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Twining Inc (On-call)
CONTRACT SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and TWINING,INC. - 1 - 01203.0006/402304.2 AGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND TWINING,INC. THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and entered into on September 5, 2017 by and between the City of Rancho Palos Verdes, a California municipal corporation ("City") and Twining, Inc., a California corporation ("Consultant"). City and Consultant are sometimes hereinafter individually referred to as "Party" and hereinafter collectively referred to as the"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 -2 - 01203.0006/402304.2 those 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 - 01203.0006/402304.2 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 ONE HUNDRED EIGHTY THOUSAND Dollars ($180,000) (the "Contract Sum") over 3 years and shall not exceed SIXTY THOUSAND Dollars ($60,000) 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 - 01203.0006/402304.2 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 - 01203.0006/402304.2 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 three (3) years 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: Edward M. Twining, Jr. Chairman (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 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 -6 - 01203.0006/402304.2 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 - 01203.0006/402304.2 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 - 01203.0006/402304.2 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] A Co 1nt Initials -9 - 01203.0006/402304.2 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 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 - 10 - 01203.0006/402304.2 Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (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 - 11 - 01203.0006/402304.2 (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 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. - 12 - 01203.0006/402304.2 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 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 - 13 - 01203.0006/402304.2 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. 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 - 14 - 01203.0006/402304.2 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 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. - 15 - 01203.0006/402304.2 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 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. - 16 - 01203.0006/402304.2 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. 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 - 17 - 01203.0006/402304.2 • 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 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 - 01203.0006/402304.2 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 m '►.1 corporat'•• 6114. rian Campbelt (i A Egimm.,* - • - olb �i ity Clerk APPROVED AS TO FORM: ALESHIRE&WYNDER,LLP < G - , ( rcA- Dav��i__dJ. Aleshire, City Attorney CONSULTANT: TWINING, INC., a California corporation By. Nam=: Va\\:\ E ,1Ci i Ti -: Y.�1 kG�?ce`j& * - Name:5{7,1"0 ,_ x,— Title: 1/, r( Address: 2883 East Spring Street, Suite 300 Long Beach, CA 90806 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 - 01203.0006/402304.2 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 COUNTY OF LOS ANGELES PoC� La C \kc. -\ck\c(\c, k On i 610$ , 2017 before me, 'qac �+b , personally appeared i� iivc,2a , proved to me on the basis of satisfactory evidence to be the person -whose names/014W - subscribed to the within instrument and acknowledged to me that y-executed the same in •' al' • ' authorized capacity i , and that by l signature(.eron the instrument the persopj, or the entity upon behalf of which the persoiy( 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. USSE WITNESS myhand and official seal. 1 •:.s �OmisGAN ANNE 1304 � . Commission#2130434 a1 i . Nosy Public-California Z Signature: Z Loa Angeles County Comm.E res Oct 16,2019 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 C(NkYCI C St'cv l(3L I PEmea+- . \Kai, 'ctc(&NA' TITLE OR TYPE OF DOCUMENT TITLE(S) ❑ PARTNER(S) ❑ LIMITED 101. ❑ GENERAL NUMBER OF PAGES ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR ❑ OTHER DATE OF DOCUMENT SIGNER IS REPRESENTING: 4d \ . Ca(kO e (NAME OF PERSON StOR ENTITY(125)r SIGNER(S)O"I' R THAN NAMED ABOVE 01203.0006/402304.2 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 COUNTY OF LOS ANGELES `U.CI Pvivc On �Cl O , 2017 before me, `C, personally appeared c C P , proved to me on the basis of satisfactory evidence to be the p on(s)whose namesss' e"subscribed to the within instrument and acknowledged to me tha t /sheithey executed the same in Egigretheir authorized capacity ' , and that by Esffitilkffetrgignaturofsron the instrument the person ;- or the entity upon behalf of which the perso> 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. J L0GAN ANNE NUSSE a Commission #2130434 WITNESS my hand and official seal. �`-IN I Notary Public-California . .,. ,) Los Angeles County Signature: Mg COmm.Expires 2c1?,,,20:1!1 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 CGrykynCir eern+ w& ❑ INDIVIDUAL i CORPORATE OFFICER G �'arek\b \)t%1, L CQ &A1 'TITLE OR TYPE OF DOCUMENT TITLF,(f3r ❑ PARTNER(S) ❑ LIMITED '] ❑ GENERAL NUMBER OF PAGES ❑ ATTORNEY-IN-FACT ❑ TRUSTEE(S) ❑ GUARDIAN/CONSERVATOR C' S-1-7 ❑ OTHER DATE OF DOCUMENT SIGNER IS REPRESENTING: \(cct o (NAME OF PERSON1*-OR ENTITY I(1 SIGNER(S)OTHER THAN NAMED ABOVE T‘2%-lil‘ii�j r P. 01203.0006/402304.2 EXHIBIT "A" SCOPE OF SERVICES I. Consultant will provide on-call facilities construction expertise,geotechnical services,and pavement design/rehabilitation/maintenance for Public Works projects (the"Services"). A. Consultant's facilities construction expertise services may include: • Inspection services • Field engineering • Materials testing • Non-destructive examination B. Consultant's geotechnical services may include: • Geotechnical laboratory • Geotechnical investigation • Geotechnical observation and testing during construction C. Consultant's pavement design/rehabilitation/maintenance services may include: • Preventative maintenance • Rehabilitation: cold in-place recycling; cold central plant recycling • Reconstruction: full-depth reclamation(fdr); lime stabilization • Pavement maintenance capabilities: evaluation & design services for pavements; failing weight deflection testing, geotechnical pavement engineering and analysis; inspection and testing services; construction consulting services; research and development. • Pavement engineering • Pavement evaluation&design II. The Consultant has been selected to provide the Services of a certain nature 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 01203.0006/402304.2 • 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. II. 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 individual to be assigned to the Task, including titles/job descriptions, and hourly rates, if applicable C. 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 Agreement. City may establish a rotation schedule with multiple consultants,and may seek competing Task Proposals. 01203.0006/402304.2 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. 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. Principal Engineer/Geologist B. Registered Geotechnical Engineer C. Chief Geologist/Certified Engineering Geologist D. Material Scientist E. Principal Engineer/Geologist 01203.0006/402304.2 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 strike through): 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 ene ()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 strike through): 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 $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 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. 01203.0006/402304.2 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 $180,000 as provided in Section 2.1 of this Agreement. The total compensation per fiscal year shall not exceed $60,000. The total Task Budget for any work request shall not exceed $25,000. 01203.0006/402304.2 EXHIBIT "C-1" RATES tgf3 :7 Rat.gT,u`a:tiq n aal eyItac5„hey is%f%a retreat we 'P=+eunoel.Rates:'Per Otaur U mess Otherwise Magi: £ngtneerino zoo csssain,0 P Cao Pion. at`rucllve T�esitrvg� l Rate 4002 San l a'r 4 aiaot3Consitant - :.S. 260.03 14411- NOE Uhtassofs tasting Techoteten . S 101:'00 `4,001 Prinapat Engineer, rat $ 170.00 161403 NOE htagile ale'1`esting Technician:. S 101.50 100'7 hlata6it al:Eiig4rioef•' -$„ 165;00, !0405 Pd fSy�ff?€�c•aetrantTeolrngTe�ehniasri &• 181.00• ?00533 RegFa4 'd.Giaf3tacisnreafteet9irtaer $ 165:(1.3 111.305r 1400TechniciarsW,.4 gInspector. 5t 101.50 10610 Terhrnr8al Adedr $ 16000 10408 RaGaograplrm Testing(crew alt) $ 286:110'. 10014 Material Seenas4.Woldarg h0T Cansuttaot •S 150,0 10020 145E Engnreat 5- 160<00 7003Reglstiieis0 ogi rdillad $ 150_00 Engirieettng(300 SI 10003;. SenrerEng ...st. $ 150.01 Task- Cada Espdpmedf,Usaqe liar Unless°theorise rlatgi l Rata 1060 stesisisSO:pykgsiiises,. $' 14600 56318' Skrdnsmi S 4000• 60170$- R4061n T lrc, u'ng Consultant $ 185,0 8S05ill' 5arg4a Wo rich Srr it 6 15°0 !0013:': Project*446) anger..; 5 1$5.00 95312 TncgaleWrench Large, 5 25.00.. 30050 Qualit*Cdrvtrp.lamzl;lor 126.00 95315' lcrgueMuidplier. S• 4000 10005 Seger Stolt r errceolpgrst 115<r 35321 A*'Meter $ 20.00 10!10"7 Stag Eu+ moist 11803 0r32�y. BrassMold 5 20,00:. 30015 Qu Co,Ol p)Adrnliatrator $ 'MGM, Igsp. tdudear•(Oauga(Per Hour) 'S 8.00: 10669 OstaikstiksdTe nicran 5 96:53 95393. Put TestEquipmerit0 6000 s00111. C800•Op"afatstoralspersan. S 80,0 2564$ ConeelelAsphaltCotirigEqu Equip - "S• 1200*' 70147 Field5uper4isor_ $ 11500 �7: Passursster $ 5500 51030 Safety $ 015.# 95335. Floor Flatriess(OfystieO( S. 45,00- .240130• l:abocatork Manager $ 145;00 9 .0 Schmidt Roamer 5 20:00' 050 tairoratmy Tsaf'sn`sctaii $' 80,5$'0 95341 Vapor Omission Test Kits S 3000 8965 Ripen!aanessTeattman7, $ 385.00 95042 RelativeIiurpdi€yProbe, 5 4500'. 941(1 Ohalified SUVFPP Developer 5. 130.int• 95339 UPV(tjl sonic Purse Velocity}Weter S 28000 21000., QuahOedSrWPPPPractiborn $ 1200!01 '553511. Frresr»a gAdlrresion.tohedenfPe€Testl:. S 2000 . 45300 AScan Uitason`icEquipment and C�rsumables S 65.00_ Task• 55303 Magnetic Par Equipment and Canarmnabtss $ 30.00 Code_ Field Rim/Pao°Per00410CI Rhe 10101 conFxaC rrrlhrced Stool!nape-.im S. 57.60 'i6 Liquid Panotraitl Constanabtns S 26,00 10103.: Pf*e dt?PRI'clio§ons loodee;o' $ 9766056307 Phased Array UPrasmaReiiprrre±t1Pmll lire- $ 6000�'. 10105 Conpie 8 K aispa0toe $ 97.;53 95347' Ground P000lrat:net RaG ftR01 tiltof s" 50,00: `!01115:.: brtiSd4n-krct'o iropi tor.. s- 97.513 45. knpattEslie3" 280.00'- 1611`! CuniteOShtec inspector 6 97.5'5 p% Califani5a PavenreatPrgfilogracrtt How) $ 115.00 16113-: Ma rry I raps r $ 9"1.60 •85',49! krartial Fiskor Par Naut) - S: 250.00; 40201: Stopliee`etSte?B leitangir€opecrar 5 97.50 95357. ProjectOedeiedVeh le 3 10200 '10203 AWS�Cerxlfi-s8 Weldrtig I(asyector 5' 97:60- 10257 Flregirootmg`Tiispeclar $ 97.50 'T°ack C %ata hes-Puck=Up Rate 10501. Lead tnapectar $ 100.50 20102 Standard Sample i ancretc ClilSnulera(Each) 5 1500 70109':. L A.Deputy rag Inspector $ 100:50 20101 Standard.Sanrple;Mortar/Smu(Cubes and Cores.. 6' 15:00 Fireuoo0rg9,Reoar,and Epoxy Perms(Each) 75601. Asphalt Fnolderrd Planllnapetlae'ffechr iciaum. $ 05,0 0 201031` Oversize Sandie:Masonry Prisms.Shop-rate Panels;- $ 28.00 26104. Flexnrat Bea04O(Ea -. 704,03:- Pile®rtving;tnspeclgr: 5 :96:50 2@107 Teshniclne ler diI Spedmen Pick-to Nat Listed Above. S 90:00:. (Per&6x00,2-hour Minereirn) 7010. Owlstssilsi.,arm. $ 86.nd 20100 Teshitiri�tfiarsssomee+Pack-tipBost.s00a,m:: $ 92,00:: or me 51070 p.se.Mondayihta Fri.or Alt Day:Saturday(Pei - Rom.2=F€ourMinimum'PlusWaage). TS1107' ConcreteCtuasty Conpnl(ACilCaitrans Techr iciare) S 860005 60051 RaatngIWatetpiex siqtampeetat $ 112.83 Task Coda .hobe4e T k°Sislals or OreaffalabotattITYr Rate ,10516 Madhanical 1Pt0000Ior. $. 127.:54,. 96360- Mobile aretay for lapid sat.+xiuureie S 375:00'. Owe!f'nae cocaedung;42 toms): 10619. Eiectrical Inspector: $ 127:551:. All of irony gisot Bon -16a21 Plumbing Inspector $ 127.50 10523 WONT inspedar. 5 127.50: 500093 8.610 atglna9 e T 1nidan $ 1©5000 Tank mid* Shop Inspection Personne l< Rate 16301 Structur f Seed fabrication Inspector $ 97.50_ 10306 Batch Plant lityControlTechrieSas kr pedes-: $" 86.00: 10325 Glue•i.aminaledFabrld.sticn•Inspector Qaotatior, '10325. Pri stcanceta•, paFabdsatiorhImpactor $ 37;50.. 01203.0006/402304.2 Tem Cade Concrete Tests.Wield fitade• ens; Rate 20201 6"x 12"or 4"x:6"Cylinder,Comgrrassien' 604 991 :$• 25:8Task':. Chsinical Analysis:and,P hic. 94-304.09Y Code EXaMbratfort of Corm ate,continued Rate 20203 D9946i91.309694,91 ttgitkliet01.94:949i9t0 -$ 7900 20129 Chemical Analysis for Water"Sdiabfe Chlorides, •$ 13000.:. 6qualnium or°a y Dry Method(ASTMtC5971, (AVM Ci215)gngiatss sdmoe 1 20206 CoreCamp1633o117nce Trimming 95T87,G42). 9 5500. 50123 C14etracelAmalysisloracidSelutrlel hiorides::. $, 140.00. (Tont 01152)(t dudes sample pmp) 20207 6".x16"at 18"Flexwfal Reales t:4ot E gelling ;S 7000 80193ctiforlds Di furar{m,CceMbient of CemenG#ous 5 2,00000 RelereaCtid SlielASTM076,C2513 or CT&52 ' Mlixt s by 6edil l:inn/oi(ASTM 01856)( 20208 8`rirx30".Flexuaai Seams-(C114$23}.: $ 86.41( 8012$ Petriy,Joa t4oExeminettinotHat'Qansft Qa taboar Concrete(ASTM 858) 20209 SplittinoTensile Strength fA$TM C406), -S 65.00 .20211 Modulus elElas5icatyTen(RZTM O) :9 14000 Task Code Physics)and Chemical A4a0016 of Cetneni Rate 80043 Rapid Chloride PeameaTdy Test Cylinled oi. $ :450.00 80195 Physics(Testing and Chemie Mahan of Portland Cement S 1.00500.. Corea(ASTM 01202) pirSlandard Requirements(ASTM 0150)_ 00009- Deeisty,Ap bemlion,and voids in Hardened' '$ 350,00 80100 ChetniOsi Abalysls of Portland'Dement per 5 550.00 : Conctate(ASTM Standard Requ6em 0642).. ... ents(A3TM1 0155) 40005 Reiturel Toughness(AS18101509,Fermin $ 700.00 80103 iP} sicai Testing of Portland Ormcia per S 550,0. ASTM 01018) Standard.Requirements..(AST*C'150)_. 40009 Cookiisent of Thermal Expansion of Concrete $ 500.44 80194: Physic*Testing of Tyne K Cement Mine .. $ 500.00.. (CND 39.PASHTO T339). )span t(ASTM40806) 80119 Parket Analysis n5040160 PftysicarfestsQuoi�gn Task 60110 S a Cis{kgs lance o Hydraulic 8 2,000.00 Code Concrete Specimen Prep tides cement{A9Tt101012j--=8 Months 20151 Sawing otSPecimens(Fath) 5 2902 85111 Seines ResisterecentHydradier S 2200.00 Darting(ASTM01012)-12te r(tis • 2015; C4rlttgol edintia411.atriSetti) $ 2$07 Task (lodde Physical and ChernicatArtelysis xaf.Ffy:Ask Rats 80140: OhemtcalAnalysisofFlyr per:: - 5 450100 Siee3dend Requirements LAST riA 0.6121 Task 89143Physicaileafng of FlyAsh per Stendard Requirements' S 530:00 Cade Laboratory T ial BIRO:Cancrete4:Cement and Mattel Rate (ASTM Ce$) 50217 compression Ttslcyl+ndersMadeand Testad€n 9 45.110 50149 Partial Analysis:orSpaortoPhy8 Taos Quotation LaborateaylABTM 0192,039) 30219 6`x9-11:1-5.'Ptekusal 640103409 anti Tesfed lb 8 89,05 80147 Clsemicel Shalysis end PMinielTeeting etFly Ash tar $1,000.50 Laboratory JASTM 0122,078),' Standard Requirements fASTMD1618) 30221 6"x 6*30"Flexural Beams Made end Tested in $ 95.00` Laboratori{ASTM 0152,0243). 30229 SplinfingTomillit Skoog*sylindersMadeasrl,Tested:in.. -.$ 105.0* Task Latbratoi$(ASTM 0192.0496) Code Physical Testing at chemical Admixtures tot Conca4 Rate 30225 f utrsiafEl*sticdty Test Oplia to f3fds.and Tested in '$ 156.00 80196. QusSficattert of Admixture per ASTM 0494 Quern Laboratory OSTIA 010Z 0469) 30227 Peri&Yefsfruc4uralU91r$yelp6tig97,r Redstothe_ S 86:00 Task- La9araUo°sr.Et54540nucn or D9001.319.944t606$079105871ods:.:.. . a amid A negate.Tests .._ _ Rte. 30201 TdiaJ$atcti(ASTM 0193) $ 455.0* 30503 firnMalon:LA Rattler(ASTM 01313. 4 100,00 .30203' Latiaratery Trial Satin Packaged riry cunioete $ 800,00 80505 rrasioi:LA Rattler(ASTM 0036)::; 5 195:Jb': itmlcvdin9yenflcaffianefa Slb"sp.Air Cgtheot Plaetiolinl&Weight'. Sit 0y,9raders toe Cotllpreadve 5050930(ASTM 0387 aruf 0134. 3020$ Utying Shrinkage Ditto 20 Days;'Itree 3"a 3"or $ -45000 70301 Akeitegf tirrutsr'Pfaspctty Wax(ASTM D4318,0791204)- S 150110 4:x 4"Bars,Five Readings up lit 28 Dry pays (ASTM 0157) 30230 Addidtmal Reading,Per Set of Three Bags '9 4500 74303 Caitao;mla.Bearing Ratio.Etcludirrg tiIarmmum Density 3. -550.x. (AST)*1983)See 30231 Storage o>rert4inety(20)Days,Per Set of S 30.0 5 70304 Caltforrdar$eerkrg Rat%Excdudkzgl(9art)mum Density S 654,40' Three Bata,PerMonti . ....., (ASTti 11683):Cement-Treated goii 30207 Setting Tarte UR tur7 Roars(ASTM 0443) `$ 12500 70344 Cemen#•Treated SoillBase has Design:includes three#rip S 3,000.00. . - cement contents with three tincenrined compressive strength sped teras per cement=lent 90209, 81084109(AST9 0232)' $, 125.00' 70305 Ctrhar±de and Sulfate Content(CTM 417,CTM 422). $ 130,00 30229 DiniMiteiResenned Exp nsien tASTM.C878) $ 475.00 30403. Clay Lumps and Beattie Pendia tASTM C142) $ 175.00 30211 We,Make end Test Mortar Grout specimens for 9 400:1X1 30321 Cleanrtess;Value:1'x d4(C781 2221 8 175.00' Crinanneeive String*:Set o 6(A5750109,C942). 29263 Nat?iOnink GrduI`Hurt Changee0er Final Sr. 450.04 30322 cleanness sahx:1,5°x.75"(074 227) 8 275010 Set(ASTM1 01494) 2029$ Not-$t lkl)t rC•H ktCf en9a 61596 e: $ €00 90 70393 Cdlap�Pot0069 iinpes(A$Tt81 33): $ 179.00: Agit•$A'STM 0827) - 30232, Crerlan4Resist*et,SetofThree Rings- $ 4,004.att 7))996 0neegtresa°rves 3lran$4e:ad?4o01atl:SdiL mm�r 3 -105.00. Lalioretcsy Triat:liaictiimg,Test Until CraNting,or Cytnder r(ASTM D1633). uals 8 COays(A$1M 1561); 30233 Breinefion of Pre-Pa tkaged'Masonry Madan 5 110559 70309 CCnneelidelhin Test:FbllCyciefASfM 243$.0155219): 9 195.00 (481980270). 74311 Consoling:on Test:Tithe Fate pertced b ltr nets S 4800 LNlertdrat At1a SIS and;P eo (F 5141 D7435,OTtA 219) Task ty grap'hic.: 76313 Gerrosisity Series:Sulu,CI,pH,Resistivity. 5 245:00; Code EavideratldhillConcrete Rafe (C7M943,':417,and 422) 50120 Cheamital Aa'raty54s for WaferSettbleSuffafes. $ 130.00 70315 Cratsiwd(Frecturod PantriestitSTM1 35821,DTM 205). $ 17500. (ASTM 0114)jiirdudes sarnpS Prep) „ 70317 Direct Shear Test:Reminded elicitor S 245.00 tABTM 03050)... 01203.0006/402304.2 • Tom, TestiGCttle 8000.stetEx t 7+4Tests<, Rote ICtkd4 S s aret foageeitateTeets.:pentium,* 'Rate '70319 Y7ifate54e Mek•utiddiatetttrieilv$tW+e'i 945741.t09t#!pp" S- 2Z*JO $tm7 Unity 98tt.ParCub, 000114.57-fz1 29.,GTkd112)'. S: 425.04'.:. 70321 Pfrx44 X94 T844"474?t144is+'rb m feel[ CASTM.fx 4 i4}: $ 49544 30490 VQWd4 3n Aggregate WI9tK mown SpeG44e- $', 135444; {ASTAd C2e,CTM 21.2}': '70375 4?arItYitvde�.,4Paer A C.cr;1D $ 210.00 , (CTASTAk>. 4ai, 7D32,5 t'C 3nmuoioidek TM 1745 >uie $ 174.00' TR, .‘k Cad*' Retteenteetetote Teat*-- state. 7$0o1 Nrat Agyreg410.Angidara7: $ 185.7* 75051 44444 Mixing and-Piot tion $ 125.00r ttfist"itt?7304-.Asp.' 252 M 234} ., 30500/ Pet BfMEI Patttcl' SM047 1j PAr F € tir +BAR W1,1'.0(411t[teait.0nnt S'• 47&;04 30508 ReLorElongatedl ;cletaTloaa9r 195,00 7 s�tc; t s -dr 5:an: cis;$Sb ttTM 3444c a4 Ass*43,",7233 74'$71" Ma3:arex3rtr Sty;Whods AIBWC S 190.00 75038 Buil('SRacifte Gm*o(;Gc.,mgentet Sammi or S 75.00: fAS434 431451,t3654,CIM-240 • Caw parat o Ceeted tC M 3057 and AS154 0118a) 76543 Me?eOt1rtit?'ea4eity,ctreckl' et.• S sS*0 7 Ai40 Smut )Res€1iete,'Ev404radon(A$TM 02441 S:: 15G.00. fA?T'4A eti 7,'[760, 70335 i.9aaic37Mtm Density;445474 C 1Mod8Sa5J_ $ 1&S 00 75024 Eidtacdi0n:%Barmen(CTAT 382.ASTM 05307). S leacr0 (itltiyttTOY 1tLG) 7k4,$7 M00.0e 4a s4ent)ASTM40555c`TM' r}.: V 25,00 751127' *ititrh dk $ittonenaed GradaSon 1.CTM+353„ 3; 20x.. en4•252„As7)V)6 A4Tm.1344441" 70354 Meletdoe and ilertafty:rt`,n5,Sa a tASTMd(32937), $ 19,4)3 75028 Ek4ractiott t'3itutmer, FOChx $ -328*0 • 4,GTM582,AST'Pt 45307). 70341 S4t4 itac endilansity=ShelfayTobe San140 $- :445547 75030 alfatn rai 4),4tne en,%Bitttna4randS va'AnaPtrsis-. 5 24500 1•07.4.1 02437) `- (f03%A1)2172Method Aor6-ASTM05444) 70340 Ma 4>.10aB t444t;s Relations trf 6rsilnCemetN• S 27400 75042 Let!Testes P/xaniun Den-3431 Hueawn:8 krc*ne50 S 204,0 "S4j"0Lirrea P:reritted iethe,F}n#d`Otsli 4[35,59} .. 4CTM 304 CTM 5t ASTM 01$91,ASTA,9 001#&). 70342 Melehtre=t3ene5y Relationne of:Atill.CotnetilMIxtures, S 35040 74847 44vorNr3 StShhhhriet4r T3,"?i'err feed.3 Wedowee-ee- S. 205-09 A4ixdec4 tit the LeS-)At5744 65881 (CT50 30a,CTM 386 ASTM 01,9980,,ASTM 4315613. 754*i , ntc trnnpv4110 7714 0,49,0744 215_ $ $400 7404$ 04 T99)4, x3Nm 0gms,, v3t56)l, S 2#5.40;. a'i0+53etEs5.4A 714 66926,.AS11M 011293 70343 Venareb (A$15A 08044):.. (3041 45;1•11 75049 L44Te4te4 Me44mum Penally:Mer e3' $ "21400 •.. - • Sgaecimaq,3 fiegoettes(ASTM 055581 5*71..027953 •804400 110e5tietRemedy C€n�nicai Method„( IM C3550. S, 475.00• ?Nap L i75sted Phaxlm)m sss,Ky:S*peapa980Yra1o9y:. S- 79.06. • Ca44aV7#citti d6/0,e)44) ,t t trattn:, AASTM 0492,,ASTM 4527`26), '7131494 Potential Reaktivltyp MedarRa'-5sa#eartt.k'rMtaallujd,. S 750,00 75052 Let.Yeat.4M3sarm"penattys.$upmrpeve Cs`5ie - S Sari* '1A-0ayr 6xpa>atr8 theTM C12 .i.: Co 5,�i Br4quetts,Paretn,'1 Iczette (AST• 95525,A,50.11311.4$1:-. 70361 Potential Reactivity Matter 5set,-itansIonMethnd 5: 400.04 750941 Msk4nom Tat nre&ei Spec81(gravity lR4CEJ. S 155'.09 2ettey*" t oer0-,jA M 01255) (CT4�9*S,ASTM 43254'1) 7039$ Potantiel Reactivity oiterate Bar Expansion, 5' '2,4£76,00 754]5 Maur$St lity erg)Fteow,CCradSarnpte.:esc2t S`. 7500 t5eiAdd 5*Tt.4CIZ333 12 ke th [A 53827) , 70395 Niaintiel Reit 6wit1"C ntnnesle 04*Exf eeeiee, $ ZROCS0 750R: Ms*55B Stebiry and Fiat?,Piatorz+kt 1.3 t r.goatt>aas S. 2t .o4' Met nod(A$TMt 01253).34 teteta5. •. • -(A$T Ofi928,43x`414 774927). 70397 Poten4atReastivi of 'ata . .. 4t Ag9ra0," Vii: 5 9017.150 751(76 d:4.artsheR&faielriy aiW Flow,GY!?4r+?Y � S- 225.40' 181434)5.54 ?[e,mom,'cli Tk4'C`r ) _ 5558m58pee453 e.•5 01410444=4 749 08925,ASTh405581) 70* ' PetweistR4e tieeyof ti).0.atreaasiatioi, $ 1550 dx 1$107 458538S tense s''Speiieaen,53€mrxe4: 5: "2.5;40: 2343:4 asp r*,Mcirttr(AS'CA4CISSTJ 3ixiquettss-(A$T40 i) 70345 3?.:Whet:Sea(4'57942844.0116 01) ,$• 375,00 noes 04eiat4re Contantie1Yd"3770 5' $5,00.. 70341 R tea"As�9r8gio*, a;,,(4STio 02e4.f,CT94 3£149 5 419.00 7600aa: 1"150 Teec:A4.�,td'fo a Te3t;<ASST510a$10) S 15050 70349 5 fEtwei(74eat(,487,441320119„47144 2(74, S 125.00" 1 3• Hveere M44x 4]c�sa9. (Excike£4n Oualdyr TesSS) 5 3,010.00 74341 'Siaae8#200147ash 045,4AS11401140,CTM )-.. $ 90;090 750105 4hreern A41x Design,with RAP,( t 63993.93.95949 $<3,31}.00'. 010,<,214,Mita...RAP d�4llca401 . 70753 Sre •whit F1yt{rgrctt4er, '4'Gravel to t4A$TM 1422,CIM 5 250,441 75095 Nuesr i Mix Coelge,with time 0434539 AH04 99 S.:3,550.00 2'09) 4444 Teats) " ROSS: &ta'M 0,414, 3x7443544+5`sartd tr+04.0.$1-m 0432, 74 2111'. $. .2411100 75094 t'i'V4;el S.S*0estys4�Velm;ntad MK' 5 4:26{7.,14? t1n0044n3 Aggregate 04e5tyTeats) 70367 Stam Mai> a3 tntexse0 Weal(7514 0136,0TM 202) $ t 56.1 7$015 &txcxw)s Mix t)osicjra cosmos Luna 3suat¢1f 441*. S 4.300.1X}: 418056ln4 A8aept to Od58ty Tests) 7059 9imet 414815.WORMW5 ,tt3 TM 013*,01fg1 3. $ 120,474 75084 4ershu$Mrx 435 n 0azak4d4r4S ease:late Reattttt Teed)S -.,3550,04-. :9.47 5 "a"CataeM51y :I Sot Sieve£" T4T:4 47136:,077 4 20"8) 5" 240.00 7$5'9 A4s0vt4ati Rig ttas4ta wl1h RAP(Exch `Aagre9ete S:,3,SetSit 7. 000541 Teetet• 76381 Sieve Majiete 444hcait Wan).: Ash Cobbles $ 235.00 758590 Marsha Mix 13edien 411El Lime-(€xckr44n. 3r'egate $ I.550.4)0 (43144 0334,9744'2142) Q0804 70819) 7643 Srundne 5odn.4n#orSteg1.58U t$u,4[a4;. $' 000 75114'3. 333*41 t "G'rade Av:P.P841Carcesete-:AMrc'09935.. 3::1.35000. • 1Cydes(AVM C55 • • (0"T34355,AV*0706,$) S :3 70345. Sc Gii4455 and Absorplios:Coal;xa S 106.05 001139 Suparpave Mb.Oe9ngn 4Euclur9ng Aggregate°oalttye.Teats) 5'"4_770.00- 143744 0327,074476) 70347 'Spac?tc Grevtty and 43i4949bert:Fine. S 105.06 751433 SiOarpeatt Mix Design,W h RAF. 5.4,090.00 31W <110;35343:444X71) (EicFi3td4v4 " c8t sityT nal 7€1369 $45/5051 ant P0teatat One 131mentional, 9" 106.04 73114 5.1 r9eve M9x MOT",with Rapp. 'S 5,200.00' (45.'744 04$4!). taltaadstg#4ggr i6 t4;s4ity 7e5S9 7x'5371 '131a311a1. • 04)04943o9 . €0373 thi nSrle4COSprex -4487362755.C1M 221) 9 9,3550:.: 01203.0006/402304.2 Tank..nkTask Coeete sof Pt)(: rrr,lermieutite,Pwilte.. R � Cods Asphalt Concrete Tests continuedRata Cedetigniaeigtt insulating Ctrrtcreie,EEtc. Rate. .75'110 Sip tae l,Pizileslgn,woh AdditivesS 5.530.00 20371 presstenTendtASTRM C49Sannd.C472) S 40.00'. W74k17410 A00n10 'Q530tran71S} .75078 Moot.of(rloisNrns an Asprigii#Tavtng Mixture.Pfe-R€§xe4 :5 00000'- 20373:. Wr Dry Density(ASTIR 0472) 5 30.0* IAA.$1470 T2S3,71Z5'iy0 t44407) . 75111 6lamt o )NksPi Traik Tsai,20„ Passes,4 baguettes.. ..$ 10Sb.110 20370_;. Qvan Dry€ensity(A5Th4G4-0611 $ 5500 AA$ttIQ T324 75033 P'tarvekri0 Testaf:Cold Wed CinuiSiked'unhurt. ;3 '20000 'Frit( gd$.TM 4719$() Codi, Roinf itio Stool,AGM Atli,A70$ Rale;. ?,~.,9107 t(la7etas115tab yt wet set,S ea+ss:ea(AASHTOT 245) $ 325,00 24501- Tonsiia,Testit t drttinalier-' - S:. 45.6rf 753+63 P.tdr31 $357547',d�y ool,.3 r icatas(AA tHTQ 1245) •S 7764S? 20503, Bbr'cel'1'404 11 or lle7 S' 40.00 75070 d RecYc'ed.Asptick kes Qrsxign:29radinas eactf.w3 emulsion 'S 9,:x0000 20104. Bend'fost l4 or 423:. 5 30006: content(Cairn**4P^S$- .. - . 20596 T'APYs( Test 414; S 2( ;410::: 20507- Tsrlsi�Teate id 18'•' 3 300.00 Tine'. Gavle Bt^ikk Masottr rooto;AGTT'M CB? Rt 4* 20701• tM1odn1tte o1 Rup€ure;Firga1i3)(5Retuditt*:Pcr p.STNI)_: :3 45,49. Task . - Code- 6teint too Stool--Weided;0r lod 0pecinecrta Ikata' 20343 Cxnlan1Sion$tr000to(8 Rieguirad Par!~51310 :::$ 4503 70521. •'rennet Tusk'WOOdedTGouplad 811 ami SSnalfr $ 8520-,- 20303 Absotptiao 5~lour Or-24 Hauris R000kod) S 50.00 20523 7anLlta Test Wsided)CouPled.#1$--- S 2202* 20307 fittailrp3nn(8011);1,2 or Strome(5 Required) 3 3020 2©525, TrAlsite Test WetdediConpieedltlO S- 320.00 20309 tenet Rate ofAbsor46on{6a Required): 5 40tt0 20529: Weak Mssraatisa S 74.04 7031 l €tRei6.ci',ice(5 Roonioo0 S {0.50 70331 Slippage 743•COIlraris(CPA VD) 5 150.0$ 20313 Co(es:,Gom)ws00100 $ 10®0 20315 SOW rTeti en3rlek Cares;SPa000 $ 500 Took Code, Metal am Steel Testing Rate 220801,. TOWN 51Peegtb ttp to 120311 vbeazis:t ett): $ 55.c Tobk 26303. Teneitit Gire05thi tip to 200K Pounds{East,}; $ 65.0* Code 'Concrete°loa k, AST$*-CTS':. 20321 Colhpreesion(3ReAtAred Par AWN):' 5 5000. 20605: Tenada'S,faaength:Up to 3003 Pennine(Each);- S 75-00 20323 Absorptionkterstvrt Caittertiattin Dry Density '3 4000 20507 TansiteStreneac tip to'4001tPenlydds.Mash):. 5 '225:00 13R301513d Par i45754) -. 20327 linear Shrinkage.1ASTMA 04283:. 5 33(420 20800 7snsits.Sti th•400(to 6000.Pops ds(Each) $ 300.00 79355' fi end ffaca&tlail P.40*ivama! • •3 4~4.90 20311- Tens**$trerl9lh:Sbtlss�=StraiTi iNi taint 04031- $' 150.00 ,91324 T000;nn Tot . ;$ 100.0( 20545" .W . 00336 3 702* 20(331, pfirskio n 5 04 20547'. Wed 3radirou $ 30.06. 0 'Tact of Alaisrai meg: FRrea 2146 $ 7540. 10: Saw Test S' 436-aSO:. 203339 entStgebs Tani( Regdirsil) •- •$ X40-00 20517.. fflattee Tact 0 55.00. 20614- S75754t 'Rook033 Hardness Test S 75306 • (*3710 310(Per Testy.. 70,5A 20630; B Al Tensile Test(tip to 7r61 diatnate . $ 40.00 Code Masonry Paul~,((*3755 6314 Rats _ .20341 eierniNsr6100 Test Co0p®4154Atasenry '$ 19500 20631. Bole W eTansile Tse~(Up to 7/3"iaaneer)- S 55.00 .@rip Up To tr x t8" 20343 Compression Tse~'CiarnpCeikr 614700ry- $ 245.00. 20632 Sett:Axaa1"Tenslte Test(Greater than 7/8"am to-4".diameter) S 60:730 @antis Ley0er Titan r it t5"... • 20345 Odom Card Modulus dl Elast city $ 525.310 20033- Belt'Midge Tensile Teat(Greater than 7s&' 3 moo ,.. by tit 1".,semester) 20347 @risme Cord Modules of Et..at'i:itywiti Transverse 5 630:00 20634. Solt Axial Tensie Test(Graetssrnee::1"diameter): Quotation Stteta1(Nat doutxfrwyaia:,11Pol:ntni? 20830: Bolt:Wedge Tends Toot(Greater than V diameter) Quotation: Took:,. 20633:- Boli:9013 Load Toot Nip to 7731 $ 65:00 35#114 Code' 34~~ Grout=. Ratio •20301- oroolessioo:2^s 4$!~star Cylinders(ASTM 0780) 5 4000 20637'- Batt,trot Load Test(Greater than 7.0*up to 3"`disarmer; 5 $5:.04 20353 •Carlprsssion:3";x9 29"'2'root Prisms, ;3 3200 20530. Batt:Prdoi'Load Test(Gtdatrirkha±t 1"i Om:44km' • 'Sn.1PiNs Trlrnmalg( 74,b115) 7,6355 •irrsmpra^ion:3 CaiO4'(ASTM 077 ) :S 35;00 20.630',' Nut Praoi load Test WP'to 7,,`8") .5• 45:00 26357 C>(Itip0004ibra Obres( NA 042) 5. 55.00 .20340` tut Prop"Load•Ta t(Greater Nan 773'up to V diarriereil S'• 6606 •20341 .5103 9801 tca8d Tari(((3 8030 tttan.1") - Quotation Task Coda MatiortiottoiroonPrelaiarottoif Rate Gado: Chetraica1Tt4tkt of Matol soot Slot Rata 251165 Chat Cuba*ite Pdsm3:.. -$ 50.00 50170'. 3104 OnectibOanalys17 S 1355' 40.173• W 31ri of'ealua)zod Ceatirip7AS7$1 A9G'): 5 701,0 ..:.. . .. .. 7aek' ,Code• PiyettintrinntTeat :fie: (204010103 ONONION t84P-•S'0Ple)t481M3.961 $ .*v.(3 01203.0006/402304.2 TAM< Task Coda ,Gudito and Stiasterattansts Rat' Cede` Potemer'. Composite 1 Rate 20381 ',Core Ceelression Moludinalli nming iRSTM 044 $ mos, ans "Tensile Strength -Sot et$Speetmonsibadaddignonon' $2.35r140 L.A,STM t33a) 20383 Compression:5"Si t 2" yl #ats 5 25.00 2O7t17' $ lie S# ib m Ad ioS l Specimens $ 25400 tASTM'Whae) '2if?y't0n_$ CnmpieasioCues(irictadConing)Smit Conig): S 74.t 207tt8:, Heating€Bamber rma-Per 24 fir pxriod $ st,00 .ASTM D3D3E1) . Task tkitiOtilinii anti r Perot a o of Tata is aced a Task Code. - to C_ji 1 Steel Roo Cos, Catibrattw+n seer is aced Lk'eisal Machine Usage Rate 20754 tvts*niet,.Kul Prepar�atecut:ininMouS- ,Eic. $ 90,00 20601' Calii>ratioifVeaifrcationServices Quota ian (Pet Hnur)' X075 . vtutleOeeedlitf3dt0! ti5V"rted(e. aor $ 4$OO 20803, UrduatedtMenhirtisanePeeE 5 27E00 D7S Wioiinetn'Cost;Cf>nfigurafienMilted on ens:. -6 6D;0t3 (Por 0.5'"inieknoss or Fraction Therecttl 20757 ,tdaehinetoTestC.oneguragwnTamed Specimens 5 ROM 0a05"Th moss or Fraction-Meraof? Carnage Tt14.T O viaion 20750 P apare Snlaniza,Saeolmen%(Par 55''fteddies% 5 7E00 he Cermni0114,inetklite a Afl%gios(CTaQ1.4`and-Twill t9 woactd r r5eaion Theriot) togelhsrt+advance' fievelapgea noicgy rlesa{)ned ed enhance die_' itlisgty Girt Mantle ingmennovsnoniin the nn,fanin tan ninlioy,A separate sctiediae-ef lees for these senriees iseveitab€e:epee request; Cyokc and Fa054aTes5ng Pre on Sgodei Prodvarts + +. T Engineonng and Te tnicat supyrritstDcsignntlnototypes and SpecialtYuo1alien Rats Tbstset-Up 20021 gy irr evMO 0 L T4°416rntttrat,p snypia;. &' q5>00 FastaesrtCot ing 00 Teat as Pinar=Per Mew ks etahne 2 Femme, Caelatiee fAYerdee of 3 Samples TvaM,asy Resu F. Tensiosit8etsd.She Double Shear.8 Csmn€essions 20623 Vii+Impact ReduoedT sratwe p sample S 105.410 Fdalr15assieorrtpos5a Materials Fiord Testing Program( t DJ4065, Quotation (A deege dt3 Sempies TyP! ey Pequire€€1 0.1148,:048'G8.172080,0447&,01242,.Dirt 67921,ansa-0732) Float TestingofStittdutesaid-SinieturelElements- Quoteron Tam in,.idlaoceStinar Testing Ykaotatit tilde Mee5515114 oaeinernir•Stanalted.CarhopStant Rata 207800 Cutting and Mil (Per O.0 iO Fraelion Thamattee) 'S 75.00 Materials.andlor Redact Evaluation Per SpectttcaUons_ 0401.0l tAveraae 0 3.$r€n51es tvcdsatit Require ji 20703 Emit faiadfaurpa`l4 Simms t 0 uteliorr 'S €05,60 StrOcto*Drarnie Testing and t7urabtl(y s. attotalian Task P PrestsssinifitAms and'fende ns,.a't5T9d Mitt Rata'; 20757' S(reedSdaiP.A ysis,Vakeof Streinds5 130,00 20703 Tensile Test city: 5 105.00 26705 Tendons - S]taotation 01203.0006/402304.2 • 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. 01203.0006/402304.2 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 01203.0006/402304.2 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(1%2)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." I Consultant's Authorized Initials A (i) Consultant's Responsibility for Subcon 11"Wants. 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. 01203.0006/402304.2