RPVCCA_CC_SR_2011_10_04_K_PVDS_Arterial_Roads_Rehab_ContractsCrTYOF
MEMORANDUM
TO:
FROM:
DATE:
SUBJECT:
REVIEWED:
Project Manager:
HONORABLE MAYOR &CITY COUNCIL MEMBERS J.o.~
RAY HOLLAND,DIRECTOR OF PUBLIC WORKS~D'
OCTOBER 4,2011
AWARD CONSTRUCTION,MATERIALS TESTING,AND
PUBLIC WORKS OVERSIGHT CONTRACTS FOR THE
ARTERIAL ROADS REHABILITATION PROJECT -FY
2010-2011 PALOS VERDES DRIVE WEST AND SOUTH
CAROLYN LEHR,CITY MANAGER.')I ~
Nicole Jules,Senior Engineer Ci>l-5
RECOMMENDATIONS
1)Approve the construction plans and contract documents for the FY 2010-2011
Arterial Roads Rehabilitation Project -Palos Verdes Drive West and South;
2)Award a construction contract to Sequel Contractors,Inc.in the amount of
$1,858,250 for the project,which includes $1,515,675 for the base bid and
$342,575 for additional bid alternate;
3)Award a professional services contract to Twining,Inc.in the amount of $28,390
for materials testing and quality assurance services;
4)Award a professional services contract to Charles Abbott and Associates in the
amount of $21,000 for project inspection oversight;
5)Authorize staff to utilize an additional 10%($190,764)for contingency;and
6)Authorize the Mayor and City Clerk to execute the agreements.
BACKGROUND
Every two years,the City implements an arterial street rehabilitation project as part of its
street improvement program.This current project includes two segments along Palos
Verdes Drive West/Palos Verdes Drive South.A bid alternate was created for a third
segment along Palos Verdes Drive South,with its limits falling near the cross streets of
Schooner and Conqueror.Due to favorable unit prices,the work in the third segment will be
included in this project.Upon completion of this FY1 0-11 arterial street rehabilitation project,
90%of the City's roadways will be in good to excellent condition.
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DISCUSSION
The project's scope includes roadway rehabilitation consisting of removal of failing asphalt
concrete and base material and replacing it with full-depth asphalt concrete,asphalt concrete
grind and asphalt rubberized hot mix overlay,microsurfacing,installation of ADA-compliant
curb access ramps,removal and replacement of damaged sidewalk panels and curb and
gutter,replacement of damaged or faded traffic signs,and replacement of existing striping
and pavement markers.
An extensive bid ability and constructability review process was conducted for the
construction plans and project specifications.This process lengthened the total design time
for the project,but is anticipated to pay dividends in reducing the likelihood of time and cost
overruns during the construction phase of the project.
Construction Contract
The project was publicly advertised and sealed bids were received and opened on
September 6,2011.Sequel Contractors,Inc.submitted the lowest responsive bid out ofthe
8 bids received.The following table summarizes the bids received:
BID SUMMARY
Construction Companies Bid Amount
Sequel Contractors,Inc.$1,515,675.00
All American Asphalt Corp.$1,579,000.00
Sully-Miller Contracting Company $1,596,920.00
Silvia Construction,Inc.$1,620,251.00
PALP,Inc.lExcel PavinQ Company $1,630,641.00
Griffith Company $1,664,380.00
Minako America Corp.lMinco Construction $2,142,900.00
Hardy &Harper*$6,567,800.00*
*Bld error resulting In a recalculated bId amount
At the time the bids were opened,Hardy and Harper was the apparent low bidder with the
lowest bid in the amount of $1,499,000.However,after Staff conducted a bid summary
analysis and checked the math,Hardy and Harper had a discrepancy in their base bid.The
unit cost that was provided for line item #15 ($16.00)did not amount to the extended total for
that line item.If one considers the unit price alone,the extended amount should be much
greater.However,if one considers the extended amount alone,the unit price should be
$0.16 instead of $16.
The project specifications that were contained in the City's bid packet (page 1-2,
Discrepancies in Proposals)state that in the case of a discrepancy between the unit price
and the total set forth for the line item,the unit price shall prevail unless the unit price is
"ambiguous,unintelligible or uncertain for any cause."
In this case,the numbers in Hardy and Harper's bid were clear.Because Hardy and Harper's
mistaken unit cost of $16 was not ambiguous,unintelligible or uncertain,the unit price in the
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bid of $16 prevails,and the extended amount is changed accordingly,resulting in Hardy and
Harper not being the lowest responsive bidder.
Hardy and Harper disagrees with Staff's conclusion based on language in the City's bid
documents that allows the City to waive inconsequential irregularities and errors in the
bid.The error in this bid,however,impacts the total bid amount so much so that it affects
who is the lowest bidder.According to California case law,this error is beyond what the
City can waive,even if its bid documents have such broad language.For this reason,
Staff's conclusion regarding the error in Hardy and Harper's bid was confirmed by the
City Attorney's office.
Since Hardy and -Harper's bid is now the highest bid,the apparent low bidder is now
Sequel Contractor's Inc.Staff has verified Sequel Contractors,Inc.'s references and
found their past performance on jobs of similar size and scope to be satisfactory.Sequel
Contractors,Inc.has completed several similar-scale projects,including the recent
completion of a similar arterial street rehabilitation project in the Cities of Hawthorne,
Glendale and Anaheim.Sequel Contractors,Inc.has also performed similar roadway
work for the City with a past residential rehabilitation project.Sequel Contractors,Inc.'s
bid documents,bonds,.and insurance certificates are in order and their contractor's
license is current.
Materials Testing and Quality Assurance Contract
An RFP process was completed to select the materials testing firm for the project.Materials
testing plays a critical role in assuring that the quality of the material placed by the contractor
meets the requirements of the project specifications.Having a separate contract directly with
the materials testing firm is a new approach for the City and is intended to enable faster turn-
around time on the results,so that better-informed decisions can be made in the field without
delay.Furthermore,this approach will also allow the City to keep accurate records on the
qualities of the construction materials placed,so that over time,these historical records can
be tracked,the performance of the materials evaluated,and subsequent mix designs honed
and refined for future projects.
Staff solicited proposals from three materials testing firms which included Ninyo &Moore,
LaBelle-Marvin and Twining,Inc.Twining,Inc.was selected by staff as the most qualified
firm that submitted a proposal.They have been providing materials testing services for over
100 years and is known for their professionalism and team-oriented approach.Their Long
Beach laboratory is multi-certified and their team assigned to this project has a wealth of
experience in testing for similar types of projects.Furthermore,their Long Beach
laboratory's close proximity will further aid in quick turn-around time on test results and
overall responsiveness.They have on-going materials testing contracts with several cities in
the South Bay,and have also provided testing services for large projects for both Los
Angeles County and Orange County Public Works Departments and Caltrans.
Project ROW Inspection and Oversight Contract
Charles Abbott and Associates has been providing Public Works inspection services for the
City for over 15 years and thus has an indispensable institutional knowledge of the City.In
addition,they have extensive experience in providing inspection services for the particular
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types of construction work performed in this project.Due to the high profile nature of this
project,inspection oversight services are needed to coordinate field inspections,laboratory
testing,project reporting and project management assistance.Furthermore,Staff has been
very pleased with the services provided by Charles Abbott and Associates on other similar
projects.This professional services contract is awarded based on qualifications,service
history and professional experience.Staff has verified that Charles Abbott's rates are lower
than industry standard rates.
This project has been appropriated for $2,349,949 in the Street Improvements budget
program,which is funded with the following appropriations:
PropC
Prop 1B
CIP Fund Balance
Measure R
Waste Reduction RAC Funding
Total
ALTERNATIVE
$240,000
$1,067,204
$344,533
$628,212
$70,000
$2,349,949
The alternative is to reject all bids and re-advertise the construction project.This alternative
could take approximately two months to complete and may result in an increase in bids.
FISCAL IMPACT
The recommended action will result in a total project authorized expenditure of $2,098,404.
Funding for the project is included in the Street Improvements Program of the FY11-12
budget.
Attachments:
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Project Location Map
Sequel Contractors,Inc.Construction Contract Agreement
Twining,Inc.Professional Service Agreement
Charles Abbott and Associates Professional Service Agreement
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CITY OF RANCHO PALOS VERDES
DlREC1M or PUeuC 'NOI'«S DATE
ARTERIAL REHABILITATION PROJECT
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CITY OF RANCHO PALOS VERDES
CONTRACT FOR ARTERIAL ROADS REHABILITATION PROJECT
FISCAL YEAR 2010-2011
THIS AGREEMENT is made and entered this 4th day o(October,2011,by and between the CITY OF
RANCHO PALOS VERDES,hereinafter referred to as "City"and Sequel Contractors,Inc.,
hereinafter referred to as "Contractor."
In consideration of the mutual covenants hereinafter set forth,the parties hereto agree as follows:
1.Scope of Services.Contractor shall perform the work and provide all labor,materials,equipment
and services in a good and workmanlike manner for the project identified as:ARTERIAL
ROADS REHABILITATION PROJECT FISCAL YEAR 2010-2011,("Project"),as described in
this Agreement and in the Bid Documents (including the Notice Inviting Sealed Bids,the
Instructions to Bidders,the Proposal,the General Provisions,the Special Provisions,the
Technical Provisions,and all addenda as prepared prior to the date of bid opening setting forth
any modifications or interpretations of any said documents),which are on file in the Public
Works Department and incorporated herein by this reference,including miscellaneous
appurtenant work.Such work shall be performed in a good and workmanlike manner,under the
terms as stated herein and in these Plans and Specifications,and in accordance with the 2009
edition of the Joint 'Cooperative Committee,Southern California Chapters of the American Public
Works Association and the Associated General Contractors of America document,and the 2011
Cumulative Supplement,collectively entitled "Standard Specifications,"which is incorporated
herein by this reference.In the event of any conflict between the terms of this Agreement and
any of the above-referenced documents,the terms of this Agreement shall be controlling.
2.Effective Date.This Agreement is effective as of the date listed above,and shall remain in full
force and effect until Contractor has rendered the services required by this Agreement.
3.Time.Time is of the essence in this Agreement.
4.Compensation.In consideration of the services rendered hereunder,City shall pay Contractor a
not to exceed amount of One Million Five Hundred Fifteen Thousand Six Hundred Seventy Five
dollars ($1,515,675.00)in accordance with the prices as submitted on the Bid Sheet of the
Proposal,which is attached hereto as Exhibit "A"and incorporated herein by this reference,and
in accordance with the Special Provisions.
5.Payments.City shall make payments within thirty (30)days after receipt of an undisputed and
properly submitted payment request from Contractor,or the City shall pay interest in accordance
with the requirements set forth in Public Contract Code section 20104.50.City shall return to
Contractor any payment request determined not to be a proper payment request as soon as
practicable,but not later than seven (7)days after receipt,and shall explain in writing the reasons
why the payment request is not proper.
A payment shall be made as the City Council of the City prescribes upon estimates approved by
the City Council.However,progress payments shall not be made in excess of ninety-five percent
(95%)of the percentage of actual work completed plus a like percentage of the value of material
delivered on the ground or stored subject to,or under the control of,the City,and unused.The
City shall withhold not less than five percent (5%)of the Agreement price until fmal completion
and acceptance of the Project.However,at any time after fifty percent (50%)of the work has
been completed,if the City Council of the City finds that satisfactory progress is being made,it
may,at its discretion,make any of the remaining progress payments in full for actual work
completed.
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6.Proposition C,Measure R,and STP-L Funds.Contractor ensures:
a.All Proposition C funds will be used for public transit purposes as defmed in Metro's
Local Return Program Guidelines and that the Project will meet the legal requirements of
the Proposition C Ordinance and Metro's Local Return Program Guidelines criteria;
b.All Measure R funds will be used only for public transportation purpose as defmed in Los
Angeles County's Metropolitan Transportation Authority's Measure R Local Return
Guidelines;and
c.All Surface Transportation Program -Local ("STP-L")funds will only be used as
permitted by 23 U.S.C.section 133.
7.Substitute Security.
a.At the written request and expense of Contractor,securities equivalent to any moneys
withheld by the City to ensure performance under this Agreement shall be deposited with
the City,or with a state or federally chartered bank in the State of California as the
escrow agent,that shall then pay those moneys to Contractor.Upon satisfactory
completion.of the Agreement,the securities shall be returned to Contractor.
b.Alternatively,Contractor may request that the City shall make payment of retentions
earned directly to the escrow agent at the expense of Contractor.At the expense of
Contractor,Contractor may direct the investment ofthe payments into securities,and
Contractor shall receive the interest earned on the investments upon the same terms
provided for securities deposited by Contractor.Upon satisfactory completion of the
Agreement,Contractor shall receive from the escrow agent all securities,interest,and
payments received by the escrow agent from the City,pursuant to the terms of this
Section.
c.Securities eligible for investment shall include those listed in California Government
Code Section 16430,bank or savings and loan certificates of deposit,interest-bearing
demand deposit accounts,standby letters of credit,or any other security to which
Contractor and the City mutually agree in writing.Contractor shall be the beneficial
owner of any securities substituted for moneys withheld and shall receive any interest
thereon.
d.If Contractor elects to receive interest on moneys withheld in retention by the City,it
shall,at the request of any subcontractor performing more than five percent (5%)of
Contractor's total bid,make that option available to the subcontractor regarding any
moneys withheld in retention by Contractor from the subcontractor.Further mandatory
details are provided in Public Contract Code Section 22300(d),which is incorporated
herein by this reference.
e.The escrow agreement for security deposits in lieu of retention shall be substantially
similar to the form provided in Public Contract Code Section 22300(t),which is
incorporated herein by this reference.
8.Taxes.Contractor shall calculate payment for all sales,unemployment,old age pension and other
taxes imposed by local,State of California and federal law.These payments are included in the
total amounts in Exhibit "B."
9.Audit.The City or its representative shall have the option of inspecting and/or auditing all records
and other written materials used by Contractor in preparing its billings to the City as a condition
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precedent to any payment to Contractor.Contractor will promptly furnish documents requested
by the City.Additionally,Contractor shall be subject to State Auditor examination and audit at
the request of the City or as part of any audit of the City,for a period of three (3)years after fmal
payment under this Agreement,and to Proposition C or Measure R Local Return audits for a
period of four (4)years after final payment under this Agreement.
10.Unresolved Disputes.In the event that a dispute arises between the City and Contractor regarding
whether the conditions materially differ,involve hazardous waste,or cause a decrease or increase
in Contractor's cost of or time required for performance of any part of the work,Contractor shall
not be excused from any scheduled completion date provided for by the Agreement,but shall
proceed with all work to be performed under the Agreement.Contractor shall retain any and all
rights provided that pertain to the resolution of disputes and protests between the parties.In the
event of any dispute or controversy with the City over any matter whatsoever,Contractor shall
not cause any delay or cessation in or of work,but shall proceed with the·performance of the
work in dispute.This includes disputed time extension requests and prices for changes.The
disputed work will be categorized as an "unresolved dispute"and payment,if any,shall be as
later determined by mutual agreement or a court of law.Contractor shall keep accurate,detailed
records of all disputed work,claims and other disputed matters.Public Contract Code Sections
20104 et seq.and Rancho Palos Verdes Municipal Code chapter 3.24 ("Claims Against the City")
shall govern the procedures of the claim process,and these provisions are incorporated herein by
this reference.
11.Independent Contractor.Contractor is and shall at all til;nes remain,as to the City,a wholly
independent contractor.Neither the City nor any of its agents shall have control over the conduct
of Contractor or any of the Contractor's employees,except as herein set forth,and Contractor is
free to dispose of all portions of its time and activities which it is not obligated to devote to the
City in such a manner and to such persons,firms,or corporations at the Contractor wishes except
as expressly provided in this Agreement.Contractor shall have no power to incur any debt,
obligation,or liability on behalf of the City,bind the City in any manner,or otherwise act on
behalf of the City as an agent.Contractor shall not,at any time or in any manner,represent that it
or any of its agents,servants or employees,are in any manner agents,servants or employees of
City.Contractor agrees to pay all required taxes on amounts paid to Contractor under this
Agreement,and to indemnify and hold the City harmless from any and all taxes,assessments,
penalties,and interest asserted against the City by reason of the independent contractor
relationship created by this Agreement.Contractor shall fully comply with the workers'
compensation law regarding Contractor and its employees.Contractor further agrees to
indemnify and hold the City harmless from any failure of Contractor to comply with applicable
workers'compensation laws.The City shall have the right to offset against the amount of any
compensation due to Contractor under this Agreement any amount due to the City from
Contractor as a result of its failure to promptly pay to the City any reimbursement or
indemnification arising under this Section.
12.Termination.This Agreement may be canceled by City at any time without penalty upon thirty
(30)days'written notice.In the event of termination without fault of Contractor,City shall pay
Contractor for all satisfactory services rendered prior to date of termination,as determined by the
City,and such payment shall be in full satisfaction of all services rendered hereunder.
13.Incorporation by Reference.All of the following documents are attached hereto and incorporated
herein by this reference:City of Rancho Palos Verdes Instructions for Execution of Instruments;
Insurance Requirements for the City of Rancho Palos Verdes Public Works Contract;Workers'
Compensation Certificate of Insurance;Agreement to Comply with California Labor Law
Requirements;Indemnification and Hold Harmless Agreement and Waiver of Subrogation and
Contribution;Additional Insured Endorsement (Comprehensive General Liability);Additional
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Insured Endorsement (Automobile Liability);Additional Insured Endorsement (Excess Liability);
and Federal Requirements (29 CFR §5.3).
14.Antitrust Claims.Contractor offers and agrees to assign to the City all rights,title,and interest in
and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C.Sec.15)or
under the Cartwright Act (Chapter 2 (commencing with Section 16700)of Part 2 of Division 7 of
the California Business and Professions Code)arising from purchases of goods,services,or
materials pursuant to the Agreement.This assignment shall be made and become effective at the
time the City tenders final payment to Contractor without further acknowledgment by the parties.
15.Utilities.The City acknowledges its responsibilities with respect to locating,relocating,
removing or protecting utility facilities on the site of the Project,if it entails construction and
such utilities are not identified by the City in writing by the time of execution of this Agreement.
Subject to the terms of the Bid Documents,the City shall compensate Contractor for the costs of
relocating and repairing damage not due to Contractor's failure to exercise reasonable care,
removing or relocating such utility facilities not indicated in writing with reasonable accuracy,
and equipment on the Project necessarily idled during such work.The City shall not assess
liquidated damages to the Contractor for delay in completion of the Project if such delay was
caused by the owner of the utility in providing for removal or relocation of such utility facilities.
16.Location of Existing Elements.The methods used and costs involved to locate existing elements,
points of connection and all construction methods are Contractor's sole responsibility.Accuracy
of information furnished,as to existing conditions,is not guaranteed by the City.Contractor,at its
sole expense,must make all investigations necessary to determine locations of existing elements,
which may include,without limitation,contacting U.S.A.Alert and other private underground
locating firm(s),utilizing specialized locating equipment and/or hand trenching.
17.Prevailing Wages.City and Contractor acknowledge that this project is a public work to which
prevailing wages apply.Contractor further acknowledges the provisions of the State Labor Code
requiring every employer to pay at least the minimum prevailing rate of per diem wages for each
craft,classification,or type of workman needed to execute this contract.Contractor further
acknowledges that this is a federally assisted construction contract and that federal labor
standards provisions,including prevailing wage requirements of the Davis-Bacon and Related
Acts,will be enforced.Contractor understands that in the event of a conflict between the Federal
General Wage Decision as established by the United States Department of Labor (available at
www.access.gpo.gov/davisbacon/ca.html)and the State General Prevailing Wage Determination
as established by the California Department of Industrial Relations (available at
http://www.dir.ca.gov/DLSR/PWD/index.htm).the higher of the two will prevail.Eight hours of
labor constitutes a legal day's work.
18.Workers'Compensation Insurance.California Labor Code Sections 1860 and 3700 provide that
every contractor will be required to secure the payment of compensation to its employees.In
accordance with the provisions of California Labor Code Section 1861,the Contractor hereby
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 under take 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."
19.Nondiscriminatory Employment.Contractor shall not unlawfully discriminate against any
individual based on race,color,religion,nationality,gender,sex,sexual orientation,age or
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condition of disability.Contractor understands and agrees that it is bound by and will comply
with the nondiscrimination mandates of all statutes and local ordinances and regulations.
20.Debarred,Suspended or Ineligible Contractors.Contractor shall not be debarred throughout the
duration of this Agreement.Contractor shall not perform work with debarred subcontractor
pursuant to California Labor Code Section 1777.1 or 1777.7.
21.Compliance with Laws.Contractor shall comply with all applicable federal,state and local laws,
ordinances,codes and regulations in force at the time Contractor performs pursuant to this
Agreement,including but not limited to the American With Disabilities Act (ADA),CEQA and
NEPA,afftrmative action,transit accessibility and public health and safety requirements and fair
labor practices.
22.Bonds.Contractor shall obtain faithful performance and payment bonds as required by law,and
nothing in this Agreement shall be read to excuse this requirement.The required forms entitled
Payment Bond (Labor and Materials)and Performance Bond are attached hereto and incorporated
herein by this reference.
23.Contractor's Representations.Contractor represents,covenants and agrees that:a)Contractor is
licensed,qualifted,and capable of furnishing the labor,materials,and expertise necessary to
perform the servict:s in accordance with the terms and conditions set forth in this Agreement;b)
there are no obligations,commitments,or impediments of any kind that will limit or prevent its
full performance under this Agreement;c)there is no litigation pending against Contractor,and
Contractor is not the subject of any criminal investigation or proceeding;and d)to Contractor's
actual knowledge,neither Contractor nor its personnel have been convicted of a felony.
24.Conflicts of Interest.Contractor agrees not to accept any employment or representation during the
term of this Agreement or within twelve (12)months after completion of the work under this
Agreement which is or may likely make Contractor "ftnancially interested,"as provided in
Government Code Section 1090 and 87100,in any decisions made by City on any matter in
connection with which Contractor has been retained pursuant to this Agreement.
25.Third Party Claims.City shall have full authority to compromise or otherwise settle any claim
relating to the Agreement at any time.City shall timely notify Contractor of the receipt of any
third-party claim relating to the Agreement.City shall be entitled to recover its reasonable costs
incurred in providing this notice.
26.Applicable Law.The validity,interpretation,and performance of this Agreement shall be
controlled by and construed under the laws of the State of California,excluding California's
choice of law rules.Venue for any such action relating to this Agreement shall be in the Los
Angeles County Superior Court.
27.Attorneys'Fees.If any legal action or other proceeding,including action for declaratory relief,is
brought for the enforcement of this Agreement or because of an alleged dispute,breach,default
or misrepresentation in connection with this Agreement,the prevailing party shall be entitled to
recover reasonable attorneys'fees,experts'fees,and other costs,in addition to any other reliefto
which the party may be entitled.
28.Titles.The titles used in this Agreement are for convenience only and shall in no way deftne,
limit or describe the scope or intent of this Agreement or any part of it.
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29.Authority.The person executing this Agreement on behalf of Contractor warrants and represents
that he or she has the authority to execute this Agreement on behalf of Contractor and has the
authority to bind Contractor to the performance of its obligations hereunder.
30.Entire Agreement.This Agreement,including any other documents incorporated herein by
specific reference,represents the entire and integrated agreement between City and Contractor.
This Agreement supersedes all prior oral or written negotiations,representations or agreements.
This Agreement may not be modified or amended,nor any provision or breach waived,except in
a writing signed by both parties which expressly refers to this Agreement.
31.Construction.In the event of any asserted ambiguity in,or dispute regarding the interpretation
of any matter herein,the interpretation of this Agreement shall not be resolved by any rules of
interpretation providing for interpretation against the party who causes the uncertainty to exist or
against the party who drafted the Agreement or who drafted that portion of the Agreement.
32.Non-waiver of Terms,Rights and Remedies.Waiver by either party of anyone or more of the
conditions of performance under this Agreement shall not be a waiver of any other condition of
performance under this Agreement.In no event shall the making by the City of any payment to
Consultant constitute or be construed as a waiver by the City of any breach of covenant,or any
default which may then exist on the part of Consultant,and the making of any such payment by
the City shall in no.way impair or prejudice any right or remedy available to the City with regard
to such breach or default.
33.Notice.Except as otherwise required by law,any notice or other communication authorized or
required by this Agreement shall be in writing and shall be deemed received on (a)the day of
delivery if delivered by hand or overnight courier service during Contractor's or City's regular
business hours or (b)on the third business day following deposit in the United States mail,
postage prepaid,to the addresses listed below,or at such other address as one party may notify
the other:
To CITY:
Mr.Ray Holland,Director of Public Works
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes,CA 90275
To CONTRACTOR:
The address listed in Exhibit "B."
34.Counterparts.This Agreement may be executed in counterpart originals,duplicate originals,or
both,each of which is deemed to be an original for all purposes.
35.Severability.If any term or portion of this Agreement is held to be invalid,illegal,or otherwise
unenforceable by a court of competent jurisdiction,the remaining provisions of this Agreement
shall continue in full force and effect.
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IN WITNESS WHEREOF,the parties hereto have executed the within Agreement the day and year fIrst
above written.
CITY OF RANCHO PALOS VERDES
By:_
Mayor
ATTEST:
By:_
City Clerk
CONTRACTOR:
By:_
Signature
Printed Name
Date
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CITY OF RANCHO PALOS VERDES
INSTRUCTIONS FOR EXECUTION OF INSTRUMENTS
THIS IS INSTRUCTION ONLY -IT IS NOT TO BE SIGNED OR USED IN CONJUNCTION WITH
THE AGREEMENT OR ANY OTHER FORMS THAT MUST BE TURNED INTO THE CITY OF
RANCHO PALOS VERDES -IT IS SIMPLY A FORMAT TO USE WHEN FILLING OUT
DOCUMENTS.
1.By an Individual.The individual must sign the instrument,and if he/she is doing business under
a fictitious name,the fictitious name must be set forth.The signature must be acknowledged
before a Notary Public,using the proper form of acknowledgment.
2.By a Partnership.The name of the partnership must be set forth followed by the signatures of
less than all of the partners will be acceptable only if submitted with evidence of authority to act
on behalf of the partnership.The signatures must be acknowledged before a Notary Public,using
the proper form of acknowledgment.
3.By a Corporation.The name of the corporation must be set forth,followed by the signatures of
the President or Vice President and Secretary or Assistant Secretary.The signatures must be
acknowledged before a Notary Public, using in substance the following form of acknowledgment.
4.By a Surety.The name of the surety must be set forth,followed by an authorized signature.The
signatures must be acknowledged before a Notary Public,using the proper form of
acknowledgment.
STATE OF --J)
)SS.
COUNTY OF )
On ,20__,before me,the undersigned,appeared _
known to me to be the President or Vice President and known to be to be the Secretary or Assistant
Secretary of the corporation that executed the within instrument,and acknowledged to me that such
corporation executed the within instrument pursuant to its by-laws or a resolution of its City Council.
WITNESS my signature and seal.
Notary Public
(Seal)
C-8 K-13
INSURANCE REQUIREMENTS FOR CITY OF RANCHO PALOS VERDES
PUBLIC WORKS CONTRACT
The Contractor shall at all time during the term of this Agreement carry,maintain,and keep in full force
and effect,with an insurance company admitted to do business in California and approved by the City (1)
a policy or policies of broad-form comprehensive general liability insurance with minimum limits of
$5,000,000.00 combined single limit coverage against any injury,death,lose,or damage as a result of
wrongful or negligent acts by the Contractor,its officers,employees,agents,and independent contractors
in performance of services under this Agreement;(2)property damage insurance with a minimum limit of
$1,000,000.00;(3)automotive liability insurance with a minimum combined single limits coverage of
$5,000,000.00;and (4)workers'compensation insurance with a minimum limit of $1,000,000.00 or the
amount required by law,whichever is greater.The City,its officers,employees,attorneys,and volunteers
shall be named as additional insured on the policy(ies)as to comprehensive general liability,property
damage,and workers'compensation coverages.
1.Acceptable insurance coverage shall be placed with carriers admitted to write insurance
in California,or carriers with a rating of,or equivalent to,A:VII by A.M.Best &
Company.Any deviation from this rule shall require specific approval,in writing,from
the City.
2.All insurance policies shall provide that the insurance coverage shall not be non-renewed,
canceled,reduced,or otherwise modified (except through addition of additional insured
to the policy)by the insurance carrier without the insurance carrier giving the City thirty
(30)days prior written notice thereof.The Contractor agrees that it will not cancel,
reduce or otherwise modify said insurance coverage.
3.The Contractor agrees that if it does not keep the aforesaid insurance in full force and
effect,and such insurance is available at a reasonable cost,the City may take out the
necessary insurance and pay the premium thereon,and the repayment thereof shall be
deemed an obligation of the Contractor and the cost of such insurance may be deducted,
at the option of the City,from payments due the Contractor.
4.The Contractor shall submit to the City (1)insurance certificates indicating compliance
with the minimum workers'compensation insurance requirements above,and (2)
insurance policy endorsements above,not less than one (1)day prior to beginning of
performance under this Agreement.Endorsements must be executed on the City's
appropriate standard forms entitled "Additional Insured Endorsement,"copies of which
are attached hereto.
C-9
K-14
Bond No._
PAYMENT BOND
(LABOR AND MATERIALS)
KNOW ALL PERSONS BY THESE PRESENTS that:
WHEREAS the _
("Public Agency"),has awarded to _
(Name and address ofContractor)
("Principal"),a contract (the "Contract")for the work described as follows:ARTERIAL ROADS
REHABILITATION PROJECT FISCAL YEAR 2010-2011
WHEREAS,Principal is required under the terms of the Contract and the California Civil Code to secure
the payment of claims of laborers,mechanics,materialmen,and other persons as provided by law.
NOW,THEREFORE,w~,the undersigned Principal,and _
(Name and address ofSurety)
("Surety")a duly admitted surety insurer under the laws of the State of California,as Surety,are
held and firmly bound unto the Public Agency in the penal sum of _
Dollars ($),this amount being not less than one hundred
percent (100%)of the total contract price,in lawful money of the United States of America,for the
payment of which sum well and truly to be made,we bind ourselves,our heirs,executors,administrators,
successors,and assigns,jointly and severally,firmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH THAT,if the hereby bounded Principal,his,her
or its heirs,executors,administrators,successors or assigns,or subcontractors shall fail to pay any of the
persons named in Section 3181 of the California Civil Code,or any amounts due under the
Unemployment Insurance Code with respect to work or labor performed under the Contract,or for any
amounts required to be deducted,withheld,and paid over to the Employment Development Department
from the wages of employees of the Principal and subcontractors pursuant to Section 13020 of the
Unemployment Insurance Code,with respect to work or labor performed under the Contract,the Surety
will pay for the same in an amount not exceeding the penal sum specified in this bond;otherwise,this
obligation shall become null and void.
This bond shall inure to the benefit of any of the persons named in Section 3181 of the California Civil
Code so as to give a right of action to such persons or their assigns in any suit brought upon the bond.In
case suit is brought upon this bond,Surety further agrees to pay all court costs and reasonable attorneys'
fees in an amount fixed by the court.
Further,the Surety,for value received,hereby stipulates and agrees that no change,extension of time,
alteration,addition or modification to the terms of the Contract,or of the work to be performed
thereunder,or the specifications for the same,shall in any way affect its obligations under this bond,and
it does hereby waive notice of any such change,extension of time,alteration,addition,or modification to
the terms of the Contract or to the work or to the specifications thereunder.Surety hereby waives the
provisions of California Civil Code'2845 and 2849.
C-I0 K-15
IN WITNESS WHEREOF,two (2)identical counterparts of this instrument,each of which shall for all
purposes be deemed an original hereof,have been duly executed by Principal and Surety,on the date set
forth below,the name of each corporate party being hereto affixed and these presents duly signed by its
undersigned representative(s)pursuant to authority of its governing body.
Dated:_
"Principal"
By:_
Its
By:_
Its
(Seal)
APPROVED AS TO SURETY AND
PRINCIPAL AMOUNT
By:_
Insurance Administrator
"Surety"
By:_
Its
By:_
Its
(Seal)
APPROVED AS TO FORM:
RICHARDS,WATSON &GERSHON
A Professional Corporation
By:_
Public Agency Attorney
Note:This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any
person signing as attorney-in-fact must be attached.
C-ll K-16
Bond No.----
PERFORMANCE BOND
KNOW ALL PERSONS BY THESE PRESENTS that:
WHEREAS the _
("Public Agency"),has awarded to _
(Name and address ofContractor)
("Principal"),a contract (the "Contract")for the work described as follows:ARTERIAL ROADS
REHABILITATION PROJECT FISCAL YEAR 2010-2011
WHEREAS,Principal is required under the terms of the Contract to furnish a bond for the faithful
performance of the Contract.
NOW,THEREFORE,we,the undersigned Principal,and _
(Name and address ofSurety)
("Surety")a duly admitted surety insurer under the laws of the State of California,as Surety,are
held and firmly bound unto the Public Agency in the penal sum of _
Dollars ($),this amount being not less than the
total contract price,in lawful money of the United States of America,for the payment of which sum
well and truly to be made,we bind ourselves,our heirs,executors,administrators,successors,and
assigns,jointly and severally,frrmly by these presents.
THE CONDITION OF THIS OBLIGATION IS SUCH THAT,if the hereby bounded Principal,his,her
or its heirs,executors,administrators,successors or assigns,shall in all things stand to and abide by,and
well and truly keep and perform all the undertakings,terms,covenants,conditions and agreements in the
Contract and any alteration thereof made as therein provided,on the Principal's part to be kept and
performed,all within the time and in the manner therein specified,and in all respects according to their
true intent and meaning,and shall indemnify and hold harmless the Public Agency,its officers,agents,
and others as therein provided,then this obligation shall become null and void;otherwise,it shall be and
remain in full force and effect.
In case suit is brought upon this bond,Surety further agrees to pay all court costs and reasonable
attorneys'fees in an amount fixed by the court.
FURTHER,the Surety,for value received,hereby stipulates and agrees that no change,extension oftime,
alteration,addition or modification to the terms of the Contract,or of the work to be performed
thereunder,or the specifications for the same,shall in any way affect its obligations under this bond,and
it does hereby waive notice of any such change,extension of time,alteration,addition,or modification to
the terms of the Contract or to the work or to the specifications thereunder.Surety hereby waives the
provisions of California Civil Code '2845 and 2849.The City is the principal beneficiary of this bond
and has all rights of a party hereto.
C-12 K-17
IN WITNESS WHEREOF,two (2)identical counterparts of this instrument,each of which shall for all
purposes be deemed an original hereof,have been duly executed by Principal and Surety,on the date set
forth below,the name of each corporate party being hereto affixed and these presents duly signed by its
undersigned representative(s)pursuant to authority of its governing body.
Dated:_
"Principal"
By:_
Its
By:_
Its
(Seal)
APPROVED AS TO SURETY AND
PRINCIPAL AMOUNT
By:_
Insurance Administrator
"Surety"
By:_
Its
By:_
Its
(Seal)
APPROVED AS TO FORM:
RICHARDS,WATSON &GERSHON
A Professional Corporation
By:_
Public Agency Attorney
Note:This bond must be executed in duplicate and dated,all signatures must be notarized,and evidence of the authority of any
person signing as attorney-in-fact must be attached
C-13 K-18
WORKERS'COMPENSATION
CERTIFICATE OF INSURANCE
WHEREAS,the City of Rancho Palos Verdes has required certain insurance to be provided by:
NOW THEREFORE,the undersigned insurance company does hereby certify that it has issued the policy
or policies described below to the following named insureds and that the same are in force at this time:
1.This certificate is issued to:
City of Rancho Palos Verdes
City Hall
30940 Hawthorne Boulevard
Rancho Palos Verdes,California 90275
2.The insureds under such policy or policies are:
3.Workers'Compensation Policy or Policies in a form approved by the Insurance Commissioner of
California covering all operations of the named insureds as follows:
Policy Number Effective Date Expiration Date
4.Said policy or policies shall not be canceled,nor shall there be any reduction in coverage or limits
of liability,unless and until thirty days'written notice thereof has been served upon the City Clerk
of the City of Rancho Palos Verdes
By:_
Its Authorized Representative
C-14
K-19
AGREEMENT TO COMPLY WITH
CALIFORNIA LABOR LAW REQUIREMENTS
[Labor Code 1720,1773.8,1775, 1776,1777.5,1813, 1860,1861,3700]
The undersigned Contractor certifies that it is aware of and hereby agrees to fully comply with the
following provisions of California law:
1.Contractor acknowledges that this contract is subject to the provisions of Division 2,Part 7,
Chapter 1 (commencing with Section 1720)of the California Labor Code relating to public works
and the awarding public agency ("Agency")and agrees to be bound by all the provisions thereof
as though set forth in full herein.
2.Contractor agrees to comply with the provisions of California Labor Code Section 1773.8 which
requires the payment of travel and subsistence payments to each worker needed to execute the
work to the extent required by law.
3.Contractor agrees to comply with the provisions of California Labor Code Sections 1774 and
177 5 concerning the payment of prevailing rates of wages to workers and the penalties for failure
to pay prevailing wages.The Contractor shall,as a penalty to the Agency,forfeit not more thail
fifty dollars ($50)for each calendar day,or portion thereof,for each worker paid less than the
prevailing rates as ·determined by the Director of Industrial Relations for the work or craft in
which the worker is employed for any public work done under the contract by Contractor or by
any subcontractor.
4.Contractor agrees to comply with the provisions of California Labor Code Section 1776 which
require Contractor and each subcontractor to (1)keep accurate payroll records,(2)certify and
make such payroll records available for inspection as provided by Section 1776,and (3)inform
the Agency of the location of the records.The Contractor is responsible for compliance with
Section 1776 by itself and all of its subcontractors.
5.Contractor agrees to comply with the provisions of California Labor Code Section 1777.5
concerning the employment of apprentices on public works projects,and further agrees that
Contractor is responsible for compliance with Section 1777.5 by itself and all of its
subcontractors.
6.Contractor agrees to comply with the prOVISIOns of California Labor Code Section 1813
concerning penalties for workers who work excess hours.The Contractor shall,as a penalty to
the Agency,forfeit twenty-five dollars ($25)for each worker employed in the execution of the
contract by the Contractor or by any subcontractor for each calendar day during which such
worker is required or permitted to work more than 8 hours in anyone calendar day and 40 hours
in anyone calendar week in violation of the provisions of Division 2,Part 7,Chapter 1,Article 3
of the California Labor Code.
7.California Labor Code Sections 1860 and 3700 provide that every contractor will be required to
secure the payment of compensation to its employees.In accordance with the provisions of
California Labor Code Section 1861,Contractor hereby certifies as follows:
"1 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 1
will comply with such provisions before commencing the performance of the
work of this contract."
Date _Signature _
C-15
K-20
INDEMNIFICATION AND HOLD HARMLESS AGREEMENT
AND WAIVER OF SUBROGATION AND CONTRIBUTION
Contract!AgreementlLicenselPermit No.or description:_
Indemnitor(s)(list all names):
To the fullest extent permitted by law,Indemnitor hereby agrees,at its sole cost and expense,to
defend,protect,indemnify,and hold harmless the City of Rancho Palos Verdes and its elected
officials,officers,attorneys,agents,employees,volunteers,successors,and assigns (collectively
"Indemnitees")from and against any and all damages,costs,expenses,liabilities,claims,demands,
causes of action,proceedings,expenses,judgments,penalties,liens,and losses of any nature whatsoever,
including fees of accountants,attorneys,or other professionals and all costs associated therewith
(collectively "Liabilities"),arising or claimed to arise,directly or indirectly,out of,in connection with,
resulting from,or related to any act,failure to act,error,or omission of Indemnitor or any of its officers,
agents,servants,employees,subcontractors,materialmen,suppliers or their officers,agents,servants or
employees,arising or claimed to arise,directly or indirectly,out of,in connection with,resulting from,or
related to the above-referenced contract,agreement,license,or permit (the "Agreement")or the
performance or failure to perform any term,provision,covenant,or condition ofthe Agreement,including
this indemnity provision.This indemnity provision is effective regardless of any prior,concurrent,or
subsequent active or passive negligence by Indemnitees and shall operate to fully indemnify Indemnitees
against any such negligence.This indemnity provision shall survive the termination of the Agreement
and is in addition to any other rights or remedies which Indemnitees may have under the law.Payment is
not required as a condition precedent to an Indemnitee's right to recover under this indemnity provision,
and an entry of judgment against an Indemnitee shall be conclusive in favor of the Indemnitee's right to
recover under this indemnity provision.Indemnitor shall pay Indemnitees for any attorney's fees and
costs incurred in enforcing this indemnification provision.Notwithstanding the foregoing,nothing in this
instrument shall be construed to encompass (a)Indemnitees'sole negligence or willful misconduct to the
limited extent that the underlying Agreement is subject to Civil Code 2782(a)or (b)the contracting public
agency's active negligence to the limited extent that the underlying Agreement is subject to Civil Code
2782(b).This indemnity is effective without reference to the existence or applicability of any insurance
coverages which may have been required under the Agreement or any additional insured endorsements
which may extend to Indemnitees.
Indemnitor,on behalf of itself and all parties claiming under or through it,hereby waives all rights of
subrogation and contribution against the Indemnitees,while acting within the scope of their duties,from
all claims,losses and liabilities arising out of or incident to activities or operations performed by or on
behalf of the Indemnitor regardless of any prior,concurrent,or subsequent active or passive negligence
by the Indemnitees.
In the event there is more than one person or entity named in the Agreement as an Indemnitor,then all
obligations,liabilities,covenants and conditions under this instrument shall be joint and several.
"Indemnitor"
Name _
By:_
Its
Name _
By:_
Its
C-16 K-21
ADDITIONAL INSURED ENDORSEMENT
COMPREHENSIVE GENERAL LIABILITY
Name and address ofnamed insured ("Named Insured''):
Name and address ofInsurance Company ("Company''):
General description ofagreement(s),permit(s),licensers),and/or activity(ies)insured:
Notwithstanding any inconsistent statement in the policy to which this endorsement is attached
(the "Policy")or in any endorsement now or hereafter attached thereto,it is agreed as follows:
1.The _
("Public Agency"),its elected officials,officers,attorneys,agents,employees,and volunteers are
additional insureds (the above named additional insureds are hereafter referred to as the "Additional
Insureds")under the Policy in relation to those activities described generally above with regard to
operations performed by or.on behalf of the Named Insured.The Additional Insureds have no liability for
the payment of any premiums or assessments under the Policy.
2.The insurance coverages afforded the Additional Insureds under the Policy shall be
primary insurance,and no other insurance maintained by the Additional Insureds shall be called upon to
contribute with the insurance coverages provided by the Policy.
3.Each insurance coverage under the Policy shall apply separately to each Additional
Insured against whom claim is made or suit is brought except with respect to the limits of the Company's
liability.
4.Nothing in this contract of insurance shall be construed to preclude coverage of a claim
by one insured under the policy against another insured under the policy.All such claims shall be
covered as third-party claims,i.e.,in the same manner as if separate policies had been issued to each
insured.Nothing contained in this provision shall operate to increase or replicate the Company's limits of
liability as provided under the policy.
5.The insurance afforded by the Policy for contractual liability insurance (subject to the
terms,conditions and exclusions applicable to such insurance)includes liability assumed by the Named
Insured under the indemnification and/or hold harmless provision(s)contained in or executed in
conjunction with the written agreement(s)or permit(s)designated above,between the Named Insured and
the Additional Insureds.
6.The policy to which this endorsement is attached shall not be subject to cancellation,
change in coverage,reduction of limits (except as the result of the payment of claims),or non-renewal
except after written notice to Public Agency,by certified mail,return receipt requested,not less than
thirty (30)days prior to the effective date thereof.In the event of Company's failure to comply with this
notice provision,the policy as initially drafted will continue in full force and effect until compliance with
this notice requirement.
7.Company hereby waives all rights of subrogation and contribution against the Additional
Insureds,while acting within the scope of their duties,from all claims,losses and liabilities arising out of
or incident to the perils insured against in relation to those activities described generally above with
C-17 K-22
regard to operations performed by or on behalf of the Named Insured regardless of any prior,concurrent,
or subsequent active or passive negligence by the Additional Insureds.
8.It is hereby agreed that the laws of the State of California shall apply to and govern the
validity,construction,interpretation,and enforcement of this contract of insurance.
9.This endorsement and all notices given hereunder shall be sent to Public Agency at:
10.Except as stated above and not in conflict with this endorsement,nothing contained
herein shall be held to waive,alter or extend any of the limits,agreements,or exclusions of the policy to
which this endorsement is attached.
TYPE OF COVERAGES TO WHICH
THIS ENDORSEMENT ATTACHES
POLICY PERIOD
FROMITO
LIMITS OF
LIABILITY
11.Scheduled items or locations are to be identified on an attached sheet.The following
inclusions relate to the above coverages.Includes:
°Contractual Liability
°OwnerslLandlords/Tenants
°Manufacturers/Contractors
°Products/Completed Operations
°Broad Form Property Damage
°Extended Bodily Injury
°Broad Form Comprehensive
General Liability Endorsement
°Explosion Hazard
°Collapse Hazard
°Underground Property Damage
°Pollution Liability
°Liquor Liability
0 _
0 _
0_-,-_
12.A °deductible or °self-insured retention (check one)of $_
applies to all coverage(s)except:_
(ifnone,so state).The deductible is applicable °per claim or °per occurrence (check one).
13.This is an °occurrence or °claims made policy (check one).
14.This endorsement is effective on at 12:01 a.m.and forms a part
of Policy Number _
I,(print name),hereby
declare under penalty of peIjury under the laws of the State of California,that I have the authority to bind
the Company to this endorsement and that by my execution hereof,I do so bind the Company.
Executed ,20 _
Signature of Authorized Representative
Telephone No.:(---J)_
(Original signature only;no facsimile signature
or initialed signature accepted)
C-18 K-23
ADDITIONAL INSURED ENDORSEMENT
AUTOMOBILE LIABILITY
Name and address ofnamed insured ("Named Insured"):_
Name and address ofInsurance Company ("Company''):_
General description ofagreement(s),permit(s),license(s),and/or activity(ies)insured:
Notwithstanding any inconsistent statement in the policy to which this endorsement is attached
(the "Policy")or in any endorsement now or hereafter attached thereto,it is agreed as follows:
1.The _
("Public Agency"),its elected officials,officers,attorneys,agents,employees,and volunteers are
additional insureds (the above named additional insureds are hereafter referred to as the "Additional
Insureds")under the Policy in relation to those activities described generally above with regard to
operations performed by or on behalf of the Named Insured.The Additional Insureds have no liability for
the payment of any premiums or assessments under the Policy..
2.The insurance coverages afforded the Additional Insureds under the Policy shall be
primary insurance,and no other insurance maintained by the Additional Insureds shall be called upon to
contribute with the insurance coverages provided by the Policy.
3.Each insurance coverage under the Policy shall apply separately to each Additional
Insured against whom claim is made or suit is brought except with respect to the limits of the Company's
liability.
4.Nothing in this contract of insurance shall be construed to preclude coverage of a claim
by one insured under the policy against another insured under the policy.All such claims shall be
covered as third-party claims,i.e.,in the same manner as if separate policies had been issued to each
insured.Nothing contained in this provision shall operate to increase or replicate the Company's limits of
liability as provided under the policy.
5.The insurance afforded by the Policy for contractual liability insurance (subject to the
terms, conditions and exclusions applicable to such insurance)includes liability assumed by the Named
Insured under the indemnification and/or hold harmless provision(s)contained or executed in conjunction
with the written agreement(s)or permit(s)designated above,between the Named Insured and the
Additional Insureds.
6.The policy to which this endorsement is attached shall not be subject to cancellation,
change in coverage,reduction of limits (except as the result of the payment of claims),or non-renewal
except after written notice to Public Agency,by certified mail,return receipt requested,not less than
thirty (30)days prior to the effective date thereto.In the event of Company's failure to comply with this
notice provision,the policy as initially drafted will continue in full force and effect until compliance with
this notice requirement.
7.Company hereby waives all rights of subrogation and contribution against the Additional
Insureds,while acting within the scope of their duties,from all claims,losses and liabilities arising out of
or incident to the perils insured against in relation to those activities described generally above with
regard to operations performed by or on behalf of the Named Insured regardless of any prior,concurrent,
or subsequent active or passive negligence by the Additional Insureds.
C-19 K-24
8.It is hereby agreed that the laws of the State of California shall apply to and govern the
validity,construction,interpretation,and enforcement of this contract of insurance.
9.This endorsement and all notices given hereunder shall be sent to Public Agency at:
City Manager
City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes,California 90275
10.Except as stated above and not in conflict with this endorsement,nothing contained
herein shall be held to waive,alter or extend any of the limits,agreements,or exclusions of the policy to
which this endorsement is attached.
TYPE OF COVERAGES TO WHICH
THIS ENDORSEMENT ATTACHES
POLICY PERIOD
FROMlfO
LIMITS OF
LIABILITY
11.Scheduled items or locations are to be identified on an attached sheet.The following
inclusions relate to the above coverages.Includes:
1 Any Automobiles
1 All Owned Automobiles
1 Non-owned Automobiles
1 Hired Automobiles
1 Scheduled Automobiles
1 Garage Coverage
1 Truckers Coverage
1 Motor Carrier Act
1 Bus Regulatory Reform Act
1 Public Livery Coverage
1
1
12.A 0 deductible or 0 self-insured retention (check one)of $_
applies to all coverage(s)except:(ifnone,so state).The deductible is applicable
G per claim or G per occurrence (check one).
13.This is an 0 occurrence or 0 claims made policy (check one).
14.
Number
This endorsement is effective on at 12:01 a.m.and forms a part of Policy
I,(print name),hereby
declare under penalty of perjury under the laws of the State of California,that I have the authority to bind
the Company to this endorsement and that by my execution hereof,I do so bind the Company.
Executed "20__
Telephone No.:(.)_
Signature of Authorized Representative
(Original signature only;no facsimile signature
or initialed signature accepted)
C-20 K-25
ADDITIONAL INSURED ENDORSEMENT
EXCESS LIABll..ITY
Name and address ofnamed insured ("Named Insured''):
Name and address ofInsurance Company ("Company''):
General description ofagreement(s),permit(s),licensers),and/or activity(ies)insured:
Notwithstanding any inconsistent statement in the policy to which this endorsement is attached
(the "Policy")or in any endorsement now or hereafter attached thereto,it is agreed as follows:
1.The --,--_
("Public Agency"),its elected officials,officers,attorneys,agents,employees,and volunteers are
additional insureds (the above named additional insureds are hereafter referred to as the "Additional
Insureds")under the Policy in relation to those activities described generally above with regard to
operations performed by or on behalf ofthe Named Insured.The Additional Insureds have no liability for
the payment of any premiums or assessments under the Policy.
2.The insurance coverages afforded the Additional Insureds under the Policy shall be
primary insurance,and no other insurance maintained by the Additional Insureds shall be called upon to
contribute with the insurance coverages provided by the Policy.
3.Each insurance coverage under the Policy shall apply separately to each Additional
Insured against whom claim is made or suit is brought,except with respect to the limits of the Company's
liability.
4.Nothing in this contract of insurance shall be construed to preclude coverage of a claim
by one insured under the policy against another insured under the policy.All such claims shall be
covered as third-party claims,i.e.,in the same manner as if separate policies had been issued to each
insured.Nothing contained in this provision shall operate to increase or replicate the Company's limits of
liability as provided under the policy.
5.The insurance afforded by the Policy for contractual liability insurance (subject to the
terms,conditions and exclusions applicable to such insurance)includes liability assumed by the Named
Insured under the indemnification and/or hold harmless provision(s)contained in or executed in
conjunction with the written agreement(s)or permit(s)designated above,between the Named Insured and
the Additional Insureds.
6.The policy to which this endorsement is attached shall not be subject to cancellation,
change in coverage,reduction of limits (except as the result of the payment of claims),or non-renewal
except after written notice to Public Agency,by certified mail,return receipt requested,not less than
thirty (30)days prior to the effective date thereto.In the event of Company's failure to comply with this
notice provision,the policy as initially drafted will continue in full force and effect until compliance with
this notice requirement.
7.Company hereby waives all rights of subrogation and contribution against the Additional
Insureds,while acting within the scope of their duties,from all claims,losses and liabilities arising out of
or incident to the perils insured against in relation to those activities described generally above with
regard to operations performed by or on behalf of the Named Insured regardless of any prior,concurrent,
or subsequent active or passive negligence by the Additional Insureds.
8.
validity,
It is hereby agreed that the laws of the State of California shall apply to and govern the
construction,interpretation,and enforcement of this contract of insurance.
C-21 K-26
9.This endorsement and all notices given hereunder shall be sent to Public
Agency at:
City Manager
City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes,California 90275
10.Except as stated above and not in conflict with this endorsement,nothing contained
herein shall be held to waive,alter or extend any of the limits,agreements,or exclusions of the policy to
which this endorsement is attached.
TYPE OF COVERAGES TO WHICH
THIS ENDORSEMENT ATTACHES
POLICY PERIOD
FROM/TO
LIMITS OF
LIABILITY
D Following Form
D Umbrella Liability
D _
11.Applicable underlying coverages:
INSURANCE COMPANY POLICY NO.AMOUNT
12.The following inclusions,exclusions,extensions or specific provisions relate to the above
coverages:
13.A D deductible or D self-insured retention (check one)of $_
applies to all coverage(s)except:_
(ifnone,so state).The deductible is applicable D per claim or D per occurrence (check one).
14.This is an D occurrence or D claims made policy (check one).
15.This endorsement is effective on at 12:01 a.m.and forms a part of Policy
Number _
I,(print name),hereby
declare under penalty of peIjury under the laws of the State of California,that I have the authority to bind
the Company to this endorsement and that by my execution hereof,I do so bind the Company.
Executed ,20 __
Signature of Authorized Representative
Telephone No.:(.__---1)__
(Original signature only;no facsimile signature
or initialed signature accepted)
C-22 K-27
Federal Requirements (29 CFR §5.3)
(a)If the contract is in excess of $2,000 and is entered into for the actual construction,alteration and/or repair,
including painting and decorating,of a public building or public work,or building or work fmanced in whole or in
part from Federal funds or in accordance with guarantees of a Federal agency or fmanced from funds obtained by
pledge of any contract of a Federal agency to make a loan,grant or annual contribution (except where a different
meaning is expressly indicated),and which is subject to the labor standards provisions of any of the acts listed in §
5.1,the following clauses apply and are thus incorporated into the contract:
(1)Minimum wages.
(i)All laborers and mechanics employed or working upon the site of the work (or under the United States Housing
Act of 1937 or under the Housing Act of 1949 in the construction or development of the project),will be paid
unconditionally and not less often than once a week,and without subsequent deduction or rebate on any account
(except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland
Act (29 CFR part 3)),the full amount of wages and bona fide fringe benefits (or cash equivalents thereof)due at
time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor
which is attached hereto and made a part hereof,regardless of any contractual relationship which may be alleged to
exist between the contractor and such laborers and mechanics.
Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1(b)(2)of the Davis-
Bacon Act on behalf oflaborers or mechanics are considered wages paid to such laborers or mechanics,subject to
the provisions of paragraph (a).(l)(iv)of this section;also,regular contributions made or costs incurred for more
than a weekly period (but not less often than quarterly)under plans,funds,or programs which cover the particular
weekly period,are deemed to be constructively made or incurred during such weekly period.Such laborers and
mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the
classification of work actually performed,without regard to skill,except as provided in §5.5(a)(4).Laborers or
mechanics performing work in more than one classification may be compensated at the rate specified for each
classification for the time actually worked therein:Provided,That the employer's payroll records accurately set forth
the time spent in each classification in which work is performed.The wage determination (including any additional
classification and wage rates conformed under paragraph (a)(l)(ii)of this section)and the Davis-Bacon poster
(WH-1321)shall be posted at all times by the contractor and its subcontractors at the site of the work in a prominent
and accessible place where it can be easily seen by the workers.
(ii)(A)The contracting officer shall require that any class of laborers or mechanics,including helpers,which is not
listed in the wage determination and which is to be employed under the contract shall be classified in conformance
with the wage determination.The contracting officer shall approve an additional classification atld wage rate and
fringe benefits therefore only when the following criteria have been met:
(1)The work to be performed by the classification requested is not performed by a classification in the wage
determination;and
(2)The classification is utilized in the area by the construction industry;and
(3)The proposed wage rate,including any bona fide fringe benefits,bears a reasonable relationship to the wage
rates contained in the wage determination.
(B)If the contractor and the laborers and mechanics to be employed in the classification (if known),or their
representatives,and the contracting officer agree on the classification and wage rate (including the amount
designated for fringe benefits where appropriate),a report of the action taken shall be sent by the contracting officer
to the Administrator of the Wage and Hour Division,Employment Standards Administration,U.S.Department of
Labor,Washington,DC 20210.The Administrator,or an authorized representative,will approve,modify,or
disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or
will notify the contracting officer within the 30-<lay period that additional time is necessary.
(C)In the event the contractor,the laborers or mechanics to be employed in the classification or their
representatives,and the contracting officer do not agree on the proposed classification and wage rate (including the
amount designated for fringe benefits,where appropriate),the contracting officer shall refer the questions,including
C-23 K-28
the views of all interested parties and the recommendation of the contracting officer,to the Administrator for
determination.The Administrator,or an authorized representative,will issue a determination within 30 days of
receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that
additional time is necessary.
(D)The wage rate (including fringe benefits where appropriate)determined pursuant to paragraphs (a)(l)(ii)(B)or
(C)of this section,shall be paid to all workers performing work in the classification under this contract from the first
day on which work is performed in the classification.
(iii)Whenever the minimum wage rate prescribed in the contract for a class of laborers or mechanics includes a
fringe benefit which is not expressed as an hourly rate,the contractor shall either pay the benefit as stated in the
wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof.
(iv)If the contractor does not make payments to a trustee or other third person,the contractor may consider as part
of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide
fringe benefits under a plan or program,provided that the Secretary of Labor has found,upon the written request of
the contractor,the applicable standards of the Davis-Bacon Act have been met.The Secretary of Labor may require
the contractor to set aside in a separate account assets for the meeting of obligations under the plan or program.
(2)Withholding.The (write in name of Federal Agency or the loan or grant recipient)shall upon its own action or
upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld
from the contractor under this contract or any other Federal contract with the same prime contractor,or any other
federally-assisted contract subject to Davis-Bacon prevailing wage requirements,which is held by the same prime
contractor,so much of the accrued payments or advances as may be considered necessary to pay laborers and
mechanics,including apprentices,trainees,and helpers,employed by the contractor or any subcontractor the full
amount of wages required by the contract.In the event of failure to pay any laborer or mechanic,including any
apprentice,trainee,or helper,employed or working on the site of the work (or under the United States Housing Act
of 1937 or under the Housing Act of 1949 in the construction or development of the project),all or part of the wages
required by the contract,the (Agency)may,after written notice to the contractor,sponsor,applicant,or owner,take
such action as may be necessary to cause the suspension of any further payment,advance,or guarantee of funds
until such violations have ceased.
(3)Payrolls and basic records.
(i)Payrolls and basic records relating thereto shall be maintained by the contractor during the course of the work and
preserved for a period of three years thereafter for all laborers and mechanics working at the site of the work (or
under the United States Housing Act of 1937,or under the Housing Act of 1949,in the construction or development
of the project).Such records shall contain the name, address,and social security number of each such worker,his or
her correct classification,hourly rates of wages paid (including rates of contributions or costs anticipated for bona
fide fringe benefits or cash equivalents thereof of the types described in section 1(b)(2)(B)of the Davis-Bacon Act),
daily and weekly number of hours worked,deductions made and actual wages paid.Whenever the Secretary of
Labor has found under 29 CFR 5.5(a)(I)(iv)that the wages of any laborer or mechanic include the amount of any
costs reasonably anticipated in providing benefits under a plan or program described in section 1(b)(2)(B)of the
Davis-Bacon Act,the contractor shall maintain records which show that the commitment to provide such benefits is
enforceable,that the plan or program is financially responsible,and that the plan or program has been communicated
in writing to the laborers or mechanics affected,and records which show the costs anticipated or the actual cost
incurred in providing such benefits.Contractors employing apprentices or trainees under approved programs shall
maintain written evidence of the registration of apprenticeship programs and certification of trainee programs,the
registration of the apprentices and trainees,and the ratios and wage rates prescribed in the applicable programs.
(ii)(A)The contractor shall submit weekly for each week in which any contract work is performed a copy of all
payrolls to the (write in name of appropriate federal agency)ifthe agency is a party to the contract,but if the agency
is not such a party,the contractor will submit the payrolls to the applicant,sponsor,or owner,as the case may be,for
transmission to the (write in name of agency).The payrolls submitted shall set out accurately and completely all of
the information required to be maintained under 29 CFR 5.5(a)(3)(i),except that full social security numbers and
home addresses shall not be included on weekly transmittals.Instead the payrolls shall only need to include an
individually identifying number for each employee (e.g.,the last four digits of the employee's social security
number).The required weekly payroll information may be submitted in any form desired.Optional Form WH-347
C-24 K-29
is available from the Wage and Hour Division Web site (www.dol.gov/esa/whdlforms/wh347instr.htm)or its
successor site.The prime contractor is responsible for the submission of copies of payrolls by all subcontractors.
Contractors and subcontractors shall maintain the full social security number and current address of each covered
worker,and shall provide them upon request to the (write in name of appropriate federal agency)if the agency is a
party to the contract,but if the agency is not such a party,the contractor will submit them to the applicant,sponsor,
or owner,as the case may be,for transmission to the (write in name of agency),the contractor,or the Wage and
Hour Division of the Department of Labor for purposes of an investigation or audit of compliance with prevailing
wage requirements.It is not a violation of this section for a prime contractor to require a subcontractor to provide
addresses and social security numbers to the prime contractor for its own records,without weekly submission to the
sponsoring government agency (or the applicant,sponsor,or owner).
(B)Each payroll submitted shall be accompanied by a "Statement of Compliance,"signed by the contractor or
subcontractor or his or her agent who pays or supervises the payment of the persons employed under the contract
and shall certify the following:
(1)That the payroll for the payroll period contains the information required to be provided under §5.5 (a)(3)(ii)of
Regulations,29 CFR part 5,the appropriate information is being maintained under §5.5 (a)(3)(i)of Regulations,29
CFR part 5,and that such information is correct and complete;
(2)That each laborer or mechanic (including each helper,apprentice,and trainee)employed on the contract during
the payroll period has been paid the full weekly wages earned,without rebate,either directly or indirectly,and that
no deductions have been made either directly or indirectly from the full wages earned,other than permissible
deductions as set forth in Regulations,29 CFR part 3;
(3)That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash
equivalents for the classification of work performed,as specified in the applicable wage determination incorporated
into the contract.
(C)The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-
347 shall satisfy the requirement for submission of the "Statement of Compliance"required by paragraph
(a)(3)(ii)(B)of this section.
(D)The falsification of any of the above certifications may subject the contractor or subcontractor to civil or
criminal prosecution under section 1001 of title 18 and section 231 of title 31 of the United States Code.
(iii)The contractor or subcontractor shall make the records required under paragraph (a)(3)(i)of this section
available for inspection,copying,or transcription by authorized representatives of the (write the name of the agency)
or the Department of Labor,and shall permit such representatives to interview employees during working hours on
the job.If the contractor or subcontractor fails to submit the required records or to make them available,the Federal
agency may,after written notice to the contractor,sponsor,applicant,or owner,take such action as may be
necessary to cause the suspension of any further payment,advance,or guarantee of funds.Furthermore,failure to
submit the required records upon request or to make such records available may be grounds for debarment action
pursuant to 29 CFR 5.12.
(4)Apprentices and trainees--
(i)Apprentices.Apprentices will be permitted to work at less than the predetermined rate for the work they
performed when they are employed pursuant to and individually registered in a bona fide apprenticeship program
registered with the U.S.Department of Labor,Employment and Training Administration,Office of Apprenticeship
Training,Employer and Labor Services,or with a State Apprenticeship Agency recognized by the Office,or if a
person is employed in his or her first 90 days of probationary employment as an apprentice in such an apprenticeship
program,who is not individually registered in the program,but who has been certified by the Office of
Apprenticeship Training,Employer and Labor Services or a State Apprenticeship Agency (where appropriate)to be
eligible for probationary employment as an apprentice.The allowable ratio of apprentices to journeymen on the job
site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force
under the registered program.Any worker listed on a payroll at an apprentice wage rate,who is not registered or
otherwise employed as stated above,shall be paid not less than the applicable wage rate on the wage determination
for the classification of work actually performed.In addition,any apprentice performing work on the job site in
C-25 K-30
excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the
wage determination for the work actually performed.Where a contractor is performing construction on a project in a
locality other than that in which its program is registered,the ratios and wage rates (expressed in percentages of the
journeyman's hourly rate)specified in the contractor's or subcontractor's registered program shall be observed.Every
apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of
progress,expressed as a percentage of the journeymen hourly rate specified in the applicable wage determination.
Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program.If the
apprenticeship program does not specify fringe benefits,apprentices must be paid the full amount of fringe benefits
listed on the wage determination for the applicable classification.If the Administrator determines that a different
practice prevails for the applicable apprentice classification,fringes shall be paid in accordance with that
determination.In the event the Office of Apprenticeship Training,Employer and Labor Services,or a State
Apprenticeship Agency recognized by the Office,withdraws approval of an apprenticeship program,the contractor
will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work
performed until an acceptable program is approved.
(ii)Trainees.Except as provided in 29 CFR 5.16,trainees will not be permitted to work at less than the pre-
determined rate for the work performed unless they are employed pursuant to and individually registered in a
program which has received prior approval,evidenced by formal certification by the U.S.Department of Labor,
Employment and Training Administration ("ETA").The ratio of trainees to journeymen on the job site shall not be
greater than permitted under the plan approved by the ETA.Every trainee must be paid at not less than the rate
specified in the approved program for the trainee's level of progress,expressed as a percentage of the journeyman
hourly rate specified in the applicable wage determination.Trainees shall be paid fringe benefits in accordance with
the provisions of the trainee program.If the trainee program does not mention fringe benefits,trainees shall be paid
the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour
Division determines that there is an apprenticeship program associated with the corresponding journeyman wage
rate on the wage determination which provides for less than full fringe benefits for apprentices.Any employee listed
on the payroll at a trainee rate who is not registered and participating in a training plan approved by the ETA shall
be paid not less than the applicable wage rate on the wage determination for the classification of work actually
performed.In addition,any trainee performing work on the job site in excess of the ratio permitted under the
registered program shall be paid not less than the applicable wage rate on the wage determination for the work
actually performed.In the event the ETA withdraws approval of a training program,the contractor will no longer be
permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable
program is approved.
(iii)Equal employment opportunity.The utilization of apprentices,trainees and journeymen under this part shall be
in conformity with the equal employment opportunity requirements of Executive Order 11246,as amended,and 29
CFRpart30.
(5)Compliance with Copeland Act requirements.The contractor shall comply with the requirements of29 CFR part
3,which are incorporated by reference in this contract.
(6)Subcontracts.The contractor or subcontractor shall insert in any subcontracts the clauses contained in 29 CFR
5.5(a)(1)through (10)and such other clauses as the (write in the name of the Federal agency)may by appropriate
instructions require,and also a clause requiring the subcontractors to include these clauses in any lower tier
subcontracts.The prime contractor shall be responsible for the compliance by any subcontractor or lower tier
subcontractor with all the contract clauses in 29 CFR 5.5.
(7)Contract termination:debarment.A breach of the contract clauses in 29 CFR 5.5 may be grounds for termination
of the contract,and for debarment as a contractor and a subcontractor as provided in.29 CFR 5.12.
(8)Compliance with Davis-Bacon and Related Act requirements.All rulings and interpretations of the Davis-Bacon
and Related Acts contained in 29 CFR parts 1,3,and 5 are herein incorporated by reference in this contract.
(9)Disputes concerning labor standards.Disputes arising out of the labor standards provisions of this contract shall
not be subject to the general disputes clause of this contract.Such disputes shall be resolved in accordance with the
procedures of the Department of Labor set forth in 29 CFR parts 5,6,and 7.Disputes within the meaning of this
clause include disputes between the contractor (or any of its subcontractors)and the contracting agency,the U.S.
Department of Labor,or the employees or their representatives.
C-26
K-31
(10)Certification of eligibility.
(i)By entering into this contract,the contractor certifies that neither it (nor he or she)nor any person or firm who
has an interest in the contractor's firm is a person or finn ineligible to be awarded Government contracts by virtue of
section 3(a)of the Davis-Bacon Act or 29 CFR 5.12(a)(I).
(ii)No part of this contract shall be subcontracted to any person or firm ineligible for award of a Government
contract by virtue of section 3 (a)of the Davis-Bacon Act or 29 CFR 5 .12(a)(1).
(iii)The penalty for making false statements is prescribed in the U.S.Criminal Code,18 U.S.C.1001.
(b)Contract Work Hours and Safety Standards Act.If a contract is in an amount in excess of $1 00,000 and subject
to the overtime provisions of the Contract Work Hours and Safety Standards Act,the following clauses,as set forth
in paragraphs (b)(l),(2), (3),and (4)of this section,apply and are thus incorporated into the contract in addition to
the clauses required by §5.5(a)or 4.6 of part 4 of this title.As used in this paragraph,the tenns laborers and
mechanics include watchmen and guards.
(1)Overtime requirements.No contractor or subcontractor contracting for any part of the contract work which may
require or involve the employment of laborers or mechanics shall require or pennit any such laborer or mechanic in
any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek
unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate
of pay for all hours worked in excess of forty hours in such workweek.
(2)Violation;liability for unpaid wages;liquidated damages.In the event of any violation of the clause set forth in
paragraph (b)(1)of this section the contractor and any subcontractor responsible therefor shall be liable for the
unpaid wages.In addition,such contractor and subcontractor shall be liable to the United States (in the case of work
done under contract for the District of Columbia or a territory,to such District or to such territory),for liquidated
damages.Such liquidated damages shall be computed with respect to each individual laborer or mechanic,including
watchmen and guards,employed in violation of the clause set forth in paragraph (b)(l)of this section,in the sum of
$10 for each calendar day on which such individual was required or pennitted to work in excess of the standard
workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(I)
of this section.
(3)Withholding for unpaid wages and liquidated damages.The (write in the name of the Federal agency or the loan
or grant recipient)shall upon its own action or upon written request of an authorized representative of the
Department of Labor withhold or cause to be withheld,from any moneys payable on account of work perfonned by
the contractor or subcontractor under any such contract or any other Federal contract with the same prime
contractor,or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act,
which is held by the same prime contractor,such sums as may be detennined to be necessary to satisfy any liabilities
of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in
paragraph (b)(2)of this section.
(4)Subcontracts.The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph
(b)(1)through (4)of this section and also a clause requiring the subcontractors to include these clauses in any lower
tier subcontracts.The prime contractor shall be responsible for compliance by any subcontractor or lower tier
subcontractor with the clauses set forth in paragraphs (b)(1)through (4)of this section.
(c)In addition to the clauses contained in paragraph (b),if any contract is subject only to the Contract Work Hours
and Safety Standards Act and not to any of the other statutes cited in §5.1,the contractor or subcontractor shall
maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of
three years from the completion of the contract for all laborers and mechanics,including guards and watchmen,
working on the contract.Such records shall contain the name and address of each such employee,social security
number,correct classifications,hourly rates of wages paid,daily and weekly number of hours worked,deductions
made,and actual wages paid.Further,the records to be maintained under this paragraph shall be made available by
the contractor or subcontractor for inspection,copying,or transcription by authorized representatives of the (write
the name of agency)and the Department of Labor,and the contractor or subcontractor will pennit such
representatives to interview employees during working hours on the job.
C-27 K-32
EXHIBIT "A"
BID SCHEDULE
INCLUDES ALL WORK TO BE DONE ON
ARTERIAL ROADS REHABILITATION PROJECT
PALOS VERDES DRIVE SOUTH
FISCAL YEAR 2010-2011
IN THE
CITY OF RANCHO PALOS VERDES
BASE BID SHEET FOR
SECTION 1 -HAWTHORNE BLVD TO TERRANEA WAY
SECTION 2 -TERRANEA WAY TO NARCISSA DRIVE
NAME OF COMPANY:SeQUEL CONTRACTORS,tNt
To the Honorable Mayor and Members of the City Council:
In compliance with the Notice Inviting Sealed Bids,the undersigned hereby agrees to enter into a contract
to furnish all labor,materials,equipment and supplies for the project identified as ARTERIAL ROADS
REHABILITATION PROJECT PALOS VERDES DRIVE SOUTH.FISCAL YEAR 2010-2011 in
accordance with the specifications and plans in the Contract Documents which are on file in the office of
the Director of Public Works of the City of Rancho Palos Verdes to the satisfaction and under the
direction of the Director of Public Works at the following prices:
BASE BID -PROJECT SECTIONS 1 AND 2
ITEM DESCRIPTION ESTIMATED UNIT PRICE EXTENDED
NO.OUANTITY !l.rill AMOUNT
a
$6(),~~I Mobilization (Not to Exceed 5%of Bid)I LS $~...~-
2 Construction Survey and Monumentation;1 LS $0£'0
SWPPPIBMP's $/a ~
3 Traffic Control ,LS $9S,tKJo,~$9~{~fltJ 4:-•
4 Clearing and Grubbing 1 LS $~~~$~&I,Pt'~/J)
5 Remove Existing and Construct PCC Curb 600 LF $/B~$~V'Over 6"CMB with AC Slot Patch
Remove Existing and Construct PCC Curb &
~tV61,000 LF ~.!f'~Gutter Over 6"CMB with AC Slot Patch
7 Remove Existing And Construct 4"PCC 3,700 SF $~.!O $!Jf).rJI.YJ~OSidewalkOver3"CMB
8 Remove Existing And Construct PCC Drive 1,100 SF ~!O $BB~!()Approach Over 8"CMB with AC Slot Patch .,
Remove Existing And Construct 4"PCC Curb -~
9 Access Ramp With 3'x4'Detectable Warning 22 EA ~$~tW-Surface Over 3"CMB;PCC Curb &Gutter
Over 6"eMS with AC Slot Patch '}
P-3A K-33
SEQUELOONTRACTORS,rt{.C
Remove Existing And Construct 4"pce Curb
10 Access Ramp With 3'x4'Detectable Warning
.Surface Over 3"CMB;8"PeC Cross Gutter
and SDandrel overS"eMS With AC Slot Patch
ITEM
NO.
II
12
13
14
15
16
17
18
DESCRIPTION
Remove ExistingAndConstl"uct 8"PCC Bus
Pad Over 10"CMB withACSI.ot Patch
6"Asphalt Concrete Full Depth Pavement
Repair over compacted subgrade
2"Mill and Asphalt Overlay Repair
Edge Mill Variable Depth and Asphalt Overlay
Repair
AC Cold Milling,Variable Depth
Crack Routing and Sealing;Pre.paratlon fot
Paving
ARHM Pavement,2"Nomin.al ThicknesS
Type n Microsurfacing
ESTIMATED
QUANTITY
2
8,500
37,000
7,200
4,500
320,000
4,200
500,000
EA
SF
SF
SF
SF
SF
LS
TON
SF
PRICE
!1lm
EXTENDED
AMQUNT
19
20
21
22
23
24
25
26
Remove Existiog and Install Crushed
Miscellaneous Base
Lower Manhole Frame and Cover
Raise Manhole Frame and Cover to Grade
Adjust Water Valve and Monument Frame and
Cover to Grade
Striping And Markings;Pavement Markers;
Replace Type L(CA)Markers;Curb Paint
Remove Existing Sign And Post And Install
New Sign And Post
Remove Exis.ting Post Only and Install New
Post.Relocate Existing Sign onto New Post
Remove Existing Sign And Install New Sign
onto Existing Post
P-4
100
7
8
20
310
20
30
TON
EA
EA
EA
LS
EA
EA
EA
$.....lD $."•..~..........de~-~..,
K-34
..
SEQUEL CONTPaACTORS.tf{,c
ITEM DESCRIPTION ESTIMATED UNIT PRICE EXTENDED
NO.QUANTITY UNIT AMQUNT
Construct Keystone Segmental Retaining Wall;SF
$1iI/J1!fJ271,600 (Wall $~tflJLandscapeandIrrigationRestorationFace)
28 Relocate Bench and Bus Stop Signs 2 EA
.(b $A ..~IJ(J$/d1J/".-::.IIIJ......
(;,,;'}---
29 Relocate Bus Shelter and Bus Stop Signs 1 EA $~~........At'O$'rTK/-
"?-
30 Root Prune and Root Control Barrier 20 LF "~IK)$~!O$'.,;
31 Microsurface Pavement Repair 300 SF $e..-.fl)$cf!/ttJgcJ
32 Milling and Disposal of Asphalt Concrete with 30,000 SF $.40 $~.10PetromatFabric
.TOTAL BASE BID =$1tS"1>;t7~!!.
TOTAL BASE BID AMOUNT IN WORDS -PROJECT SECTIONS 1 AND 2
tJ-u..JA;(111M f;I/~HtM-iN.1 ~~1-heAA.Jt,fJ IJ $tJvtr;j c;::;X !I/A;l.dr.t!er/
:re.Wk~r:;~aNN'S.
The contract shall be awarded to the lowest responsible bidder based on the BASE BID.
Note:Delete SSPWC Section 3-2 references to changes exceeding 25 percent of the Contract Price.The
City reserves the right to adjust unit quantities and scope of work as necessary to meet project and
budgetary requirements without changes to the unit price bid.
Bid Item 32 is an allowance for the cost of milling and disposing of asphalt concrete pavement in the case
that petromat fabric is encountered.None of the geotechnical field borings showed the presence of
petromat,however the bid item is included for such a contingency.
P-5 A K-35
ADDITIONAL ALTERNATE BID SHEET FOR
SECTION 3 -WEST OF SCHOONER DRIVE TO CONQUEROR DRIVE
ITEM DESCRIPTION ESTIMATED UNIT PRICE EXTENDED
NO.QUANTITY UNIT AMOUNT
1 Mobilization (Not to Exceed 5%of Bid)1 LS $/;(,(D').~$I~@'~
2 Construction Survey and Monumentation;1 LS ~$~;'OSWPPP/BMP's
3 Traffic Control 1 LS $;JI,OfJO.~$t9t()()(;)'~
4 Clearing and Grubbing 1 LS $/(),()a'..~6 $ItJ,O«J.~
5 Remove Existing and Construct PCC Curb 25 LF $/8!O $1/8J!OOver6"CMB with AC Slot Patch
6 Remove Existing and Construct PCC Curb &300 LF ~~$?9JJ~OGutterOver6"CMB with AC Slot Patch.
7 Remove Existing And Construct 4"PCC 900 SF $b--aJ $5rt#°Sidewalk Over 3"CMB
8 Remove Existing And Construct PCC Drive 300 SF $B~$cP(aJ!OApproachOver8"CMB with AC Slot Patch
Remove Existing And Construct 4"PCC Curb
9 Access Ramp With 3'x4'Detectable Warning 3 EA ~tIJ $~doSurfaceOver3"CMB;PCC Curb &Gutter .....
Over 6"CMB with AC Slot Patch r
10 6"Full Depth Asphalt Repair over compacted 10,000 SF $~~$'17.~N)~subgrade I •
11 AC Cold Milling,Variable Depth 5,000 SF $.;5 $glgJ-()j)
12 Crack Routing and Sealing;Preparation for 1 LS $fAAAtt:/)$&
()O
Paving -\~.¥ILf
I 'l'
Construct AC Leveling Course,1"Nominal $$5",~et7
13 Thickness 750 TON $6.1,7Sb.-
p-6A K-36
SEQUEL CONTRACTOa~U~~
ITEM DESCRIPTION ESTIMATED UNIT PRICE EXTENDED
NO.QUANTITY UNIT AMOUNT
14 AC Pavement,2"Nominal Thickness ],500 TON $77.~$//~~()().4~
15 Remove Existing and Install Crushed 50 TON $!JJ~$~CMiscellaneousBase
I
$azrft -
]6 Lower Manhole Frame and Cover I EA $a:o~O
17 Raise Manhole Frame and Cover to Grade 2 EA $a:rP $(;tlJ~O
]8 Striping And Markings;Pavement Markers;1 LS $o1t~~$c9/,ooo,~Replace Type L(CA)Markers;Curb Paint
19 Remove Existing Sign And Post And Install 45 EA $~t/5ffJ $4~~New Sign And Post
20 Remove Existing Sign J\nd Install New Sign 10 EA $//~~$I/~~OontoExistingPost
2]Relocate Bench and Bus Stop Signs I EA $~Q)$~1°
TOTAL ADDITIONAL ALTERNATE BID =$3 '1~,5'7'5'.~
TOTAL ADDITIONAL ALTERNATE BID AMOUNT IN WORDS -PROJECT SECTION 3
'fll'.e.e f6,v..h/hI!;~()7!t'US'M4 f;~1I~~t?t/~~1Jt,7 ftlle P4!(U
Award of any or all work under the Additional Alternate Bid shall be at the sole discretion
of the City.Delete SSPWC Section 3-2 references to changes exceeding 25 percent of the Contract
Price.The City reserves the right to adjust unit quantities and scope of work as necessary to meet project
and budgetary requirements without changes to the unit price bid.
P-7 K-37
PROFESSIONAL SERVICES AGREEMENT
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement")is made and
entered into this 4th day of October,2011,by and between the City of Rancho Palos
Verdes,hereinafter referred to as "CITY,"and Twining,Inc.,hereafter referred to as
"CONSULTANT."
IN CONSIDERATION of the covenants hereinafter set forth,the parties hereto
mutually agree as follows:
ARTICLE 1
SCOPE OF SERVICES
1.1 Project Description
The Project is described as the Arterial Roads Rehabilitation Project Palos
Verdes Drive South FY 10-11.
1.2 Description of Services
CONSULTANT shall provide materials testing services as described in the
Scope of Contract Services,attached hereto as Exhibit "A"and incorporated herein by
this reference.
1.3 Schedule of Work
Upon receipt of written Notice to Proceed from the CITY,CONSULTANT
shall perform with due diligence the specific services requested by the CITY and
included in Exhibit "A."No work shall be done on any item of Exhibit "A"for which
CONSULTANT has not received a written Notice to Proceed.Time is of the essence in
this Agreement.
CONSULTANT shall not be responsible for delay,nor shall
CONSULTANT be responsible for damages or be in default or deemed to be in default
by reason of strikes,lockouts,accidents,or acts of God,or the failure of CITY to furnish
timely information or to approve or disapprove CONSULTANT's work promptly,or delay
or faulty performance by CITY,other conSUltants/contractors,or governmental
agencies,or any other delays beyond CONSULTANT's control or without
CONSULTANT's fault.
ARTICLE 2
COMPENSATION
2.1 Fee
CITY agrees to compensate CONSULTANT for items in Exhibit "A"for
which CITY has issued to CONSULTANT a Notice to Proceed in an amount not to
exceed the maximum amounts set forth in CONSULTANT's Fee Proposal,attached
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hereto as Exhibit "B"and incorporated herein by this reference.The maximum amounts
in Exhibit "B"shall be in effect through the end of this Agreement.In any case,CITY
shall compensate CONSULTANT an amount not to exceed twenty eight thousand three
hundred ninety dollars ($28,390.00)for services as described in Article 1.Any amount
beyond the maximum total amount of $28,390.00 must be approved by the City Council.
2.2 Payment Address
All payments due CONSULTANT shall be paid to:
Twining,Inc.
2883 East Spring Street,Suite 300
Long Beach,CA 90806
2.3 Terms of Compensation
CONSULTANT shall submit monthly invoices for the work completed in
the previous month.CONSULTANT's final invoice must be submitted within thirty (30)
days of completion of tlie stated scope of services.CITY agrees to authorize payment
in accordance with Section 2.1 of this Agreement for all undisputed invoice amounts
within thirty (30)days of receipt of each invoice.CITY agrees to use its best efforts to
notify CONSULTANT of any disputed invoice amounts or claimed completion
percentages within ten (10)days of the receipt of each invoice.However,CITY's failure
to timely notify CONSULTANT of any disputed amounts or claimed completion
percentages shall not be deemed a waiver of CITY's right to challenge such amount or
percentage.
Additionally,in the event CITY fails to pay any undisputed amounts due
CONSULTANT within forty-five (45) days after invoices are received by CITY then CITY
agrees that CONSULTANT shall have the right to consider said default a total breach of
this Agreement and be terminated by CONSULTANT without liability to CONSULTANT
upon ten (10)working days advance written notice.
2.4 Term of Agreement
This Agreement shall commence on the day it is executed,provided that
Certificates of Insurance are current on that date,and this Agreement shall terminate on
June 30,2011,unless earlier terminated pursuant to Article 4 of this Agreement.
ARTICLE 3
INDEMNIFICATION AND INSURANCE
3.1 Indemnification
CONSULTANT shall defend,indemnify,and hold the CITY,its officials,
officers,employees,agents and independent contractors serving in the role of CITY
officials,and volunteers (collectively "Indemnitees")free and harmless from any and all
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claims,demands,causes of action,costs,expenses,liabilities,losses,damages or
injuries,in law or equity,to property or persons,including wrongful death (collectively
"Claims")I in any manner arising out of or incident to any acts or omissions of
CONSULTANT,its officials,officers,employees or agents in connection with the
performance of this Agreement,including without limitation the payment of all
consequential damages,attorneys'fees,and other related costs and expenses,except
for such Claims arising out of the sole negligence or willful misconduct of the
Indemnitees.With respect to any and all such Claims,CONSULTANT shall defend
Indemnitees at CONSULTANT's own cost,expense,and risk and shall pay and satisfy
any judgment,award,or decree that may be rendered against Indemnitees.
CONSULTANT shall reimburse Indemnitees for any and all legal expenses and costs
incurred by each of them in connection therewith or in enforcing the indemnity herein
provided.CONSULTANT's obligation to indemnify shall not be restricted to insurance
proceeds,if any,received by CONSULTANT or Indemnitees.All duties of
CONSULTANT under this Section shall survive termination of this Agreement.
3.2 General Liability
CONSULjANT shall at all times during the term of the Agreement carry,
maintain,and keep in full force and effect,a policy or policies of Commercial General
Liability Insurance,with minimum limits of one million dollars ($1,000,000)for each
occurrence and two million doIJars($2,OOO,OOO)general aggregate for bodily injury,
death,loss or property damage for products or completed operations and any and all
other activities undertaken by CONSULTANT in the performance of this Agreement.
Said policy or policies shall be issued by an insurer admitted to do business in the State
of California and rated in A.M.Best's Insurance Guide with a rating of A:VII or better.
3.3 Professional Liability
CONSULTANT shall at all times during the term of this Agreement,carry,
maintain,and keep in full force and effect a policy or policies of professional liability
insurance with a minimum limit of one million dollars ($1,000,000)per claim and
aggregate for errors and/or omissions of CONSULTANT in the performance of this
Agreement.Said policy or policies shall be issued by an insurer admitted to do business
in the State of California and rated in Best's Insurance Guide with a rating of A VII or
better.If a "claims made"policy is provided,such policy shall be maintained in effect
from the date of performance of work or services on the CITY's behalf until three (3)
years after the date of work or services are accepted as completed.Coverage for the
post-completion period may be provided by renewal or replacement of the policy for
each of the three (3)years or by a three-year extended reporting period endorsement,
which reinstates all limits for the extended reporting period.If any such policy and/or
policies have a retroactive date,that date shall be no later than the date of first
performance of work or services on behalf of the CITY.Renewal or replacement policies
shall not allow for any advancement of such retroactive date.
3.4 Automobile Liability
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CONSULTANT shall at all times during the term of this Agreement obtain,
maintain,and keep in full force and effect,a policy or policies of Automobile Liability
Insurance,with minimum of one million dollars ($1,000,000)per claim and occurrence
and two million dollars ($2,000,000)in the aggregate for bodily injuries or death of one
person and five hundred thousand dollars ($500,000)for property damage arising from
one incident.
3.5 Worker's Compensation
CONSULTANT agrees to maintain in force at all times during the
performance of work under this Agreement worker's compensation insurance as
required by the law.CONSULTANT shall require any subcontractor similarly to provide
such compensation insurance for their respective employees.
3.6 Notice of Cancellation
(a)All insurance policies shall provide that the insurance coverage
shall not be cancelled by the insurance carrier without thirty (30)days prior written
notice to CITY,or ten (10)days notice if cancellation is due to nonpayment of premium.
CONSULTANT agrees that it will not cancel or reduce said insurance coverage.
(b )CONSULTANT agrees that if it does not keep the aforesaid
insurance in full force and effect throughout the full term of this Agreement,CITY may
either immediately terminate this Agreement or,if insurance is available at a reasonable
cost,CITY may take out the necessary insurance and pay,at CONSULTANT's
expense,the premium thereon.
3.7 Certificate of Insurance
At all times during the term of this Agreement,CONSULTANT shall
maintain on file with the CITY Clerk a certificate of insurance showing that the aforesaid
policies are in effect in the required amounts.The commercial general liability policy
shall contain endorsements naming the CITY,its officers,agents and employees as
additional insureds.
3.8 Primary Coverage
The insurance provided by CONSULTANT shall be primary to any
coverage available to CITY.The insurance policies (other than workers compensation
and professional liability)shall include provisions for waiver of subrogation.
ARTICLE 4
TERMINATION
4.1 Termination of Agreement
(a)This Agreement may be terminated at any time,with or without
cause,by the CITY upon thirty (30)days prior written notice or by CONSULTANT upon
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ninety (90)days prior written notice.Notice shall be deemed served if completed in
compliance with Section 6.14.
(b)In the event of termination or cancellation of this Agreement by
CONSULTANT or CITY,due to no fault or failure of performance by CONSULTANT,
CONSULTANT shall be paid compensation for all services performed by
CONSULTANT,in an amount to be determined as follows:for work satisfactorily done
in accordance with all of the terms and provisions of this Agreement,CONSULTANT
shall be paid an amount equal to the percentage of services performed prior to the
effective date of termination or cancellation in accordance with the work items;provided,
in no event shall the amount of money paid under the foregoing provisions of this
paragraph exceed the amount which would have been paid to CONSULTANT for the
full performance of the services described in this Agreement.
ARTICLE 5
OWNERSHIP OF DOCUMENTS
5.1 Ownership of Documents and Work Product
All documents,plans,specifications,reports,information,data,exhibits,
photographs,images,video files and media created or developed by CONSULTANT
pursuant to this Agreement ("Written Products")shall be and remain the property of the
CITY without restriction or limitation upon its use,duplication or dissemination by the
CITY.All Written Products shall be considered "works made for hire,"and all Written
Products and any and all intellectual property rights arising from their creation,
including,but not limited to,all copyrights and other proprietary rights,shall be and
remain the property of the CITY without restriction or limitation upon their use,
duplication or dissemination by the CITY.CONSULTANT shall not obtain or attempt to
obtain copyright protection as to any Written Products.
CONSULTANT hereby assigns to the CITY all ownership and any and all
intellectual property rights to the Written Products that are not otherwise vested in the
CITY pursuant to the paragraph directly above this one.
CONSULTANT warrants and represents that it has secured all necessary
licenses,consents or approvals to use any instrumentality,thing or component as to
which any intellectual property right exists,including computer software,used in the
rendering of the services and the production of all Written Products produced under this
Agreement,and that the CITY has full legal title to and the right to reproduce the Written
Products.CONSULTANT shall defend,indemnify and hold the CITY,and its elected
officials,officers,employees,servants,attorneys,designated volunteers,and agents
serving as independent contractors in the role of CITY officials,harmless from any loss,
claim or liability in any way related to a claim that CITY's use of any of the Written
Products is violating federal,state or local laws,or any contractual provisions,or any
laws relating to trade names,licenses,franchises,copyrights,patents or other means of
protecting intellectual property rights and/or interests in products or inventions.
CONSULTANT shall bear all costs arising from the use of patented,copyrighted,trade
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secret or trademarked documents,materials,equipment,devices or processes in
connection with its provision of the services and Written Products produced under this
Agreement.In the event the use of any of the Written Products or other deliverables
hereunder by the CITY is held to constitute an infringement and the use of any of the
same is enjoined,CONSULTANT,at its expense,shall:(a)secure for CITY the right to
continue using the Written Products and other deliverables by suspension of any
injunction,or by procuring a license or licenses for CITY;or (b)modify the Written
Products and other deliverables so that they become non-infringing while remaining in
compliance with the requirements of this Agreement.This covenant shall survive the
termination of this Agreement.
Upon termination,abandonment or suspension of the Project,the
CONSULTANT shall deliver to the CITY all Written Products and other deliverables
related to the Project without additional cost or expense to the CITY.If CONSULTANT
prepares a document on a computer,CONSULTANT shall provide CITY with said
document both in a printed format and in an electronic format that is acceptable to the
CITY.
ARTICLE 6
GENERAL PROVISIONS
6.1 Representation
The CITY representative shall be the Director of Public Works or his or her
designee,and CONSULTANT shall notify CITY of CONSULTANT's designated
representative.These individuals shall be the primary contact persons for the parties
regarding performance of this Agreement.
6.2 Fair Employment Practices/Equal Opportunity Acts
In the performance of this Agreement,CONSULTANT shall comply with all
applicable provisions of the California Fair Employment Practices Act (California
Government Code sections 12940-48),the applicable equal employment provisions of
the Civil Rights Act of 1964 (42 U.S.C.sections 200e-217),and the Americans with
Disabilities Act of 1992 (42 U.S.C.section 11200,et seq.).
6.3 Personnel
CONSULTANT represents that it has,or shall secure at its own expense,
all personnel required to perform CONSULTANT's services under this Agreement.Any
person who performs engineering services pursuant to this Agreement shall be licensed
as a Civil Engineer and/or licensed in the appropriate discipline of Engineering for the
work being conducted by the State of California and in good standing.CONSULTANT
shall make reasonable efforts to maintain the continuity of CONSULTANT's staff who
are assigned to perform the services hereunder and shall obtain the approval of the
Director of Public Works of all proposed staff members who will perform such services.
CONSULTANT may associate with or employ associates or subcontractors in the
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performance of its services under this Agreement,but at all times shall CONSULTANT
be responsible for its associates and subcontractors'services.
6.4 CONSULTANT's Representations
CONSULTANT represents,covenants and agrees that:a)CONSULTANT
is licensed,qualified,and capable of furnishing the labor,materials,and expertise
necessary to perform the services in accordance with the terms and conditions set forth
in this Agreement;b)there are no obligations,commitments,or i"mpediments of any kind
that will limit or prevent CONSULTANT's full performance under this Agreement;c)to
the extent required by the standard of practice,CONSULTANT has investigated and
considered the scope of services performed,has carefully considered how the services
should be performed,and understands the facilities,difficulties and restrictions
attending performance of the services under this Agreement.
6.5 Conflicts of Interest
CONSULTANT agrees not to accept any employment or representation
during the term of this Agreement or within twelve (12)months after completion of the
work under this Agreement which is or may likely make CONSULTANT "financially
interested"(as provided in California Government Code Sections 1090 and 87100)in
any decisions made by CITY on any matter in connection with which CONSULTANT
has been retained pursuant to this Agreement.
6.6 Legal Action
(a)Should either party to this Agreement bring legal action against the
other,the validity,interpretation,and performance of this Agreement shall be controlled
by and construed under the laws of the State of California,excluding California's choice
of law rules.Venue for any such action relating to this Agreement shall be in the Los
Angeles County Superior Court.
(b)If any legal action or other proceeding,including action for
declaratory relief,is brought for the enforcement of this Agreement or because of an
alleged dispute,breach,default or misrepresentation in connection with this Agreement,
the prevailing party shall be entitled to recover reasonable attorneys'fees,experts'fees,
and other costs,in addition to any other relief to which the party may be entitled.
(c)Should any legal action about a project between CITY and a party
other than CONSULTANT require the testimony of CONSULTANT when there is no
allegation that CONSULTANT was negligent,CITY shall compensate CONSULTANT
for its testimony and preparation to testify at reasonable hourly rates,as agreed by the
parties.
6.7 Assignment
Neither this Agreement nor any part thereof shall be assigned by
CONSULTANT without the prior written consent of the CITY.Any such purported
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assignment without written consent shall be null and void,and CONSULTANT shall hold
harmless,defend and indemnify the CITY and its officers,officials,employees,agents
and representatives with respect to any claim,demand or action arising from any
unauthorized assignment.
Notwithstanding the above,CONSULTANT may use the services of
persons and entities not in CONSULTANT's direct employ,when it is appropriate and
customary to do so.Such persons and entities include,but are not necessarily limited
to,surveyors,specialized consultants,and testing laboratories.CONSULTANT's use of
subcontractors for additional services shall not be unreasonably restricted by the CITY
provided CONSULTANT notifies the CITY in advance.
6.8 Independent Contractor
CONSULTANT is and shall at all times remain,as to the CITY,a wholly
independent contractor.Neither the CITY nor any of its agents shall have control over
the conduct of CONSULTANT or any of the CONSULTANT's employees,except as
herein set forth,and CONSULTANT is free to dispose of all portions of its time and
activities which it is not obligated to devote to the CITY in such a manner and to such
persons,firms,or corporations as the CONSULTANT wishes except as expressly
provided in this Agreement.CONSULTANT shall have no power to incur any debt,
obligation,or liability on behalf of the CITY or otherwise act on behalf of the CITY as an
agent.CONSULTANT shall not,at any time or in any manner,represent that it or any of
its agents,servants or employees,are in any manner agents,servants or employees of
CITY.CONSULTANT agrees to pay all required taxes on amounts paid to
CONSULTANT under this Agreement,and to indemnify and hold the CITY harmless
from any and all taxes,assessments,penalties,and.interest asserted against the CITY
by reason of the independent contractor relationship created by this Agreement.
CONSULTANT shall fully comply with the workers'compensation law regarding
CONSULTANT and its employees.CONSULTANT further agrees to indemnify and hold
the CITY harmless from any failure of CONSULTANT to comply with applicable
workers'compensation laws.The CITY shall have the right to offset against the amount
of any fees due to CONSULTANT under this Agreement any amount due to the CITY
from CONSULTANT as a result of its failure to promptly pay to the CITY any
reimbursement or indemnification arising under this Article.
6.9 Titles
The titles used in this Agreement are for general reference only and are
not part of the Agreement.
6.10 Entire Agreement
This Agreement,including any other documents incorporated herein by
specific reference,represents the entire and integrated agreement between CITY and
CONSULTANT and supersedes all prior negotiations,representations or agreements,
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K-45
either written or oral.This Agreement may be modified or amended,or provisions or
breach may be waived,only by subsequent written agreement signed by both parties.
6.11 Construction
In the event of any asserted ambiguity in,or dispute regarding the
interpretation of any matter herein,the interpretation of this Agreement shall not be
resolved by any rules of interpretation providing for interpretation against the party who
causes the uncertainty to exist or against the party who drafted the Agreement or who
drafted that portion of the Agreement.
6.12 Non-Waiver of Terms.Rights and Remedies
Waiver by either party of anyone or more of the conditions of performance
under this Agreement shall not be a waiver of any other condition of performance under
this Agreement.In no event shall the making by the CITY of any payment to
CONSULTANT constitute or be construed as a waiver by the CITY of any breach of
covenant,or any default which may then exist on the part of CONSULTANT,and the
making of any such payment by the CITY shall in no way impair or prejudice any right or
remedy available to the CITY with regard to such breach or default.
6.13 Severability
If any term or portion of this Agreement is held to be invalid,illegal,or
otherwise unenforceable by a court of competent jurisdiction,the remaining provisions
of this Agreement shall continue in full force and effect.
6.14 Notice
Except as otherwise required by law,any notice or other communication
authorized or required by this Agreement shall be in writing and shall be deemed
received on (a)the day of delivery if delivered by hand or overnight courier service
during CITY's regular business hours or (b)on the third business day following deposit
in the United States mail,postage prepaid,to the addresses listed below,or at such
other address as one party may notify the other:
To CITY:
Mr.Ray Holland,Director of Public Works City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes,CA 90275
To CONSULTANT:
Mr.Chris Gerber,Infrastructure Division Manager Twining,Inc.
2883 East Spring Street,Suite 300
Long Beach,CA 90806
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IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of
the date and year first above written.
Dated:_
Dated:_
ATTEST:
CITY CLERK
R6876-0001 \1396245v2 .doc
TWINING,INC.("CONSULTANT")
BY:------------
BY:------------
CITY OF RANCHO PALOS VERDES ("CITY")
BY:------------MAYOR
Page 10 of 18 K-47
EXHIBIT "A"
SCOPE OF CONTRACT SERVICES
Upon written Notice to Proceed from the City regarding an item of work described
below,Consultant shall perform with due diligence the services included in that item.No
work shall be done on any item of this Exhibit for which the Consultant has not
received a written Notice to Proceed for that item.All work shall be authorized by
and coordinated with the City's Director of Public Works or his or her designee.
Upon written Notice to Proceed from the City,the services Consultant may provide are:
SCOPE OF SERVICES (IN ACCORDANCE WITH THE PROJECT PROPOSAL)
Understanding
The City of Rancho Palos Verdes plans to rehabilitate existing pavement surfaces on
various arterial roadways in the City,and to construct related repairs and improvements
within the project areas.Streets will include Palos Verdes Drive West from Hawthorne
Boulevard to 2,200 feet west of Terranea Way;Palos Verdes Drive South from
Terranea Way to Narcissa Drive,and from west of Schooner to Conqueror.Existing
roadways consist of asphalt pavement in varying condition from good (showing minimal
wear),to verging on marginal,with extensive cracking.Some streets,especially in the
landslide areas,have continual settlement and movement and must be constantly
repaired (Note:We are not proposing to remedy the landslide situation in the scope of
this project.)
The Consultant shall provide materials lab testing and analysis services,working closely
with the Construction Management and Inspection firm overseeing the project,in order
to ensure accurate testing for the purpose of quality assurance of the materials used in
this project.The Consultant's lab shall be AASHTO-accredited and Caltrans-certified,
and all technicians shall be certified in these testing methods.The Consultant will
ensure that that material placed in the field matches the approved mix designs.
The City's expectations and anticipated scope of work for the materials testing firm
includes:
Asphalt Rubber Hot Mix Overlay Phase
1.Full-time batch plant inspection for the first two days of ARHM overlay
placement;frequency will be at the discretion of the City Engineer
thereafter.
2.Testing shall include gradation/sieve analysis,asphalt content,air voids,
RAP percentage,and stability to meet specifications,including all asphalt
modifier requirements,in the latest edition of the Standard Specifications
for Public Works Construction,including supplements (commonly known
as the "Greenbook"),prepared and promulgated by the Southern
California Chapter of the American Public Works Association and the
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Associated General Contractors of California,which is incorporated herein
by this reference.
3.Loose asphalt mix samples shall be obtained per Greenbook
specifications.
4.Nuclear gauge testing for proper compaction in the field.
5.SOO-ton lots shall be assumed,using a stratified-random sampling
method.
6.Bulk Specific Gravity of Core
7.Field samples shall be obtained and transported by a technician certified
in ARHM testing methods
Conventional AC Overlay Phase
8.Part-time batch plant inspection for the first two days of conventional AC
overlay placement;frequency will be at the discretion of the City Engineer
thereafter.
9.Testing shall include gradation/sieve analysis,asphalt binder content,air
voids,RAP percentage,and stability to meet Greenbook specifications.
10.Loose asphalt mix samples shall be obtained per Greenbook
specifications.
11.Nuclear gauge testing for proper compaction in the field.
12.SOO-ton lots shall be assumed,using a stratified-random sampling
method.
13.Bulk Specific Gravity of Core
14.Field samples shall be obtained and transported by a technician certified
in conventional AC testing methods
Microsurfacing Phase
15.Field samples shall be obtained and transported by a technician certified
in microsurfacing testing methods
16.Perform full set of tests on each sample to determine acceptable emulsion
percentage and residual asphalt,in accordance with California Test 310
(extraction test),wet track abrasion,and aggregate compliance (sieve
analysis and sand equivalent).
17.Testing shall be per Greenbook,AASHTO,ASTM,ISSA,and California
test methods to ensure compliance with specifications.
18.Full-Depth AC Repair Phase
19.Density (compaction)testing shall be per Greenbook,to ensure
compliance with specifications.
20.Senior Asphalt Placement Technician with Nuclear Gauge
21.Hveem Maximum Density Testing
22.Bulk Specific Gravity Core
Clerical services and materials to carry out items above shall be incorporated into the
costs of the appropriate items.
Meetings,as requested by City,shall be charged at published hourly Personnel Rates.
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Exhibit "B"
CONSULTANT'S FEES AND PAYMENTS
Fee payment is as follows:No payment shall be made for any item of work that is done
for which the Consultant has not received a written Notice to Proceed from the City for
that item.All services will be invoiced at the close of each monthon a percentage of
completion basis.Payment is to be made within thirty (30)days from receipt of invoice.
The following reimbursable items are included in Consultant's retainer fees listed below.
Thus,Consultant shall not be reimbursed beyond the retainer amounts for the following:
1.Reproduction costs (scans,plots,inspection reports,photographs,etc.)of
deliverables referenced above.
2.Shipping and delivery charges.
3.Mileage to and from the City and Project site.
Page 13 of 18 K-50
Cily ofRancho Palos Verdes
Request for Proposal
Anerial Road Rellabililalion (PVOSj MaterinlslLab Testing Services
811512011
Page 3 ors
FORM OF PROPOSAL
Thank YOU for conslderino our proposal.Please nole:we have attached.on the followino pace,a breakdown of whatllervices
are Included In each prcpOlled cost below.It Is a replica of Ibls document,In the same Older.wiUlllne items added 10 explaln
In more detail whal servials wlll be provlded.Our leam Is flexible lIIld available to answer ques~ons or make revlSfons 10 meel
lhe CUy's expeclalions.we hope 10 have the opportunily 10 wOOl with the CUy of Rancho Palos Verdes.Please leel free 10
contacl Chris Gerber directly W'tlh llIly qullSlions or concerns·562.305.0780 call or gber@lwinjnglncJ<11.lll
Admlllistrative Cosls:
OUr estimeUng leam added $20 I hour lor clerlcalreporllng lIl'Id final QA report 10 our slandard hourly rale as requested by the
RFP OUr standard hourly rele.wllhoolthis addition,is reprellllflted IIlIhe enctosed fee schedUle.
Total
Asphalt Rubber Hot Mix Phase
-Full·time batch plant inspection First two days of over1ay $104.00 $1.664.00
-Each additional day of full-time
batch plant inspection As needed $832.00
-Aggregate testing As described above $135.00 $540.00
-Loose asphalt mix sampling As described above $863.00 $3.452.00
-Nuclear gauge compaction
testing (including coring needed
for calibration)As described above $113.00 $3.616.00
-Smoothness testing using a As needed $....200.00
roflto ra h
Conventional AC Phase
-Half-tIme batch plant inspection First two days of overlay $104,00 $832.00
-Each additional day of full-time
batch plant Inspection As needed $832.00
-Aggregate testing As described above $135.00 $270.00
-Loose asphalt mix sampling As described above $.863.00 $.11726.00
-Nuclear gauge compaction
testing (Including coring needed
for calibration)As described above $113.00 $1.808.00
-Smoothness testing using a As needed $..11MQ..
rof/lo ra h
Mlcrosurfacing Phase
-Emulsion Tests 2 samples for each day $200.00 $3.600.00
-Obtain Mix Sample (2/truck)18 (3 trucks/day for 3 days)$104.00 $2.496.00
-Aggregate Sieve Analysis Test 1/every 250 tons $135.00 $405.00
-Aggregate Sand Equivalent 1/every 250 tons $90.00 $270.00
Test
-Wet Track Abrasion Test As described above $85.00 .$1.530.00
Full-Depth AC Repair Phase
-Density (Compaction)Tests Each location as described $1.463.00
above,as needed
Page 14 of 18
R6876-0001 \1396245v2.doc
K-51
24 hrs,via E-mail PDF I
24 hill,via E-mail PDF
24 hill.via E-mail PDF
24 hIS,via E·mail PDF
48 hIS,via E-mail PDF
48 hrs,via E-man PDF
24 hIS,via E-maB PDF
T....J~
time
24 hrs,via E-mail PDF
$832.00
$270.00
$0.00
$6,436.00
$1,808.00
AmolIIIt
$540.00
--
$1,726.00
tf.8OQ;OO
$3,452.00
$1,864.00
4
2
4
4
B
32
16-
4
4
4
2
4
4
4...
1
2
..
Arterial Road Rehabllitatlon Project
City of Rancho Palos Verdes
Prepared By Twinlng,Inc.August 29,2011
-,-2 8
1 Day
2 2 Each
2 Day
en:aJ1 p.spnaK '-Olllem,bfaoilllOll (eT 382)1 2 4 Each
uo_...._cj.......:mu T<A..I ,t"T oI24q\J 2 2 Each
r 308)1 2 2 Each
CT 3O911 2 1 Each
2 16 Hours
'I 2ll !!!!
Hour
Senior Asphalt Batch Plant Inspector
~.'\"'%.....';~
PropoMd 8Irvlce
Hveem Stability Test (CT 366)
Extraction,Percent Asphalt Content.Gradalkm (Cl 382)
Hveem Maximum Densily eeT 304 and CT 308)1
MaKlmum TheoratieaI Specifle ~(RiCe CT 309)
SIeve Analysis (eT 202)
Sieve Analysis (CT 202)
Hveem Maximum Density eCi 304 and C
Loose Asphalt mix Sampling and Testing
BlllIl ~Gm!lyGfCQre
Smoothness Technlelan with Proflfograpb
Loose Asphalt mix Sampling and Testing
Smootbnecs Technician with Proflfograpb
Senior Asphalt Placement Technician with Nuclear Gauge
Senior Asphalt Placement TechnklJan with Nuclear Gauge
8uIt~
Sanlor Asphalt Batcb Plant Inspector (Each AddItIonal Day)
Senior Asphalt Batch Plant insPector (Aaslllllll6 4 houI'Shlfts)
Senior Aspbalt Batch Plant Inspector (Each Additional Full Day)
~__Extraelion.P . -...__.-.-...-
,1"10'0111 V\GIl/tu"l I~;;H,\"""","""VII
.....
01
9-.....co
"U
!l)co
CD
:::0
0)co
-..j
0)
6o
~.-.....wco
0)
I\)
~c.n
~a.o
(')
K
-
5
2
••..,.-._~..~I__•Q'U"_.IIJtI~"""'JS....L,GO)£.y,I
Extraction.Percent Asphalt Content per CT 382,%Residue by Evaporation per ASTM D244,Gradation
Senior Asphalt Placement Technician (Obtain Samples)
Sieve Analysis of Slurry Seal Aggregate
Sand Equivalent of Slurry Beal Aggregate
Wet Track Abrasion Test (3 specimens fabricated and 1 tested per set)
&m:~~:(::::8~f~~nkt11~MW~W~<:fu\&1:...\.'1t..\~'fu"1ms:"%"'~lt'"~""mn:flliN\%W%\\'H~1it0~Niliak<'lH%illt~',,%'.'1tlI .
".....StrvIot
senior Asphalt Placement Technician with Nuclear Gauge
Hveem Maximum Density (CT 304 and CT 308)
BWkSpedficG~ofC~e
3 18 Each I $200.00 $3,600.00 I 48 hra,via E-mail PDF
3 24 Hours $104.00 $2,496.00
3 3 Each $135.00 $405.00 24 hrs,via E-maD PQF i
3 3 Each $90.00 $270.00 24 hrs,via e-mail PDF
3 18 Each $85.00 $1,530.00 48 hrs,via E·mall PDF
Subtotal;$8,301.00-~~
DtyI Qty UnI BItt t Amount
1 8 Hours 5113.00
0 1 Each $199.00 48hrs,via E·mall PDF
1 4 Each $90.00 24hrs,via E-rnall PDF
Subtotal:$1,463.00
.11-ll885 ~T~J
K
-
5
3
Scbedllll aI r:-2811 ·2812
NOIE II.llI$\\Ill be adjullCd _Ily caclI July lsi 10 rolIaollnCtCll\(l(j ClIGlS
Ar1cfIlI!RoIld Rclulllll_Prcteol
PelIonnel RIlH
(Per Hour Unless OIMrnloo Naiad)
11500
11000
17000
1711llll
100.00
15500
15000
14500
......1411llll .
130.00
125.00
12iUlll
115llll
lIMO
15.00
95.00
1500
.JSil.OO...
~""'CoMolI!M
~~$
~~-_______.s
AI;islIMd---fJlP-."_$
Tedloical AdrilGr.MaIe<iIIScienlistorW<lldiVNOT CcniIiliIt _____S
RagiollIId~~GeoIogl$l.,___$
Seoior£nglt~--______..$
RagiollIIda.il~,____ _ _S
~Ccn!lIl!t:!oI.......................................$
PJqocIEng<ao.oet~$.
QIlIIytanlllllllilllaller..______,.$
llIIiurllllil~______$
llIIiI~---••-,$
CluIIIIrtanlllll~__ _____.$
~TedIoiciIR...._____$
CAIlO~_______..$
UIlaA1Ioly --_-- --_---_$
UIlaA1IolyTedI!II:lan.._ __ ____$
ExplrI\\llllessT~._,....$......
F!ek!InsPec!lon
Reinlil>:ed CctmIe.&!asGory.~.Prest_ell Clmete.Flreprcoflng.or
8IRI:llIr.IIlilIlIIIWIIli~fnspecIor _$8000
IJIalIInspedcr •....$eaoo
LA.IllilUl'Glldwfnspeclor ___..S &4.00
Seoior,....~IIl1lII'lacI!meI1IInSpedllr __ _ _ •$&4.00
,....I'IlI:iIImflnlT-..._ _..S 84llll
,....PllnlfnspecIor _.._____ _..$8400
Asphd PIInI TllCIriaaa.......5 84.00
llIIiurliolllTlIdli:.uIl'PIIllll1Wlllln\JlOClOf ___$&4.00
liollIT _ ____$84.00
AJlS o.tIlIIIWllIdiag Inqieclor___$84 00
ea-Qllilrtanlllll~TedInIcIan)__• S 11I00
DSf.a.s 1Illspadar ___S 123 00
DSf.a.s2 ____$113.00
0SHl'Da.s"__ __$128.00
~.Iit __$60.00!",""....:'1I'EIodll:a'JPil5ll1!lillg ~$...00.00....
fioId~TIldIIidsn...5 8500
SIJqp !MpecI!co
SiIo:IJnI SIeIIIflllJli:lliJft lIOC/lC8O)_,.S
SlnI:tIJIIllSlaolf~lIlspedllrIAWllI $
lIIldIPllnlQllilrtanllllll~____S
~1'iIIlIl:lIIIDf1nqieclor....................................'..
PfpeFIIIJIi:IIiJft \IllIInbaldC<m8.I'lesInlsslld.CIo1I · · ·
t!oll-!!tJIrvd!Tutlnq
NOTT-..._S
I:lomIlRlIiaBNOTT~..........................$
~lXlIa1.GlmmaRarll·..·,··..·_ _..:S
Page 17 of 18
R6876..0001 \1396245v2.doc
K-54
R6876-0001\1396245v2_dnr:
This page left intentionally blank.
Page 18 of 18 K-55
PROFESSIONAL SERVICES AGREEMENT
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement")is made and
entered into this 4th day of Ocotber,2011,by and between the City of Rancho Palos
Verdes,hereinafter referred to as "CITY,"and Charles Abbott Associates,Inc.,hereafter
referred to as "CONSULTANT."
IN CONSIDERATION of the covenants hereinafter set forth,the parties hereto
mutually agree as follows:
ARTICLE 1
SCOPE OF SERVICES
1.1 Project Description
The Project is described as the Arterial Roads Rehabilitation Project FY 09-
10.
1.2 Description of Services
CONSULTANT shall provide Project Inspection Oversight services as
described in the Scope of Contract Services, attached hereto as Exhibit "A"and
incorporated herein by this reference.
1.3 Schedule of Work
Upon receipt of written Notice to Proceed from the CITY,CONSULTANT
shall perform with due diligence the specific services requested by the CITY and included
in Exhibit "A."No work shall be done on any item of Exhibit "A"for which CONSULTANT
has not received a written Notice to Proceed.CONSULTANT shall perform all services
under this Agreement in a timely manner consistent with industry standards for
professional skill and care.Time is of the essence in this Agreement.
CONSULTANT shall not be responsible for delay,nor shall CONSULTANT
be responsible for damages or be in default or deemed to be in default by reason of
strikes,lockouts,accidents,or acts of God,or the failure of CITY to furnish timely
information or to approve or disapprove CONSULTANT's work promptly,or delay or faulty
performance by CITY,other consultants/contractors,or governmental agencies,or any
other delays beyond CONSULTANT's control or without CONSULTANT's fault.
ARTICLE 2
COMPENSATION
2.1 Fee
(a)The total compensation to be paid by CITY to CONSULTANT under
this Agreement shall not exceed twenty one thousand dollars ($21,000)for any services
Page 1 of 11
R6876-0001 \1396443.1 doc K-56
provided.Any amount beyond the maximum total amount of $21,000 must be approved
by the City Council.
(b)CITY agrees to compensate CONSULTANT for items in Exhibit "A"for
which CITY has issued to CONSULTANT a Notice to Proceed in an amount not to exceed
the maximum amounts set forth in CONSULTANT's Fee Proposal (Exhibit "A").The
maximum amounts in Exhibit "A"shall be in effect through the end of this Agreement.
(c)CONSULTANT's final invoice must be submitted within thirty (30)days
of completion of the stated scope of services.
2.2 Payment Address
All payments due CONSULTANT shall be paid to:
Charles Abbott Associates,Inc.
27401.Los Altos,Suite 220
Mission Viejo,CA 92691
2.3 Terms of Compensation
CONSULTANT will submit invoices monthly for the work completed in the
previous month.CITY agrees to authorize payment in accordance with Section 2.1 of this
Agreement for all undisputed invoice amounts within thirty (30)days of receipt of the
invoice.CITY agrees to use its best efforts to notify CONSULTANT of any disputed invoice
amounts within ten (10)days of the receipt of each invoice.However,CITY's failure to
timely notify CONSULTANT of a disputed amount of claimed completion percentage shall
not be deemed a waiver of CITY's right to challenge such amount or percentage.
Additionally,in the event CITY fails to pay any undisputed amounts due
CONSULTANT within forty-five (45)days after invoices are received by CITY,then CITY
agrees that CONSULTANT shall have the right to consider said default a total breach of
this Agreement and be terminated by CONSULTANT without liability to CONSULTANT
upon ten (10)working days advance written notice.
2.4 Term of Agreement
This Agreement shall commence on the day it is executed,provided that
Certificates of -Insurance are current on that date,and this Agreement shall terminate on
June 30,2012,unless earlier terminated pursuant to Article 4 of this Agreement.
ARTICLE 3
INDEMNIFICATION AND INSURANCE
3.1 Indemnification
CONSULTANT will defend,indemnify and hold harmless CITY and its
Page 2 of 11
R6876-000 1\1396443.1 doc K-57
officials,officers,employees,agents and volunteers free and harmless from all tort
liability,including liability for claims,suits,actions,expenses or costs of any kind,
whether actual,alleged or threatened,actual attorneys'fees,experts'fees,or court
costs incurred by the CITY,to the extent arising out of or in any way connected with,in
whole or in part,the negligent or reckless acts or omissions or willful misconduct of
CONSULTANT or any of CONSULTANT's officers,agents,employees or contractors in
the performance of this Agreement.This includes but is not limited to claims,suits and
liabilities for bodily injury,death or property damage to any individual or entity,including
officers,agents,employees or contractors of the CONSULTANT.The provisions of this
paragraph shall not apply to claims to the extent arising solely out of the active
negligence or willful misconduct of the CITY and its officials,officers,employees,
agents and volunteers.
In addition to the foregoing,CONSULTANT shall indemnify,defend and
hold free and harmless the CITY and the CITY's officials,officers,employees,agents
and volunteers from and against any and all losses,liabilities,damages,costs and
expenses,including reasonable attorneys'fees,experts'fees,and costs to the extent
the same are caused by negligence,recklessness or willful misconduct of the
CONSULTANT,or any-of the CONSULTANT's officials,officers,agents,employees or
volunteers,in the performance of professional services pursuant to this Agreement.
3.2 General Liability
CONSULTANT shall at all times during the term of the Agreement carry,
maintain,and keep in full force and effect,a policy or policies of Commercial General
Liability Insurance,with minimum limits of one million dollars ($1,000,000)for each
occurrence and two million dollars ($2,000,000)general aggregate for bodily injury,death,
loss or property damage for products or completed operations and any and all other
activities undertaken by CONSULTANT in the performance of this Agreement.Said policy
or policies shall be issued by an insurer admitted to do business in the State of California
and rated in A.M.Best's Insurance Guide with a rating of A:VII or better.
3.3 Professional Liability
CONSULTANT shall at all times during the term of this Agreement,carry,
maintain,and keep in full force and effect a policy or policies of professional liability
insurance with a minimum limit of one million dollars ($1 ,000,000)per claim and aggregate
for errors and/or omissions of CONSULTANT in the performance of this Agreement.Said
policy or policies shall be issued by an insurer admitted to do business in the State of
California and rated in Best's Insurance Guide with a rating of A VII or better.If a "claims
made"policy is provided,such policy shall be maintained in·effect from the date of
performance of work or services on the CITY's behalf until three (3)years after the date of
work or services are accepted as completed.Coverage for the post-completion period may
be provided by renewal or replacement of the policy for each of the three (3)years or by a
three-year extended reporting period endorsement,which reinstates all limits for the
extended reporting period.If any such policy and/or policies have a retroactive date,that
date shall be no later than the date of first performance of work or services on behalf of the
Page 3 of 11
R6876-0001 \1396443.1 doc K-58
CITY.Renewal or replacement policies shall not allow for any advancement of such
retroactive date.
3.4 Automobile Liability
CONSULTANT shall at all times during the term of this Agreement obtain,
maintain,and keep in full force and effect,a policy or policies of Automobile Liability
Insurance,with minimum of one million dollars ($1 ,000,000)per claim and occurrence and
two million dollars ($2,000,000)in the aggregate for bodily injuries or death of one person
and five hundred thousand dollars ($500,000)for property damage arising from one
incident.
3.5 Worker's Compensation
CONSULTANT shall at all times during the term of this Agreement obtain,
maintain,and keep in full force and effect worker's compensation insurance as required by
the law.CONSULTANT shall require any subcontractor similarly to provide such
compensation insurance for their respective employees.
3.6 Notice of Cancellation
(a)All insurance policies shall provide that the insurance coverage shall
not be cancelled by the insurance carrier without thirty (30)days prior written notice to
CITY,or ten (10)days notice if cancellation is due to nonpayment of premium.
CONSULTANT agrees that it will not cancel or reduce said insurance coverage.
(b )CONSULTANT agrees that if it does not keep the aforesaid insurance
in full force and effect throughout the full term of this Agreement,CITY may either
immediately terminate this Agreement or,if insurance is available at a reasonable cost,
CITY may take out the necessary insurance and pay,at CONSULTANT's expense,the
premium thereon.
3.7 Certificate of Insurance
At all times during the term of this Agreement,CONSULTANT shall maintain
on file with the CITY Clerk Certificates of Insurance showing that the aforesaid policies are
in effect in the required amounts.The commercial general liability policy shall contain
endorsements naming the CITY,its officers,agents and employees as additional insured.
3.8 Primary Coverage
The insurance provided by CONSULTANT shall be primary to any coverage
available to CITY.The insurance policies (other than workers compensation and
professional liability)shall include provisions for waiver of subrogation.
ARTICLE 4
TERMINATION
Page 4 of 11
R6876-0001\1396443.1 doc K-59
4.1 Termination of Agreement
(a)This Agreement may be terminated at anytime,with or without cause,
by the CITY upon thirty (30) days prior written notice or by CONSULTANT upon ninety (90)
days prior written notice.Notice shall be deemed served if completed in compliance with
Article 6.13.
(b)In the event of termination or cancellation of this Agreement by
CONSULTANT or CITY,due to no fault or failure of performance by CONSULTANT,
CONSULTANT shall be paid compensation for all services performed by CONSULTANT,
in an amount to be determined as follows:for work satisfactorily done in accordance with
all of the terms and provisions of this Agreement,CONSULTANT shall be paid an amount
equal to the percentage of services performed prior to the effective date of termination or
cancellation in accordance with the work items;provided,in no event shall the amount of
money paid under the foregoing provisions of this paragraph exceed the amount which
would have been paid to CONSULTANT for the full performance of the services described
in Article 2.1.
ARTICLE 5
OWNERSHIP OF DOCUMENTS
5.1 Ownership of Documents and Work Product
All documents,plans,specifications,reports,photographs,images,video files
and media created or developed by CONSULTANT pursuant to this Agreement ("Written
Products")shall be and remain the property of the CITY without restriction or limitation
upon its use,duplication or dissemination by the CITY.All Written Products shall be
considered "works made for hire,"and all Written Products and any and all intellectual
property rights arising from their creation,including,but not limited to,all copyrights and
other proprietary rights,shall be and remain the property of the CITY without restriction or
limitation upon their use,duplication or dissemination by the CITY.CONSULTANT shall
not obtain or attempt to obtain copyright protection as to any Written Products.
CONSULTANT hereby assigns to the CITY all ownership and any and all
intellectual property rights to the Written Products that are not otherwise vested in the CITY
pursuant to the paragraph directly above this one.
CONSULTANT warrants and represents that it has secured all necessary
licenses,consents or approvals to use any instrumentality,thing or component as to which
any intellectual property right exists,including computer software,used in the rendering of
the services and the production of all Written Products produced under this Agreement,
and that the CITY has full legal title to and the right to reproduce the Written Products.
CONSULTANT shall defend,indemnify and hold the CITY,and its elected officials,officers,
employees,servants,attorneys,designated volunteers,and agents serving as independent
contractors in the role of CITY officials,harmless from any loss,claim or liability in any way
related to a claim that CITY's use of any of the Written Products is violating federal,state
Page 5 of 11
R6876-0001\1396443.1doc K-60
or local laws,or any contractual provisions,or any laws relating to trade names,licenses,
franchises,copyrights,patents or other means of protecting intellectual property rights
and/or interests in products or inventions.CONSULTANT shall bear all costs arising from
the use of patented,copyrighted,trade secret or trademarked documents,materials,
equipment,devices or processes in connection with its provision of the services and
Written Products produced under this Agreement.In the event the use of any of the
Written Products or other deliverables hereunder by the CITY is held to constitute an
infringement and the use of any of the same is enjoined,CONSULTANT,at its expense,
shall:(a)secure for CITY the right to continue using the Written Products and other
deliverablesby suspension of any injunction,or by procuring a license or licenses for CITY;
or (b)modify the Written Products and other deliverables so that they become non-
infringing while remaining in compliance with the requirements of this Agreement.This
covenant shall survive the termination of this Agreement.
Upon termination,abandonment or suspension of the Project,the
CONSULTANT shall deliver to the CITY all Written Products and other deliverables related
to the Project.If CONSULTANT prepares a document on a computer,CONSULTANT
shall provide CITY with said document both in a printed format and in an electronic format
acceptable to the City ..
ARTICLE 6
GENERAL PROVISIONS
6.1 Representation
A CITY representative shall be the Director of Public Works or his or her
designee,and a CONSULTANT representative shall be designated by CONSULTANT as
the primary contact person for each party regarding performance of this Agreement.
6.2 Fair Employment Practices/Equal Opportunity Acts
In the performance of this Agreement,CONSULTANT shall comply with all
applicable provisions of the California Fair Employment Practices Act (California
Government Code sections 12940-48)and the applicable equal employment provisions of
the Civil Rights Act of 1964 (42 U.S.C.sections 200e-217),and the Americans with
Disabilities Act of 1992 (42 U.S.C.section 11200,et seq.).
6.3 Personnel
CONSULTANT represents that it has,or shall secure at its own expense,all
personnel required to perform CONSULTANT's services under this Agreement.Any
person who performs engineering services pursuant to this Agreement shall be licensed as
a Civil Engineer and/or licensed in the appropriate discipline of Engineering for the work
being conducted by the State of California and in good standing.CONSULTANT shall
make reasonable efforts to maintain the continuity of CONSULTANT's staff who are
assigned to perform the services hereunder and shall obtain the approval of the Director of
Public Works of all proposed staff members who will perform such services.
Page 6 of 11
R6876-0001\1396443.1doc K-61
CONSULTANT may associate with or employ associates or subcontractors in the
performance of its services under this Agreement,but at all times shall be responsible for
their services.
6.4 CONSULTANT's Representations
CONSULTANT represents,covenants and agrees that:a)CONSULTANT is
licensed,qualified,and capable offurnishing the labor,materials,and expertise necessary
to perform the services in accordance with the terms and conditions set forth in this
Agreement;b)there are no obligations,commitments,or impediments of any kind that will
limit or prevent CONSULTANT's full performance under this Agreement;c)to the extent
required by the standard of practice,CONSULTANT has investigated and considered the
scope of services performed,has carefully considered how the services should be
performed,and understands the facilities,difficulties and restrictions attending
performance of the services under this Agreement.
6.5 Conflicts of Interest
CONSULTANT agrees not to accept any employment or representation
during the term of this Agreement or within twelve (12)months after completion of the work
under this Agreement which is or may likely make CONSULTANT "financially interested"
(as provided in California Government Code Sections 1090 and 87100)in any decisions
made by CITY on any matter in connection with which CONSULTANT has been retained
pursuant to this Agreement.
6.6 Legal Action
(a)Should either party to this Agreement bring legal action against the
other,the validity,interpretation,and performance of this Agreement shall be controlled by
and construed under the laws of the State of California,excluding California's choice of law
rules.Venue for any such action relating to this Agreement shall be in the Los Angeles
County Superior Court.
(b)If any legal action or other proceeding,including action for declaratory
relief,is brought for the enforcement of this Agreement or because of an alleged dispute,
breach,default or misrepresentation in connection with this Agreement,the prevailing party
shall be entitled to recover reasonable attorneys'fees,experts'fees,and other costs,in
addition to any other relief to which the party may be entitled.
(c)Should any legal action about a project between CITY and a party
other than CONSULTANT require the testimony of CONSULTANT when there is no
allegation that CONSULTANT was negligent,CITY shall compensate CONSULTANT for its
testimony and preparation to testify at reasonable hourly rates,as agreed by the parties.
6.7 Assignment
Page 7 of 11
R6876-0001\1396443.1doc K-62
Neither this Agreement nor any part thereof shall be assigned by
CONSULTANT without the prior written consent of the CITY.Any such purported
assignment without written consent shall be null and void,and CONSULTANT shall hold
harmless,defend and indemnify the CITY and its officers,officials,employees,agents and
representatives with respect to any claim,demand or action arising from any unauthorized
assignment.
Notwithstanding the above,CONSULTANT may use the services of persons
and entities not in CONSULTANT's direct employ,when it is appropriate and customary to
do so.Such persons and entities include,but are not necessarily limited to,surveyors,
specialized consultants,and testing laboratories.CONSULTANT's use of subcontractors
.for additional services shall not be unreasonably restricted by the CITY provided
CONSULTANT notifies the CITY in advance.
6.8 Independent Contractor
CONSULTANT is and shall at all times remain,as to the CITY,a wholly
independent contractor.Neither the CITY nor any of its agents shall have control over the
conduct of CONSULTANT or any of the CONSULTANT's employees,except as herein set
forth,and CONSULTANT is free to dispose of all portions of its time and activities which it
is not obligated to devote to the CITY in such a manner and to such persons,firms,or
corporations at the CONSULTANT wishes except as expressly provided in this Agreement.
CONSULTANT shall have no power to incur any debt,obligation,or liability on behalf of the
CITY or otherwise act on behalf of the CITY as an agent.CONSULTANT shall not,at any
time or in any manner,represent that it or any of its agents,servants or employees,are in
any manner agents,servants or employees of CITY.CONSULTANT agrees to pay all
required taxes on amounts paid to CONSULTANT under this Agreement,and to indemnify
and hold the CITY harmless from any and all taxes,assessments,penalties,and interest
asserted against the CITY by reason of the independent contractor relationship created by
this Agreement.CONSULTANT shall fully comply with the workers'compensation law
regarding CONSULTANT and its employees.CONSULTANT further agrees to indemnify
and hold the CITY harmless from any failure of CONSULTANT to comply with applicable
workers'compensation laws.The CITY shall have the right to offset against the amount of
any fees due to CONSULTANT under this Agreement any amount due to the CITY from
CONSULTANT as a result of its failure to promptly pay to the CITY any reimbursement or
indemnification arising under this Article.
6.9 Titles
The titles used in this Agreement are for general reference only and are not
part of the Agreement.
6.10 Entire Agreement
This Agreement,including any other documents incorporated herein by
specific reference,represents the entire and integrated agreement between CITY and
CONSULTANT and supersedes all prior negotiations,representations or agreements,
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R6876-0001\1396443.1doc K-63
either written or oral.This Agreement may be modified or amended,or provisions or
breach may be waived,only by subsequent written agreement signed by both parties.
6.11 Construction
In the event of any asserted ambiguity in,or dispute regarding the
interpretation of any matter herein,the interpretation of this Agreement shall not be
resolved by any rules of interpretation providing for interpretation against the party who
causes the uncertainty to exist or against the party who drafted the Agreement or who
drafted that portion of the Agreement.
6.12 Non-Waiver of Terms.Rights and Remedies
Waiver by either party of anyone or more of the conditions of performance under
this Agreement shall not be a waiver of any other condition of performance under this
Agreement.In no event shall the making by the CITY of any payment to CONSULTANT
constitute or be construed as a waiver by the CITY of any breach of covenant,or any
default which may then exist on the part of CONSULTANT,and the making of any such
payment by the CITY shall in no way impair or prejudice any right or remedy available to
the CITY with regard to such breach or default.
6.13 Severability
If any term or portion of this Agreement is held to be invalid,illegal,or otherwise
unenforceable by a court of competent jurisdiction,the remaining provisions of this
Agreement shall continue in full force and effect.
6.14 Notice
Except as otherwise required by law,any notice,request,direction,demand,
consent,waiver,approval or other communication required or permitted to be given
hereunder shall not be effective unless it is given in writing and shall be delivered (a)in
person or (b)by certified mail,postage prepaid,and addressed to the parties at the
addresses stated below,or at such other address as either party may hereafter notify the
other in writing as aforementioned:
To CITY:
Mr.Ray Holland,Director of Public Works
City of Rancho Palos Verdes
30940 Hawthorne Blvd.
Rancho Palos Verdes,CA 90275
To CONSULTANT:
Mr.Alan Rigg
Charles Abbott Associates
27401 Los Altos,Suite 220
Mission Viejo,CA 92691
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A party may change its address by giving written notice to the other party.
Thereafter,any notice or other communication shall be addressed and transmitted to the
new address.If sent by mail,any notice,tender,demand,delivery or other communication
shall be deemed effective three (3)business days after it has been deposited in the United
States mail.For purposes of communicating these time frames,weekends and federal,
state,religious,County of Los Angeles or CITY holidays shall be excluded.No
communication via facsimile or electronic mail shall be effective to give any such notice or
other communication hereunder.
IN WITNESS WHEREOF,the parties hereto have executed this Agreement as of
the date and year first above written.
Dated:_
Dated:_
ATTEST:
CITY CLERK
Charles Abbott Associates,Inc.
BY:-------------
BY:-------------
CITY OF RANCHO PALOS VERDES
A Municipal Corporation
BY:-------------MAYOR
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R6876-0001\1396443.1doc K-65
EXHIBIT "A"
PROFESSIONAL BUILDING &SAFETY /ENGINEERING /INFRASTRUCTURE MANAGEMENT
September 6,2011
MrS.Nicole Jules
City of Rancho Palos Verdes
30940 Hawthorne Boulevard
Rancho Palos Verdes,CA 90275
Re:Proposal to perform inspection oversight on the rehabilitation of Palos Verdes Drive South
for fiscal year 2011-2012
Description of work:Inspection oversight on the rehabilitation of Palos Verdes Drive South
from Hawthorne Blvd.to Narcissa Drive.The project oversight will consist of overseeing the
full-time Harris and Associates field inspector and also a full-time soils technician from Twining
Laboratories.
Dear Nicole
Thank you for the opportunity to propose to perform project oversight throughout your Palos
Verdes Drive South rehabilitation job for the city of Rancho Palos Verdes.We are excited to
provide this service to you and we are committed to your satisfaction.
Our understanding is that you would like Charles Abbott Associates inspector,Jim Pugh,to
oversee the below work:
./Confirm that plans and specification are followed throughout the entire job.
./Oversee the full-time on-site construction inspector.
./Oversee the full time on site soils technician from Twining Laboratories .
./Dialogue with the City Engineers on a daily basis to give job statuses .
./Help approve job quantities .
./Assure that quality control is at its highest guidelines at all times .
./Assure the job moves forward with the City's and residents'best interest in mind.
It is our understanding that you would like a proposal for daily part time inspection oversight for
60 days at 4 hours a day.Charles Abbott and Associates hourly rate is $90.00 per hour and the
total dollar amount would be $21,000.
Please let me know if you have any questions.
CHARLES ABBOTT ASSOCIATES,INC.
27401 Los ALTOS •SUITE 220·MISSION VIEJO,CA 92691
TOLL FREE (866)530-4980 •PHONE (949)367-2850 •FAX (949)367-2852
WWW.CAAPROFESSIONALS.COM
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~AICP
Division Manager
CHARLES ABBOTT ASSOCIATES,INC.
27401 Los ALTOS •SUITE 220.MISSION VIEJO,CA 92691
TOLL FREE (866)530-4980 •PHONE (949)367-2850 •FAX (949)367-2852
WWW.CAAPROFESSIONALS.COM
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PROFESSIONAL BUILDING &SAFETY /ENGINEERING /INFRASTRUCTURE MANAGEMENT
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