E, above. 01203.0006/497642.5 19 IV. In addition to the requirements of Section 6.2, during performance of the Additional Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports: A. Unless otherwise specified in writing, Consultant shall provide to City a weekly written summary of progress on all approved Tasks for services lasting longer than one week. V. All work product is subject to review and acceptance by the City,and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. VI. Consultant will utilize the following personnel to accomplish the Services: A. Vanessa Munoz, PE, TE, PTOE—Director B. Manoochehr Adhami PE, TE—Traffic Engineer II C. William Pagett, PE—Director D. David Knell, PLS—Principal Project Manager E. David Krommenhoek, PLS—Supervising Survey/Mapping F. Susy Barrientos—Senior Survey Analysts G. John Hidalgo, RLA—Principal Project Manager H. Bryan Nguyen, RLA - Senior Landscape Architect I. Robert Sun - Principal Planner J. Tyrone Peter, PE - Deputy Director K. Roxanne Hughes, PE—Principal Project Manager L. Rafael Casillas PE—Project Manager IV M. Gary Gordon, PE—Project Manager III N. Chris Stone—Project Manager II O. Rafael Suarez—Project Manager I P. Chris Kelly, PE, QSP/D—Project Manager I Q. Sheila McCracken— Senior Designer I R. Randy Shadowen— Senior Designer I S. Rex Miller—GIS Analyst II T. Bernardo Reyes—Designer II U. Tamara Boeltl—Drafter II V. Alonso Rivera—Assistant Engineer II W. Alexis Escobar—Assistant Engineer I X. Patricia Hernandez—Assistant Engineer I Y. Edward Cox—Utility Coordinator Z. Jeffrey Lau, PE, TE—Deputy Director AA. Farhad Iranitalab, PE, TE—Traffic Engineer II BB. Joanne Itagaki - Project Manager II CC. Robert Burch— Senior Design Manager DD. Reggie Greene—Design Manager EE. Kevin Custado—Assistant Engineer III FF. Nicolle Spann—Assistant Engineer III GG. Maryanne Truong—Assistant Engineer I 01203.0006/497642.5 20 HH. Nigel Antony—Assistant Engineer I II. Chris Baca, RCI, CESSWI - Director JJ. Mike Bustos - Deputy Director KK. Mohsen Rahimian, PE, GE— Supervising Engineer LL. Joe Ritchey—Material Testing Operations Manager MM. Jason Brown, RCI - Senior Public Works Observer IV NN. Glenn Stanley - Senior Public Works Observer III 00. Masoud Eskandari - Senior Public Works Observer II PP. Diane Rukavina, PE—City Engineer I QQ. Jane Freij —Labor Compliance Manager 01203.0006/497642.5 21 EXHIBIT "C-2" Amendment No. 1 SCHEDULE OF COMPENSATION FOR ADDITIONAL SERVICES Consultant shall perform the following Services at the following rates:. DESCRIPTION SUB-BUDGET A. Western Avenue Traffic Congestion Improvements Project $149,996 (see below for specific Task Budget) B. Traffic studies and plan review(on a per-project basis, as $100,000 requested by the City's Contract Officer) C. Federal, state, and labor compliance; miscellaneous $70,000 engineering services (hourly services on existing projects) D. Silver Spur Road Transit Improvement Project inspection $45,000 services (Task Budget to be provided with Task Proposal) E. Design of Traffic/Transportation Improvements Project (Task $100,000 Budget to be provided with Task Proposal) TOTAL FOR ADDITIONAL SERVICES $465,000 01203.0006/497642.5 22 01203.0006/497642.5 23 Western Avenue Traffic Congestion Improvements Project Schedule of Compensation CITY OF RANCHO PALOS VERDES WESTERN AVENUE TRAFFIC CONGESTION IMPROVEMENTS FEE SCHEDULE Summary Task WILLDAN Estim ated Hours Outside Expense s Subconsul tant * Estimated Cost Abbo tt Princi pal Engi neer Mun oz Dire ctor Lau Dep uty Dire ctor Pete r Dep uty Dire ctor Sun Princ ipal Plan ner Burc h Seni or Desi gn Mana ger Custa do Span n Assis tant Engin eer III Esco bar Anto ny Assis tant Engin eer I Knell Princ ipal Proje ct Mana ger Barrin etos Sr. Surve y Analy sts McCra cken Shado wen Senior Desig ner I Cox Utility Coordi nator Administ rative Assistant II $22 7 $20 9 $20 6 $20 6 $16 6 $16 3 $133 $106 $19 6 $152 $147 $147 $88 PROJECT SUMMARY REPORT (PSR) Task 1 - Project Management 7.0 10. 10. 15.0 42.0 $500.0 0 $8,528.0 0 Task 2 - Research and Development 15.0 15.0 15.0 10.0 55.0 $450.0 0 $7,710.0 0 Task 3 - Aerial Topography 12.0 20.0 32.0 $31,329. 00 $36,721. 00 Task 4 - Field Investigation 40.0 40.0 $450.0 0 $5,770.0 0 Task 5 - Project Initiation Document (RD) 6.0 5.0 40.0 10.0 61.0 $450.0 0 $10,422. 00 Task 6 - Project Study Report (PSR) Concept Pans 3.0 10.0 40.0 40.0 93.0 $100.0 0 $13,548. 00 Report 6.0 3.0 10.0 75.0 8.0 102. 0 $400.0 0 $17,369. 00 Environmental Document 10.0 3.0 13.0 $1,924.0 0 Mandatory/Advisory Fact Sheet 4.0 4.0 15.0 45.0 20.0 30.0 8.0 123. 0 $50.00 $17,000. 00 $35,751. 00 Reviews and Resubmittals 3.0 5.0 55.0 15.0 78.0 $50.00 $12,253. 00 TOTAL 16.0 7.0 23.0 45.0 10.0 240. 0 115. 0 70.0 12.0 20.0 55.0 10.0 19.0 642. 0 $2,450. 00 $48,329. 00 $149,99 6.00 II. Within the budgeted amounts for each task in the Task Budget,and with the approval of the Contract Officer,funds may be shifted from one Task subbudget to another so long as the Task Budget is not exceeded. III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice shall specify for which project Consultant is requesting compensation. Each invoice is to include: A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate. B. Line items for all materials and equipment properly charged to the Services. C. Line items for all other approved reimbursable expenses claimed, with supporting documentation. D. Line items for all approved subconsultant labor, supplies,equipment,materials,and travel properly charged to the Services. IV. The total compensation for the Services under this Agreement shall not exceed the amount provided in Section 2.1 of this Agreement. 01203.0006/497642.5 24 EXHIBIT "D-1" Amendment No. 1 SCHEDULE OF PERFORMANCE FOR ADDITIONAL SERVICES Consultant shall perform all Services timely in accordance with the schedule to be developed by Consultant and subject to the written approval of the Contract Officer and the City Attorney's office. A. Western Avenue Traffic Congestion Improvements.Once the PID is defined and an exact PSR is determined by Caltrans,the PSR,Fact Sheet and data collection shall be completed within 12 weeks for Caltrans submittal.Based on previous experience, Consultant anticipates that the entire review and approval process will take approximately 24 months based on Caltrans timelines. B. Traffic studies and plan reviews. The timelines for each traffic study shall be determined by Consultant and the City's Contract Officer. C. Federal,State,and Labor Compliance;miscellaneous engineering services.Each project's timeline will be determined by the Consultant and the City's Contract Officer, and will depend on the size and complexity of each project. Consultant is responsible for ensuring that the City complies with submittal and reporting deadlines. D. Inspection services for Silver Spur Road Transit Improvements Project The project time line follows the City's issuance of a Notice to Proceed to the construction contractor. A detailed schedule of performance will be articulated within an approved Task Proposal. E. Design services for the Traffic/Transportation Improvements Project.A detailed schedule of performance will be articulated within an approved Task Proposal. II. Consultant shall deliver the following tangible work products to the City by the following dates. A. Western Avenue Traffic Congestion Improvements.The work products will be finalized timely as applicable comments and approvals are provided by Caltrans. 1. Aerial topographic survey 2. Project Initiation Document 3. Western Avenue concept plan 4. Project Study Report 5. Environmental documents 01203.0006/497642.5 25 6. Fact Sheet B. Traffic studies and plan reviews 1. Draft traffic studies, per the schedule agreed upon with the City's Contract Officer. 2. Final traffic studies, per the schedule agreed upon with the City's Contract Officer 3. Plan review:timely notes and comments to submitted plans.Consultant must ensure that its plan reviews comply with the Permit Streamlining Act. C. Federal, State, and Labor Compliance; Miscellaneous Engineering Services. • PVDS Bike Compatible Safety and Linkage CML-5413(012). Remaining work includes Project Closeout. End date 12/31/2019. • Pedestrian Safe Bus Stop Linkage on Hawthorne Boulevard CML-5413(013) Remaining work includes Final Invoice and Project Closeout. End date 9/30/2020. • Traffic Signal Synchronization on Hawthorne Boulevard HSIPL-5413(014) Remaining work includes Final Invoice and Project Closeout.End date 12/31/2018. • PVDE Improvements (Bronco Drive/Headland Drive) HSIP-5413(015). Remaining work includes Final Invoice and Project Closeout.End date 12/31/2019. • Miraleste Arterial Street Rehabilitation STPL-5413(016). End date 12/20/2018. D. Inspection services for Silver Spur Road Transit Improvement Project Deliverables will be articulated in conjunction with the approved Task Proposal. E. Design services for Traffic/Transportation Improvements Project Deliverables will be articulated in conjunction with the approved Task Proposal. III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. 01203.0006/497642.5 26 CONTRACT SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and WILLDAN GROUP - 1 - 01203.0006/403391.2 AGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND WILLDAN GROUP THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and entered into this 5th day of September, 2017 by and between the City of Rancho Palos Verdes, a California municipal corporation ("City") and Willdan Group, a California corporation ("Consultant"). City and Consultant may be referred to, individually or collectively, as "Party" or "Parties." RECITALS A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement. B. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services. C. Pursuant to the City of Rancho Palos Verdes' Municipal Code, City has authority to enter into and execute this Agreement. D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: ARTICLE 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference, which may be referred to herein as the "services" or "work"hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase "highest professional standards" shall mean those - 2- 01203.0006/403391.2 standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Consultant's Proposal. The Scope of Service shall include the Consultant's scope of work or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered. 1.4 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer. 1.6 Care of Work. The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. - 3 - 01203.0006/403391.2 1.7 Further Responsibilities of Parties. Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.8 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed. 1.9 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the "Special Requirements" attached hereto as Exhibit "B" and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit "B" and any other provisions of this Agreement, the provisions of Exhibit"B"shall govern. ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT. 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the "Schedule of Compensation" attached hereto as Exhibit "C" and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed THREE HUNDRED THOUSAND Dollars ($300,000) (the "Contract Sum") over 3 years and shall not exceed ONE HUNDRED THOUSAND Dollars ($100,000) in one year, unless additional compensation is approved pursuant to Section 1.8. 2.2 Method of Compensation. The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services, less - 4 - 01203.0006/403391.2 contract retention; (iii) payment for time and materials based upon the Consultant's rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not exceeded; or(iv)such other methods as may be specified in the Schedule of Compensation. 2.3 Reimbursable Expenses. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings. 2.4 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City's Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant's correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.5 Waiver. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. ARTICLE 3. PERFORMANCE SCHEDULE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. -5 - 01203.0006/403391.2 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the "Schedule of Performance" attached hereto as Exhibit "D" and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty(180) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer's determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) year from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit «D„ ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. The following principals of Consultant ("Principals") are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: Vanessa Munoz, PE Director of Engineering (Name) (Title) It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the - 6- 01203.0006/403391.2 services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant's staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance. 4.2 Status of Consultant. Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant's officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant's officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City's employees. Consultant expressly waives any claim Consultant may have to any such rights. 4.3 Contract Officer. The Contract Officer shall be the Director of Public Works or such person as may be designated by the City Manager. It shall be the Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.4 Independent Consultant. Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant's employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. - 7 - 01203.0006/403391.2 4.5 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City. ARTICLE 5. INSURANCE AND INDEMNIFICATION 5.1 Insurance Coverages. The Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, during the entire term of this Agreement including any extension thereof, the following policies of insurance which shall cover all elected and appointed officers, employees and agents of City: (a) Commercial General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than$1,000,000.00 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit. (b) Worker's Compensation Insurance. A policy of worker's compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for the Consultant against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by the Consultant in the course of carrying out the work or services contemplated in this Agreement. (c) Automotive Insurance (Form CA 0001 (Ed 1/87) including"any auto" and endorsement CA 0025 or equivalent). A policy of comprehensive automobile liability insurance written on a per occurrence for bodily injury and property damage in an amount not less than $1,000,000. Said policy shall include coverage for owned, non-owned, leased, hired cars and any automobile. (d) Professional Liability. Professional liability insurance appropriate to the Consultant's profession. This coverage may be written on a "claims made" basis, and must include coverage for contractual liability. The professional liability insurance required by this Agreement must be endorsed to be applicable to claims based upon, arising out of or related to services performed under this Agreement. The insurance must be maintained for at least 5 consecutive years following the completion of Consultant's services or the termination of this - 8 - 01203.0006/403391.2 Agreement. During this additional 5-year period, Consultant shall annually and upon request of the City submit written evidence of this continuous coverage. (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit"B". 5.2 General Insurance Requirements. All of the above policies of insurance shall be primary insurance and shall name the City, its elected and appointed officers, employees and agents as additional insureds and any insurance maintained by City or its officers, employees or agents may apply in excess of, and not contribute with Consultant's insurance. The insurer is deemed hereof to waive all rights of subrogation and contribution it may have against the City, its officers, employees and agents and their respective insurers. Moreover, the insurance policy must specify that where the primary insured does not satisfy the self-insured retention, any additional insured may satisfy the self-insured retention. All of said policies of insurance shall provide that said insurance may not be amended or cancelled by the insurer or any party hereto without providing thirty(30) days prior written notice by certified mail return receipt requested to the City. In the event any of said policies of insurance are cancelled, the Consultant shall, prior to the cancellation date, submit new evidence of insurance in conformance with Section 5.1 to the Contract Officer. No work or services under this Agreement shall commence until the Consultant has provided the City with Certificates of Insurance, additional insured endorsement forms or appropriate insurance binders evidencing the above insurance coverages and said Certificates of Insurance or binders are approved by the City. City reserves the right to inspect complete, certified copies of and endorsements to all required insurance policies at any time. Any failure to comply with the reporting or other provisions of the policies including breaches or warranties shall not affect coverage provided to City. All certificates shall name the City as additional insured (providing the appropriate endorsement) and shall conform to the following"cancellation" notice: CANCELLATION: SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATED THEREOF, THE ISSUING COMPANY SHALL MAIL THIRTY (30)-DAY ADVANCE WRITTEN NOTICE TO CERTIFICATE HOLDER NAMED HEREIN. [to be initialed] t. Consultant Initials City, its respective elected and appointed officers, directors, officials, employees, agents and volunteers are to be covered as additional insureds as respects: liability arising out of - 9 - 01203.0006/403391.2 activities Consultant performs; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or any automobiles owned, leased, hired or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded to City, and their respective elected and appointed officers, officials, employees or volunteers. Consultant's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims. The Consultant agrees that the requirement to provide insurance shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages to any persons or property resulting from the Consultant's activities or the activities of any person or persons for which the Consultant is otherwise responsible nor shall it limit the Consultant's indemnification liabilities as provided in Section 5.3. In the event the Consultant subcontracts any portion of the work in compliance with Section 4.5 of this Agreement, the contract between the Consultant and such subcontractor shall require the subcontractor to maintain the same policies of insurance that the Consultant is required to maintain pursuant to Section 5.1, and such certificates and endorsements shall be provided to City. 5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents ("Indemnified Parties") against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable ("indemnitors"), or arising from Consultant's or indemnitors' reckless or willful misconduct, or arising from Consultant's or indemnitors' negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: (a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys' fees incurred in connection therewith; (b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; - 10 - 01203.0006/403391.2 (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City's sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City's negligence, except that design professionals' indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement. 5.4 Sufficiency of Insurer. Insurance required by this Agreement shall be satisfactory only if issued by companies qualified to do business in California, rated "A" or better in the most recent edition of Best Rating Guide, The Key Rating Guide or in the Federal Register, and only if they are of a financial category Class VII or better, unless such requirements are waived by the Risk Manager of the City ("Risk Manager") due to unique circumstances. If this Agreement continues for more than 3 years duration, or in the event the risk manager determines that the work or services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the Risk Manager. ARTICLE 6. RECORDS,REPORTS,AND RELEASE OF INFORMATION 6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the "books and records"), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant's business, custody of the books and records may be given to City, and access shall be provided by - 11 - 01203.0006/403391.2 Consultant's successor in interest. Notwithstanding the above, the Consultant shall fully cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act. 6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the "documents and materials") prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder.Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and Consultant's guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as "works made for hire" as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed "works made for hire"for the City. 6.4 Confidentiality and Release of Information. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City Attorney, voluntarily provide documents, declarations, letters of support, testimony at - 12- 01203.0006/403391.2 depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorneys fees, caused by or incurred as a result of Consultant's conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant's default shall not be deemed to result in a waiver of the City's legal rights or any rights arising out of any provision of this Agreement. - 13 - 01203.0006/403391.2 7.3 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant's acts or omissions in performing or failing to perform Consultant's obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et. seq. and 910 et. seq., in order to pursue a legal action under this Agreement. 7.7 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days' written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant - 14 - 01203.0006/403391.2 reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days' written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2. 7.8 Termination for Default of Consultant. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 7.9 Attorneys' Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney's fees. Attorney's fees shall include attorney's fees on any appeal, and in addition a party entitled to attorney's fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant's performance of services under this - 15 - 01203.0006/403391.2 Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class. 8.4 Unauthorized Aliens. Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys'fees, incurred by City. ARTICLE 9. MISCELLANEOUS PROVISIONS 9.1 Notices. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Rancho Palos Verdes, 30940 Hawthorne Blvd., California 90275 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. - 16 - 01203.0006/403391.2 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 9.4 Integration;Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty& Representation of Non-Collusion. No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of "financial interest" shall be consistent with State law and shall not include interests found to be "remote" or "noninterests" pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other - 17 - 01203.0006/403391.2 conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant's Authorized Initials , 9.7 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] - 18 - 01203.0006/403391.2 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a munic. al corporation t//,/ rian Campbe l'ayor ATT�� ty Clerk APPROVE I AS TO FORM: ALESHIRE &WYNDER, LLP David J. • e ire, City Attorney CONSULTANT: WILLDAN GROUP, a California corporation By:C ci9 Name: " w; _ Title: S� V ice 'Pres By: Name: ti6 Title: Address: 13191 Crossroads Parkway North, Suite 405 Industry, CA 921746-3443 Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CONSULTANT'S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY. - 19 - 01203.0006/403391.2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document. STATE OF CALIFORNIA 91r COUNTY OF ' Q n 0I4 1 , 2017 before mekuJ6wt„ personally appeared4} ci q proved to me on the bas ,(�of satisfactory evidence to be the person(s)whose names(s)Ware subscribed to he SNNthin instrument and acknowledged to me that flJ(sltS/they executed the same in As,/htg/their authorized capacity(ies), and that by It/h /their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. 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. Signature: OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT ❑ INDIVIDUAL 2C ft CORPORA E OFFICERS �� • I ,' p A 'w41 A ..SAV. 4 ` � ,Nki h1 'i: OR TYPE OF DOCUMENT ' TITLE(S) ❑ PARTNER(S) ❑ LIMITED ❑ GENERAL NUMB R OF PAGES ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) r El GUARDIAN/CONSERVATOR 7I t ❑ OTHER ATE OF DOCUMENT SIGNER IS REPRESENTING: (NAME O, PE SON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE - --r\cro...e- 01203.0006/403391.2 N .6 '4011,[f. Commission•2146423 Notify Public-Csinomit j_\:_ / cou j_ _111,n EK�ir,Atr?,_20_24 EXHIBIT "A" SCOPE OF SERVICES I. Consultant will provide on-call engineering,financial services,homeland solutions, resource solutions,energy solutions, city engineering and contract staff support, program management/construction management,civil plan review,transportation engineering,water resources,disaster recovery services, surveying and mapping, GIS, structural engineering,planning,landscape architects,building and safety, code enforcement, and traffic engineering services associated with upcoming Capital Improvement Programs projects (the"Services") as follows: Engineering • City Engineering • Civil Design • Contract Staff Augmentation • Public Works Observation • NPDES/TMDL Compliance and Administration • Program/Construction Management • Assessment Engineering • Land Development Plan Review • Grant Funding Acquisition/Administration • Project Management • Disaster Recovery • Survey/Mapping/GIS/ROW Engineering • Landscape Architecture • Structural Design • Planning/Environmental Impact Report Study • Traffic and Transportation Design • Building Safety • Water/Wastewater Design • Forensic Geotechnical Investigation • Materials Testing • Geotechnical/Foundation Testing/Inspection • Seismic Hazard Financial Services • Assessment District Administration • Fiscal Impact Analysis • Cost Allocation/Study • Utility Rate Analysis • Development Fee Stud • Arbitrage/Rebate Homeland Solutions • Infrastructure Protection • Large Event Security • Needs Assessment Resource Solutions • Environmental Assessment/Audit • Soil/Groundwater Investigation • Munitions Investi:ation Energy Solutions • Demand Side Energy Management • Renewable Resources/ISustainability • Energy Efficiency • Water Conservation City Engineering and Contract Staff Support • Capital Improvements Planning • Funding Application Assistance • User Rate Studies • Special Assessments • Planning Commission Services • Contract Administration • Construction Project Management and • Roadway Design, Inventory,and Inspection Rehabilitation • Im.act Studies • Community Outreach Program Management/Construction Management Program Management Services • Planning Approval Assistance • Design Management • Funding Assistance • Agency Approval Assistance Construction Management Services • Cost Estimating • Constructability Review • Bid Administration • Resident Engineering • Contract Administration • Construction Observation 01203.0006/403391.2 • Claims Review and Investigation • Utility Coordination • Federal Labor Compliance • Material Sampling and Testing • Public Relations Construction Inspection Services • Documentation of Pre-Construction • Meetings Conditions • Reporting and Documentation • Field Inspection • Punch List Preparation • Testing Oversight • Project Closeout • Pre•aration of As-Built Plans Civil Plan Review Development Plan Review • Certificates of Compliance • Grading Plans • Street Lighting and Traffic Signal Plans • Erosion Control Plans • Storm Drain Plans • Street Improvement Plans • Sewer,Water,and Utility Plans • Tentative and Final Subdivision Ma's Transportation Engineering Airport Engineering • Drainage Improvements • Runway Modifications • Geology and Geotechnical • Drainage On-site/Off-site • Pavement Management and Rehabilitation • Signing and Striping • Roadway Design • Roadway and Parking Lot Lighting Design • T-Hangers • Taxiway and Apron Improvements Airport Planning and Entitlements • Utilities • Financial Management • Circulation and Traffic Studies • Grant Procurement • Grant Administration Highway Engineering • Master Plans • Freeway Interchanges • Project Approval Documents • Highway and Bridge Design • HOV Lanes • Pavement Management and • Local Streets and Roads Reconstruction • Noise Barriers • Seismic Retrofitting • Transportation Planning Rail Engineering • Railroad Grade Separations • Transit Engineering • Runway and Taxiway Design Water Resources Water Supply • Master Plans • Planning • Design ■ Inspection • Evaluation and Studies • Water System Improvements • Water and Energy Conservation Wastewater • Master Plans • Planning • Design • Inspection • Evaluation and Rehabilitation of Sewage • Sewer System Management Systems • Stormwater Program Management • Sewage Lift Stations • Master Plans Flood Control and Stormwater/NPDES • Feasibility Studies ■ Hydrology Reports • Storm Water and Drainage Design • Federal Insurance Studies(LOMR,CLOMR) • Financial,Legal,Political,Regulatory,and • Channel Improvements Technical Requirements • Pollution Discharge ■ Hydraulic Models Requirements(NPDES)/Permit Processing • Debris Dam and Side Weir Desi:n • Scour and Sediment Trans..rt Anal sis Disaster Recovery Services ■ Operation of One-Stop Building Permit • Fast Mobilization Response Centers • FEMA Public Assistance ■ Replacement or Repair of Damaged Storm ■ Guaranteed Plan Check and Inspection Drains,Streets,and Bridges Turn-Around Performance 01203.0006/403391.2 • Hazard Mitigation Plans • Ability to Staff Up and Staff Down with the • Street and Storm Drain Clean-Up Workload • Preparation and Implementation of a Near- • Removal of Burned Vehicles Term Erosion and Sediment Control • Establishment and Management of Pro:ram Ci ide Debris Removal Pro:ram Survey and Mapping • ALTA Surveys • Aerial Mapping • Boundary Surveys • Construction Layout • Control Surveys • Design Surveys • Easements and Legal Descriptions • Expert Witness • Geo:ra•hic Information S stems GIS • Water Distribution System Mapping and • Wastewater Collection System Mapping Modeling and Modeling • Stormwater Collection System Mapping • Field Data Collection and Modeling • Pavement Management • Hydrologic and Hydraulic Modeling ■ Land Subdivision • Municipal Planning and Zoning • Transportation Planning and Traffic • Building Permits Analysis ■ Vehicle Routing ■ Public Safety-Police,Fire ■ Disaster Management ■ NPDES IC/ID Reporting • GASB 34 Asset Inventory ■ Assessment District Management ■ Maintenance District Mapping ■ Housing Inventory/Blight Analysis ■ Street Address Assi:nment Structural Engineering Consulting Services ■ Study and Analysis ■ Bridge Advance Planning Studies ■ Bridge Planning/Feasibility Studies ■ Bridge Evaluations ■ Bridge Inventory and Operating Rating Study • Bridge Sufficiency Rating Analysis • HBRR(now HBP)Funding Application Bridge Preliminary Engineering ■ Bridge Type Selection Report • Bridge Preliminary Design • Seismic Retrofit Strategy Report Design and Construction • Local Bridge Replacement/Rehabilitation • Freeway Overcrossing,Undercrossing,and • High-Occupancy Vehicle(HOV)Bridge Ramp Widening ■ Railroad Bridge and Grade Separation • Bridge Seismic Retrofit Community Development • Grant Applications Administration ■ Property Rehabilitation Programs • Housing Studies and Programs ■ Redevelopment ■ Economic Development ■ Labor Standards Compliance Contract Staff Services • Interim City/County Staff Assignments ■ Overload Case Processing • On-Call Support • Expedited Permit Processing ■ Expert/Specialized Staff • Project Management ■ Staff Training ■ Evaluation of Department Staffing and • Start-Up of New Planning Departments Operations ■ CEQA/NEPA Compliance/Document Environmental Planning Preparation • Technical Studies/Resource Assessments ■ Mitigation Monitoring Programs ■ Agency and Process Coordination ■ Third-Party Environmental Review ■ Legal Challenge Assistance Urban Planning and Design • General Plan Elements ■ Specific Plans • Zoning Ordinances/Development Codes ■ Land-Use Plans and Studies ■ Community Plans • Design Manuals and Guidelines ■ Site Planning and Analysis ■ GIS Databases and Mapping • Urban Design Plans ■ Smart Growth Programs 01203.0006/403391.2 Landscape Architects Landscape Design • Master Planning • Parks and Sports Field Design • Recreation Facility Design • Construction Documents and Bidding • Urban Beautification • Recreational Trails Design • Design Manuals and Guidelines • Native Vegetation Mitigation • Photographic View Simulations • Construction Management and Landscape Management Administration • Landscape Maintenance Contract Updates • Plan Check Services • Assessment Districts/Homeowners • Irrigation Systems Auditing Associations Inventories • Street Tree Inventories Urban Forestry • Management Contract Documentation and • Policy and Procedure Developments Administration • Landscape Planning • Site Plannin: • Resource and Cost Anal sis Services Building and Safety Plan Review and Inspection • Commercial • Residential • Industrial • Medical • Schools • Casinos • Correctional Facilities • Solar Installations Contract Staffing • Plan Reviewers • Inspectors • Counter Support • Permit Technicians • Code Enforcement • Building Official Staff Certifications • ADA • Architectural • CASp • Electrical • Energy • Fire • Green Building • Mechanical • Plumbing • Structural Code Enforcement • Review,Study,and Analysis of Existing • Vehicle Abatement and Parking Programs Enforcement • Neighborhood Cleanup and Improvement • Community Education Programs Programs • Provide Project Managers and/or • Development of Educational Materials Supervisors as On-Site Employees • Provide Full-Time, Part-Time, Interim • Development, Implementation,and and/or Weekend Staff as On-Site Staffing of Graffiti Abatement Programs Employees • Assist in Enforcement,including • Development of Ordinances and Writing of Prosecution by City and District Attorneys Grant Pro •sals Traffic Engineering Studies and Analysis • Parking,Circulation,Crosswalk and School- • Traffic Impact Fee Development Area Safety • Suggested Route to School Studies City Traffic Engineering • Engineering and Traffic Surveys • Grant Applications to State and Federal • City Traffic Engineer Staffing Agencies • Operation and Roadway Improvements • Work Area Traffic Control Training Traffic Design and Operations • Geometric Design • Signal Interconnect Design • Computer-Assisted Traffic Signal • Engineering and Traffic Surveys Coordination Timing • Commuter Rail Projects • Traffic Signal,Signing and Striping, Design • Bus Transit Systems • Transportation Modeling • Street Lighting Systems • Traffic Signal Control System Design, • Traffic Impact Analysis Implementation,and Operation • Pedestrian 01203.0006/403391.2 II. The Consultant has been selected to provide the Services,which will be readily available for a fixed rate when needed.However,before any work is performed,the Consultant must provide a specific written proposal for any requested services and get written approval of the terms of the proposal from the City, as such process is more fully described herein.Unless specifically defined,each category or type of work listed in Exhibit C-1 shall be construed broadly to include all services customarily described under such category or type. III. Work Request Procedure A. Each task to be performed shall be set forth in a written request ("Request") produced by the Contract Officer with a description of the work to be performed, and the time desired for completion. All tasks shall be carried out in conformity with all provisions of this Agreement. B. Following receipt of the Request, the Consultant shall prepare a "Task Proposal" that includes the following components: (1) a written description of the requested task ("Task Description") including all components and subtasks, and including any clarifications of the descriptions provided in the Request; (2) the costs to perform the task("Task Budget"); (3) an explanation of how the cost was determined; and (4) a schedule for completion of the task ("Task Completion Schedule"), including a final completion date ("Task Completion Date"). (5) a list of the personnel that Consultant intends to use on each Task, and their titles/job descriptions and hourly rates. C. The Contract Officer shall approve, modify, or reject the Task Proposal in writing, and issue a Notice to Proceed when a written agreement has been reached on the Task Proposal. D. The task shall be performed at a cost not exceeding the Task Budget. E. Consultant shall complete the task and deliver all deliverables to Contract Officer by the Task Completion Date and in accordance with the Task Completion Schedule. F. Each approved Task Proposal shall be physically incorporated herein. 01203.0006/403391.2 III. Consultant acknowledges that City has no obligation to request work from Consultant under this Agreement. City may establish a rotation schedule with multiple consultants,and may seek competing Task Proposals. IV. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports: A. Unless otherwise specified in an approved Task Proposal, Consultant shall provide to City a weekly written summary of progress on all approved Task Proposals for services lasting longer than one week. V. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. VI. Consultant will utilize the following personnel to accomplish the Services: A. Lew Gluesing, Director of Engineering B. Vanessa Munoz, Deputy Director of Engineering C. David Hunt, Senior Vice President D. Ray Wellington, Deputy Director of Engineering E. Roxanne Hughes, Principal Project Manager F. Abner Catig, Senior Design Manager G. Elroy Kiepke, City Engineer H. Chris Kelley, Project Manager I I. Tyrone Peter, Senior Engineer J. Kenneth Krieger, Senior Designer K. Farhad Iranitalab, Traffic Engineer L. Bob Burch, Senior Desing Manager M. Joanne Itagaki, Senior Desing Manager N. Jeffrey Lau, Senior Engineer 0. Reggie Greene,Associate Engineer P. John Hildago, Principal Manager of Landscape Architectural Services Q. Bryan Nguyen, Senior Landscape Architect R. David Knell, Principal Project Manager S. Susy Barrientos, Senior Survey Analyst 01203.0006/403391.2 T. Chris Baca, Director of Construction Management U. Mike Bustos, Deputy Director V. Steve Velasco, Senior Construction Manager W.Jason Brown, Senior Public Works Observer X. Ed Cox,Utility Coordinator Y. Barry Knutson, Senior Public Works Observer Z. Alberto Rosiles, Senior Public Works Observer AA. Danny Ayala, Senior Public Works Observer BB. Lee Marshall, Senior Public Works Observer CC. Ross Khiabani, Geotechnical Engineer DD. Jane Freij, Labor Compliance Manager EE. Diane Rukavina, City Engineer 01203.0006/403391.2 EXHIBIT "B" SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) I. Section 3.4, Term, is hereby amended to read as follows (new text is identified in bold italics, deleted text in stfileeugh): Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one ()three (3) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit "D"). II. Section 5.1(a), Commercial General Liability Insurance, is hereby amended to read as follows (new text is identified in bold italics, deleted text in strip): Commercial General Liability Insurance (Occurrence Form CG0001 or equivalent). A policy of comprehensive general liability insurance written on a per occurrence basis for bodily injury, personal injury and property damage. The policy of insurance shall be in an amount not less than $444007000$2,000,000 per occurrence or if a general aggregate limit is used, then the general aggregate limit shall be twice the occurrence limit. III. Section 5.1(e), Subcontractors, is hereby amended to read as follows (new text is identified in bold italics, deleted text in strike through): Subcontractors. Consultant shall • . . . . . - . . :. ' - or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. 01203.0006/403391.2 EXHIBIT "C" SCHEDULE OF COMPENSATION Consultant shall perform the on-call services at the rates listed in Exhibit C-1. The rates provided in Exhibit C-1 may not be escalated during the term of this Agreement. Estimated quantities listed herein, if any, are for the purpose of estimation only.Actual quantities and compensation will depend on the needs of the City. II. Within the budgeted amounts for each task in the Task Budget, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Task Budget is not exceeded. III. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice shall be accompanied by all Task Proposal's for which Consultant is requesting compensation. Each invoice is to include: A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate. B. Line items for all materials and equipment properly charged to the Services. C. Line items for all other approved reimbursable expenses claimed, with supporting documentation. D. Line items for all approved subconsultant labor, supplies, equipment, materials, and travel properly charged to the Services. IV. The total compensation for the Services under this Agreement shall not exceed $300,000 as provided in Section 2.1 of this Agreement. The total compensation per fiscal year shall not exceed $100,000. The total Task Budget for any work request shall not exceed$25,000. 01203.0006/403391.2 EXHIBIT "C-1" RATES ENGINEERING BUILDING AND SAFETY LANDSCAPE ARCHITECTURE Technical Aide I 562 Assistant Code Enforcement Officer $82 Assistant Landscape Architect $116 Technical Aide II g0 Plans Examiner Aide 88 Associate Landscape Architect 134 Technical Aide III 99 Code Enforcement Officer 94 Senior Landscape Architect 147 Drafter I 100 Asst.Construction Permit Specialist 94 Principal Landscape Architect 166 Drafter II 116 Construction Permit Specialist 99 Principal Project Manager 196 Senior Drafter 129 Senior Code Enforcement Officer 111 MAPPING AND EXPERT SERVICES GIS Analyst I 134 Assistant Building Inspector 111 Survey Analyst I 5116 GIS Analyst II 152 Sr.Construction Permit Specialist' 116 Survey Analyst II 134 GIS Analyst III 166 Supervising Construction Permit 123 Calculator I 116 Designer I 134 Specialist Building Inspector' 123 Calculator II 129 Designer II 139 Supervisor Code Enforcement 134 Calculator III 140 Traffic Engineer I 180 Plans Examiner 134 Senior Survey Analyst 152 Traffic Engineer Il 196 Senior Building Inspector 134 Supervisor-Survey&Mapping 168 Senior Designer I 147 Senior Plans Examiner 147 Principal Project Manager 196 Senior Designer II 154 Supervising Building Inspector 147 PLANNING Assistant Engineer I 106 Inspector of Record 161 Community Development Assistant Engineer II 127 Deputy Building Official 161 Technician $99 Assistant Engineer III 133 Plan Check Engineer 161 Planning Technician 99 Assistant Engineer IV 138 Building Official 166 Assistant Community Development Associate Engineer I 140 Planner 123 Supervising Plan Check Engineer 166 Associate Engineer II 148 Principal Project Manager 196 Assistant Planner 123 Associate Engineer III 155 Deputy Director 206 Associate Community Development 134 Design Manager 157 Director 209 Planner Associate Planner 134 Senior Design Manager 163 CONSTRUCTION MANAGEMENT Senior Community Development Senior Engineer I 158 Labor Compliance Specialist $111 152 Planner Senior Engineer II 161 Labor Compliance Manager 139 Senior Planner 152 Senior Engineer III 164 Utility Coordinator 147 Principal Community Development 166 Senior Engineer IV 177 Assistant Construction Manager 139 Planner Supervising Engineer 182 Construction Manager 163 Principal Planner 166 Project Manager I 144 Senior Construction Manager 168 Planning Manager 184 Project Manager II 164 Project Manager IV 196 Deputy Director 206 Project Manager III 179 Deputy Director 206 Director 209 Project Manager IV 196 Director 209 ADMINISTRATIVE Program Manager 201 INSPECTION SERVICES Administrative Assistant I $73 City Engineer I 196 Public Works Observer I' $86 Administrative Assistant II 88 City Engineer II 206 Public Works Observer II" 95 Administrative Assistant III 103 Principal Project Manager 196 Senior Public Works Observer l' 103 Project Accountant I 83 Deputy Director 206 Senior Public Works Observer II" 114 Project Accountant II 97 Director 209 Senior Public Works Observer III' 124 Project Controller I 103 Principal Engineer 227 Senior Public Works Observer IV' 131 Project Controller II 116 Senior Public Works Observer V' 139 01203.0(106/4(13391.2 EXHIBIT "D" SCHEDULE OF PERFORMANCE I. Consultant shall complete each Task no later than the Task Completion Date set in the Task Proposal and shall not receive additional compensation for work completed after the Task Completion Date. II. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. 01203.0006/403391.2 EXHIBIT "E" CALIFORNIA LABOR LAW The following provisions shall apply to all work performed under this Agreement that constitutes a "public work" as defined in Labor Code Section 1720. In the event of changes in law by governmental authorities having jurisdiction, Consultant shall comply with such changes, or have the option of terminating this Agreement without penalty. (a) Public Work. This Agreement is subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Consultant shall post job site notices, as prescribed by regulation. (b) Prevailing Wages. Consultant shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Consultant acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Consultant shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Consultant shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subconsultant. (d) Payroll Records. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subconsultant to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (e) Apprentices. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Consultant and each of 01203.0006/403391.2 its subconsultants shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Consultant acknowledges that eight (8) hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Consultant or by any subconsultant for each calendar day during which such worker is required or permitted to work more than eight(8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (11/)times the basic rate of pay. (h) Workers' Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Consultant certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." Consultant's Authorized Initials , (i) Consultant's Responsibility for Subconsultants. For every subconsultant who will perform work under this Agreement, Consultant shall be responsible for such subconsultant's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subconsultant for work under this Agreement. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subconsultant's compliance, including without limitation, conducting a review of the certified payroll records of the subconsultant on a periodic basis or upon becoming aware of the failure of the subconsultant to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any such failure by any subconsultant. 01203.0006/403391.2