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CC SR 20191015 B - Interwest On-call RANCHO PALOS VERDES CITY COUNCIL MEETING DATE: 10/15/2019 AGENDA REPORT AGENDA HEADING: Consent Calendar AGENDA DESCRIPTION: Consideration and possible action to enter into a Professional Services Agreement with Interwest Consulting Group to provide Public Works consulting services. RECOMMENDED COUNCIL ACTION: (1) Approve a Professional Services Agreement with Interwest Consulting Group to provide on-call Public Works services until June 30, 2020, with an option for the City Manager to approve an extension of the Agreement for one additional year; and (2) Authorize the Finance Department to move $97,000 from salary savings to professional technical services. FISCAL IMPACT: Costs associated with Public Works services provided by Interwest Consulting Group will be funded through salary savings ($97,000). Current unfilled positions in the Public Works Department will be used to partially fund these services. Salary savings for the needed $97,000 are available to fully fund the $222,000 needed during this fiscal year. Amount Budgeted: $222,000 Additional Appropriation: NA Account Number(s): 101-400-3230-5101 ($97,000) (General Fund – Fuel Modification/Professional &Technical. Services) ORIGINATED BY: Ron Dragoo, City Engineer REVIEWED BY: Elias Sassoon, Director of Public Works APPROVED BY: Doug Willmore, City Manager ATTACHED SUPPORTING DOCUMENTS: A. Interwest Consulting Group Professional Service Agreement (page A-1) B. Interwest Consulting Group Proposal for Public Works services (page B-1) C. Interwest Consulting Group Proposal for Public Works Services (page C-1) BACKGROUND AND DISCUSSION: Public Works is experiencing difficulties processing critical work due to the recent loss of three engineers. This work has been distributed to current staff, however the work load is very heavy and some project schedules are in danger of slipping. To obtain the best combination of price, quality, and customer service required to manage the work, staff requested a proposal from Interwest Consulting Services. They provide these type 1 of services in the Los Angeles and Orange County area. Interwest Consulting Services has performed well previously in similar situations we have previously encountered in the City, and their rates and available staff capabilities are very competitive. On September 18, 2019, Interwest submitted their proposal to provide these services, along with providing services managing the City’s fuel modification program (Attachment B). Services are needed to help with processing CIP projects this fiscal year. The need for staff augmentation for CIP projects is expected to diminish and ultimately discontinued as new staff persons are hired and trained. Without help some projects will experience delays. As discussed above, the original proposal (Attachment B) also included a consultant to manage the fuel modification program ; however, that particular person may not be available. An additional proposal was provided (Attachment C) to include an additional person to choose from to manage the fuel modification program. Since the fuel modification program alone at this time is not enough to justify a full-time position, it is recommended that they be handled by a consultant. CONCLUSION: Staff recommends that the City Council authorize the Mayor and City Clerk to enter into a Professional Services Agreement with Interwest Consulting G roup to provide Public Works consulting services through June 30, 2020, with the option to extend the agreement for an additional year to June 30, 2021. ALTERNATIVES: In addition to the Staff recommendations, the following alternative action s are available for the City Council’s consideration: 1. Receive and file this report and take no further action at this time. 2. Take other action as may be appropriate specific to this request. 2 CONTRACT SERVICES AGREEMENT By and Between CITY OF RANCHO PALOS VERDES and INTERWEST CONSULTING SERVICES for PUBLIC WORKS ON-CALL SERVICES A-1 AGREEMENT FOR CONTRACT SERVICES BETWEEN THE CITY OF RANCHO PALOS VERDES AND MCGEE SURVEYING CONSULTING THIS AGREEMENT FOR CONTRACT SERVICES (herein “Agreement”) is made and entered into this 15th day of October, 2019 by and between the City of Rancho Palos Verdes, a California municipal corporation (“City”) and Interwest Consulting Services (“Consultant”). City and Consultant may be referred to, individually or collectively, as “Party” or “Parties.” RECITALS A. City has sought, by issuance of a Request for Proposals or Invitation for Bids, the performance of the services defined and described particularly in Article 1 of this Agreement. B. Consultant, following submission of a proposal or bid for the performance of the services defined and described particularly in Article 1 of this Agreement, was selected by the City to perform those services. C. Pursuant to the City of Rancho Palos Verdes’ Municipal Code, City has authority to enter into and execute this Agreement. D. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Article 1 of this Agreement and desire that the terms of that performance be as particularly defined and described herein. OPERATIVE PROVISIONS NOW, THEREFORE, in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the parties agree as follows: ARTICLE 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, the Consultant shall provide those services specified in the “Scope of Services” attached hereto as Exhibit “A” and incorporated herein by this reference, which may be referred to herein as the “services” or “work” hereunder. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that it has the qualifications, experience, and facilities necessary to properly perform the services required under this Agreement in a thorough, competent, and professional manner, and is experienced in performing the work and services contemplated herein. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all services described herein. Consultant covenants that it shall follow the highest professional standards in performing the work and services required hereunder and that all materials will be both of good quality as well as fit for the purpose intended. For purposes of this Agreement, the phrase “highest professional standards” shall mean those A-2 standards of practice recognized by one or more first-class firms performing similar work under similar circumstances. 1.2 Consultant’s Proposal. The Scope of Service shall include the Consultant’s scope of work or bid which shall be incorporated herein by this reference as though fully set forth herein. In the event of any inconsistency between the terms of such proposal and this Agreement, the terms of this Agreement shall govern. 1.3 Compliance with Law. Consultant shall keep itself informed concerning, and shall render all services hereunder in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and any Federal, State or local governmental entity having jurisdiction in effect at the time service is rendered. 1.4 California Labor Law. If the Scope of Services includes any “public work” or “maintenance work,” as those terms are defined in California Labor Code section 1720 et seq. and California Code of Regulations, Title 8, Section 16000 et seq., and if the total compensation is $1,000 or more, Consultant shall pay prevailing wages for such work and comply with the requirements in California Labor Code section 1770 et seq. and 1810 et seq., and all other applicable laws, including the following requirements: (a) Public Work. The Parties acknowledge that some or all of the work to be performed under this Agreement is a “public work” as defined in Labor Code Section 1720 and that this Agreement is therefore subject to the requirements of Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code relating to public works contracts and the rules and regulations established by the Department of Industrial Relations (“DIR”) implementing such statutes. The work performed under this Agreement is subject to compliance monitoring and enforcement by the DIR. Contractor shall post job site notices, as prescribed by regulation. (b) Prevailing Wages. Contractor shall pay prevailing wages to the extent required by Labor Code Section 1771. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages are on file at City Hall and will be made available to any interested party on request. By initiating any work under this Agreement, Contractor acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of the prevailing rate of per diem wages, and Contractor shall post a copy of the same at each job site where work is performed under this Agreement. (c) Penalty for Failure to Pay Prevailing Wages. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. The Contractor shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar A-3 day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Contractor or by any subcontractor. (d) Payroll Records. Contractor shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Contractor and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform the City of the location of the records. (e) Apprentices. Contractor shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6, and 1777.7 and California Code of Regulations Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Contractor shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Contractor shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within sixty (60) days after concluding work pursuant to this Agreement, Contractor and each of its subcontractors shall submit to the City a verified statement of the journeyman and apprentice hours performed under this Agreement. (f) Eight-Hour Work Day. Contractor acknowledges that eight (8) hours labor constitutes a legal day's work. Contractor shall comply with and be bound by Labor Code Section 1810. (g) Penalties for Excess Hours. Contractor shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. The Contractor shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each worker employed in the performance of this Agreement by the Contractor or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code section 1815, work performed by employees of Contractor in excess of eight (8) hours per day, and forty (40) hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of 8 hours per day at not less than one and one-half (1½) times the basic rate of pay. (h) Workers’ Compensation. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees if it has employees. In accordance with the provisions of California Labor Code Section 1861, Contractor certifies as follows: “I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract.” A-4 Contractor’s Authorized Initials ________ (i) Contractor’s Responsibility for Subcontractors. For every subcontractor who will perform work under this Agreement, Contractor shall be responsible for such subcontractor's compliance with Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code, and shall make such compliance a requirement in any contract with any subcontractor for work under this Agreement. Contractor shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a review of the certified payroll records of the subcontractor on a periodic basis or upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Contractor shall diligently take corrective action to halt or rectify any such failure by any subcontractor. 1.5 Licenses, Permits, Fees and Assessments. Consultant shall obtain at its sole cost and expense such licenses, permits and approvals as may be required by law for the performance of the services required by this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant’s performance of the services required by this Agreement, and shall indemnify, defend and hold harmless City, its officers, employees or agents of City, against any such fees, assessments, taxes, penalties or interest levied, assessed or imposed against City hereunder. 1.6 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (i) has thoroughly investigated and considered the scope of services to be performed, (ii) has carefully considered how the services should be performed, and (iii) fully understands the facilities, difficulties and restrictions attending performance of the services under this Agreement. If the services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of services hereunder. Should the Consultant discover any latent or unknown conditions, which will materially affect the performance of the services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant’s risk until written instructions are received from the Contract Officer. 1.7 Care of Work. The Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work, and the equipment, materials, papers, documents, plans, studies and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City’s own negligence. 1.8 Further Responsibilities of Parties. A-5 Both parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both parties agree to act in good faith to execute all instruments, prepare all documents and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. Unless hereafter specified, neither party shall be responsible for the service of the other. 1.9 Additional Services. City shall have the right at any time during the performance of the services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to or deducting from said work. No such extra work may be undertaken unless a written order is first given by the Contract Officer to the Consultant, incorporating therein any adjustment in (i) the Contract Sum for the actual costs of the extra work, and/or (ii) the time to perform this Agreement, which said adjustments are subject to the written approval of the Consultant. Any increase in compensation of up to ten percent (10%) of the Contract Sum or $25,000, whichever is less; or, in the time to perform of up to one hundred eighty (180) days, may be approved by the Contract Officer. Any greater increases, taken either separately or cumulatively, must be approved by the City Council. It is expressly understood by Consultant that the provisions of this Section shall not apply to services specifically set forth in the Scope of Services. Consultant hereby acknowledges that it accepts the risk that the services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates and that Consultant shall not be entitled to additional compensation therefor. City may in its sole and absolute discretion have similar work done by other contractors. No claims for an increase in the Contract Sum or time for performance shall be valid unless the procedures established in this Section are followed. 1.10 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in the “Special Requirements” attached hereto as Exhibit “B” and incorporated herein by this reference. In the event of a conflict between the provisions of Exhibit “B” and any other provisions of this Agreement, the provisions of Exhibit “B” shall govern. ARTICLE 2. COMPENSATION AND METHOD OF PAYMENT. 2.1 Contract Sum. Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in the “Schedule of Compensation” attached hereto as Exhibit “C” and incorporated herein by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed Two Hundred Twenty Two Thousand Dollars ($222,000) (the contract Sum”) or annually as specified in the Exhibit “C”, unless additional compensation is approved pursuant to Section 1.9. 2.2 Method of Compensation. A-6 The method of compensation may include: (i) a lump sum payment upon completion; (ii) payment in accordance with specified tasks or the percentage of completion of the services, less contract retention; (iii) payment for time and materials based upon the Consultant’s rates as specified in the Schedule of Compensation, provided that (a) time estimates are provided for the performance of sub tasks, (b) contract retention is maintained, and (c) the Contract Sum is not exceeded; or (iv) such other methods as may be specified in the Schedule of Compensation. 2.3 Reimbursable Expenses. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, telephone expenses, and travel expenses approved by the Contract Officer in advance, or actual subcontractor expenses of an approved subcontractor pursuant to Section 4.5, and only if specified in the Schedule of Compensation. The Contract Sum shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Coordination of the performance of the work with City is a critical component of the services. If Consultant is required to attend additional meetings to facilitate such coordination, Consultant shall not be entitled to any additional compensation for attending said meetings. 2.4 Invoices. Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month in a form approved by City’s Director of Finance. By submitting an invoice for payment under this Agreement, Consultant is certifying compliance with all provisions of the Agreement. The invoice shall detail charges for all necessary and actual expenses by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and sub-contractor contracts. Sub-contractor charges shall also be detailed by such categories. Consultant shall not invoice City for any duplicate services performed by more than one person. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, or as provided in Section 7.3, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice; however, Consultant acknowledges and agrees that due to City warrant run procedures, the City cannot guarantee that payment will occur within this time period. In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. Review and payment by City for any invoice provided by the Consultant shall not constitute a waiver of any rights or remedies provided herein or any applicable law. 2.5 Waiver. Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant. ARTICLE 3. PERFORMANCE SCHEDULE A-7 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. 3.2 Schedule of Performance. Consultant shall commence the services pursuant to this Agreement upon receipt of a written notice to proceed and shall perform all services within the time period(s) established in the “Schedule of Performance” attached hereto as Exhibit “D” and incorporated herein by this reference. When requested by the Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer but not exceeding one hundred eighty (180) days cumulatively. 3.3 Force Majeure. The time period(s) specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant, including, but not restricted to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the City, if the Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the Contract Officer such delay is justified. The Contract Officer’s determination shall be final and conclusive upon the parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant’s sole remedy being extension of the Agreement pursuant to this Section. 3.4 Term. Unless earlier terminated in accordance with Article 7 of this Agreement, this Agreement shall continue in full force and effect until completion of the services but not exceeding one (1) years from the date hereof, except as otherwise provided in the Schedule of Performance (Exhibit “D”). [The City may, in its sole discretion, extend the Term for zero (0) additional one-year terms.] ARTICLE 4. COORDINATION OF WORK 4.1 Representatives and Personnel of Consultant. The following principals of Consultant (“Principals”) are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: A-8 Terry Rodrigue President/Owner (Name) (Title) Jim Ross Director of Municipal Services (Name) (Title) It is expressly understood that the experience, knowledge, capability and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. All personnel of Consultant, and any authorized agents, shall at all times be under the exclusive direction and control of the Principals. For purposes of this Agreement, the foregoing Principals may not be replaced nor may their responsibilities be substantially reduced by Consultant without the express written approval of City. Additionally, Consultant shall utilize only competent personnel to perform services pursuant to this Agreement. Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement. Consultant shall notify City of any changes in Consultant’s staff and subcontractors, if any, assigned to perform the services required under this Agreement, prior to and during any such performance. 4.2 Status of Consultant. Consultant shall have no authority to bind City in any manner, or to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Consultant may have to any such rights. 4.3 Contract Officer. The Contract Officer shall be Ron Dragoo, Principal Engineer, Lauren Ramezani, Administrative Assistant or such person as may be designated by the City Manager. It shall be the Consultant’s responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority, if specified in writing by the City Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. 4.4 Independent Consultant. A-9 Neither the City nor any of its employees shall have any control over the manner, mode or means by which Consultant, its agents or employees, perform the services required herein, except as otherwise set forth herein. City shall have no voice in the selection, discharge, supervision or control of Consultant’s employees, servants, representatives or agents, or in fixing their number, compensation or hours of service. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. City shall not in any way or for any purpose become or be deemed to be a partner of Consultant in its business or otherwise or a joint venturer or a member of any joint enterprise with Consultant. 4.5 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for the City to enter into this Agreement. Therefore, Consultant shall not contract with any other entity to perform in whole or in part the services required hereunder without the express written approval of the City. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written approval of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release the Consultant or any surety of Consultant of any liability hereunder without the express consent of City. ARTICLE 5. INSURANCE AND INDEMNIFICATION 5.1 Insurance Coverages. Without limiting Consultant’s indemnification of City, and prior to commencement of any services under this Agreement, Consultant shall obtain, provide and maintain at its own expense during the term of this Agreement, policies of insurance of the type and amounts described below and in a form satisfactory to City. (a) General liability insurance. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted. (b) Automobile liability insurance. Consultant shall maintain automobile insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non- A-10 owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident. (c) Professional liability (errors & omissions) insurance. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement. (d) Workers’ compensation insurance. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000). (e) Subcontractors. Consultant shall include all subcontractors as insureds under its policies or shall furnish separate certificates and certified endorsements for each subcontractor. All coverages for subcontractors shall include all of the requirements stated herein. (f) Additional Insurance. Policies of such other insurance, as may be required in the Special Requirements in Exhibit “B”. 5.2 General Insurance Requirements. (a) Proof of insurance. Consultant shall provide certificates of insurance to City as evidence of the insurance coverage required herein, along with a waiver of subrogation endorsement for workers’ compensation. Insurance certificates and endorsements must be approved by City’s Risk Manager prior to commencement of performance. Current certification of insurance shall be kept on file with City at all times during the term of this Agreement. City reserves the right to require complete, certified copies of all required insurance policies, at any time. (b) Duration of coverage. Consultant shall procure and maintain for the duration of this Agreement insurance against claims for injuries to persons or damages to property, which may arise from or in connection with the performance of the Services hereunder by Consultant, its agents, representatives, employees or subconsultants. (c) Primary/noncontributing. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and non- contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured. (d) City’s rights of enforcement. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, A-11 City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement. (e) Acceptable insurers. All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance or that is on the List of Approved Surplus Line Insurers in the State of California, with an assigned policyholders’ Rating of A- (or higher) and Financial Size Category Class VI (or larger) in accordance with the latest edition of Best’s Key Rating Guide, unless otherwise approved by the City’s Risk Manager. (f) Waiver of subrogation. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants. (g) Enforcement of contract provisions (non-estoppel). Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligations on the City nor does it waive any rights hereunder. (h) Requirements not limiting. Requirements of specific coverage features or limits contained in this section are not intended as a limitation on coverage, limits or other requirements, or a waiver of any coverage normally provided by any insurance. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue and is not intended by any party or insured to be all inclusive, or to the exclusion of other coverage, or a waiver of any type. If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City. (i) Notice of cancellation. Consultant agrees to oblige its insurance agent or broker and insurers to provide to City with a thirty (30) day notice of cancellation (except for nonpayment for which a ten (10) day notice is required) or nonrenewal of coverage for each required coverage. (j) Additional insured status. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies. (k) Prohibition of undisclosed coverage limitations. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. A-12 (l) Separation of insureds. A severability of interests provision must apply for all additional insureds ensuring that Consultant’s insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the insurer’s limits of liability. The policy(ies) shall not contain any cross-liability exclusions. (m) Pass through clause. Consultant agrees to ensure that its subconsultants, subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage and endorsements required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with consultants, subcontractors, and others engaged in the project will be submitted to City for review. (n) Agency’s right to revise specifications. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City and Consultant may renegotiate Consultant’s compensation. (o) Self-insured retentions. Any self-insured retentions must be declared to and approved by City. City reserves the right to require that self-insured retentions be eliminated, lowered, or replaced by a deductible. Self-insurance will not be considered to comply with these specifications unless approved by City. (p) Timely notice of claims. Consultant shall give City prompt and timely notice of claims made or suits instituted that arise out of or result from Consultant’s performance under this Agreement, and that involve or may involve coverage under any of the required liability policies. (q) Additional insurance. Consultant shall also procure and maintain, at its own cost and expense, any additional kinds of insurance, which in its own judgment may be necessary for its proper protection and prosecution of the work. 5.3 Indemnification. To the full extent permitted by law, Consultant agrees to indemnify, defend and hold harmless the City, its officers, employees and agents (“Indemnified Parties”) against, and will hold and save them and each of them harmless from, any and all actions, either judicial, administrative, arbitration or regulatory claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities whether actual or threatened (herein “claims or liabilities”) that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities provided herein of Consultant, its officers, employees, agents, subcontractors, or invitees, or any individual or entity for which Consultant is legally liable (“indemnitors”), or arising from Consultant’s or indemnitors’ reckless or willful misconduct, or arising from Consultant’s or indemnitors’ negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement, and in connection therewith: A-13 (a) Consultant will defend any action or actions filed in connection with any of said claims or liabilities and will pay all costs and expenses, including legal costs and attorneys’ fees incurred in connection therewith; (b) Consultant will promptly pay any judgment rendered against the City, its officers, agents or employees for any such claims or liabilities arising out of or in connection with the negligent performance of or failure to perform such work, operations or activities of Consultant hereunder; and Consultant agrees to save and hold the City, its officers, agents, and employees harmless therefrom; (c) In the event the City, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against Consultant for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of Consultant hereunder, Consultant agrees to pay to the City, its officers, agents or employees, any and all costs and expenses incurred by the City, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys’ fees. Consultant shall incorporate similar indemnity agreements with its subcontractors and if it fails to do so Consultant shall be fully responsible to indemnify City hereunder therefore, and failure of City to monitor compliance with these provisions shall not be a waiver hereof. This indemnification includes claims or liabilities arising from any negligent or wrongful act, error or omission, or reckless or willful misconduct of Consultant in the performance of professional services hereunder. The provisions of this Section do not apply to claims or liabilities occurring as a result of City’s sole negligence or willful acts or omissions, but, to the fullest extent permitted by law, shall apply to claims and liabilities resulting in part from City’s negligence, except that design professionals’ indemnity hereunder shall be limited to claims and liabilities arising out of the negligence, recklessness or willful misconduct of the design professional. The indemnity obligation shall be binding on successors and assigns of Consultant and shall survive termination of this Agreement. ARTICLE 6. RECORDS, REPORTS, AND RELEASE OF INFORMATION 6.1 Records. Consultant shall keep, and require subcontractors to keep, such ledgers, books of accounts, invoices, vouchers, canceled checks, reports, studies or other documents relating to the disbursements charged to City and services performed hereunder (the “books and records”), as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the performance of such services. Any and all such documents shall be maintained in accordance with generally accepted accounting principles and shall be complete and detailed. The Contract Officer shall have full and free access to such books and records at all times during normal business hours of City, including the right to inspect, copy, audit and make records and transcripts from such records. Such records shall be maintained for a period of three (3) years following completion of the services hereunder, and the City shall have access to such records in the event any audit is required. In the event of dissolution of Consultant’s business, custody of the books and records may be given to City, and access shall be provided by Consultant’s successor in interest. Notwithstanding the above, the Consultant shall fully A-14 cooperate with the City in providing access to the books and records if a public records request is made and disclosure is required by law including but not limited to the California Public Records Act. 6.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of work and services to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the work or services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of said fact, circumstance, technique or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 6.3 Ownership of Documents. All drawings, specifications, maps, designs, photographs, studies, surveys, data, notes, computer files, reports, records, documents and other materials (the “documents and materials”) prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement shall be the property of City and shall be delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership use, reuse, or assignment of the documents and materials hereunder. Any use, reuse or assignment of such completed documents for other projects and/or use of uncompleted documents without specific written authorization by the Consultant will be at the City’s sole risk and without liability to Consultant, and Consultant’s guarantee and warranties shall not extend to such use, reuse or assignment. Consultant may retain copies of such documents for its own use. Consultant shall have the right to use the concepts embodied therein. All subcontractors shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. Moreover, Consultant with respect to any documents and materials that may qualify as “works made for hire” as defined in 17 U.S.C. § 101, such documents and materials are hereby deemed “works made for hire” for the City. 6.4 Confidentiality and Release of Information. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the Contract Officer. (b) Consultant, its officers, employees, agents or subcontractors, shall not, without prior written authorization from the Contract Officer or unless requested by the City A-15 Attorney, voluntarily provide documents, declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered “voluntary” provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subcontractor of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed there under. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response. ARTICLE 7. ENFORCEMENT OF AGREEMENT AND TERMINATION 7.1 California Law. This Agreement shall be interpreted, construed and governed both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Los Angeles, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in the County of Los Angeles, State of California. 7.2 Disputes; Default. In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default. This timeframe is presumptively thirty (30) days, but may be extended, though not reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under this Article. Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement. A-16 7.3 Retention of Funds. Consultant hereby authorizes City to deduct from any amount payable to Consultant (whether or not arising out of this Agreement) (i) any amounts the payment of which may be in dispute hereunder or which are necessary to compensate City for any losses, costs, liabilities, or damages suffered by City, and (ii) all amounts for which City may be liable to third parties, by reason of Consultant’s acts or omissions in performing or failing to perform Consultant’s obligation under this Agreement. In the event that any claim is made by a third party, the amount or validity of which is disputed by Consultant, or any indebtedness shall exist which shall appear to be the basis for a claim of lien, City may withhold from any payment due, without liability for interest because of such withholding, an amount sufficient to cover such claim. The failure of City to exercise such right to deduct or to withhold shall not, however, affect the obligations of the Consultant to insure, indemnify, and protect City as elsewhere provided herein. 7.4 Waiver. Waiver by any party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision or a waiver of any subsequent breach or violation of any provision of this Agreement. Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement. No delay or omission in the exercise of any right or remedy by a non-defaulting party on any default shall impair such right or remedy or be construed as a waiver. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 7.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. 7.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. Notwithstanding any contrary provision herein, Consultant shall file a statutory claim pursuant to Government Code Sections 905 et seq. and 910 et seq., in order to pursue a legal action under this Agreement. 7.7 Liquidated Damages. Since the determination of actual damages for any delay in performance of this Agreement would be extremely difficult or impractical to determine in the event of a breach of A-17 this Agreement, the Contractor and its sureties shall be liable for and shall pay to the City the sum of zero (0) Dollars ($0.00) as liquidated damages for each working day of delay in the performance of any service required hereunder. The City may withhold from any monies payable on account of services performed by the Contractor any accrued liquidated damages. 7.8 Termination Prior to Expiration of Term. This Section shall govern any termination of this Contract except as specifically provided in the following Section for termination for cause. The City reserves the right to terminate this Contract at any time, with or without cause, upon thirty (30) days’ written notice to Consultant, except that where termination is due to the fault of the Consultant, the period of notice may be such shorter time as may be determined by the Contract Officer. In addition, the Consultant reserves the right to terminate this Contract at any time, with or without cause, upon sixty (60) days’ written notice to City, except that where termination is due to the fault of the City, the period of notice may be such shorter time as the Consultant may determine. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Except where the Consultant has initiated termination, the Consultant shall be entitled to compensation for all services rendered prior to the effective date of the notice of termination and for any services authorized by the Contract Officer thereafter in accordance with the Schedule of Compensation or such as may be approved by the Contract Officer, except as provided in Section 7.3. In the event the Consultant has initiated termination, the Consultant shall be entitled to compensation only for the reasonable value of the work product actually produced hereunder. In the event of termination without cause pursuant to this Section, the terminating party need not provide the non-terminating party with the opportunity to cure pursuant to Section 7.2. 7.9 Termination for Default of Consultant. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 7.2, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. 7.10 Attorneys’ Fees. If either party to this Agreement is required to initiate or defend or made a party to any action or proceeding in any way connected with this Agreement, the prevailing party in such action or proceeding, in addition to any other relief which may be granted, whether legal or equitable, shall be entitled to reasonable attorney’s fees. Attorney’s fees shall include attorney’s fees on any appeal, and in addition a party entitled to attorney’s fees shall be entitled to all other reasonable costs for investigating such action, taking depositions and discovery and all other necessary costs the court allows which are incurred in such litigation. All such fees shall be deemed to have accrued on commencement of such action and shall be enforceable whether or not such action is prosecuted to judgment. A-18 ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 8.1 Non-liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor in interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 8.2 Conflict of Interest. Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of services under this Agreement. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the Contract Officer. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of the City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects her/his financial interest or the financial interest of any corporation, partnership or association in which (s)he is, directly or indirectly, interested, in violation of any State statute or regulation. The Consultant warrants that it has not paid or given and will not pay or give any third party any money or other consideration for obtaining this Agreement. 8.3 Covenant Against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, gender, sexual orientation, marital status, national origin, ancestry or other protected class. 8.4 Unauthorized Aliens. Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C. § 1101 et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of work and/or services covered by this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys’ fees, incurred by City. A-19 ARTICLE 9. MISCELLANEOUS PROVISIONS 9.1 Notices. Any notice, demand, request, document, consent, approval, or communication either party desires or is required to give to the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail, in the case of the City, to the City Manager and to the attention of the Contract Officer (with her/his name and City title), City of Rancho Palos Verdes, 30940 Hawthorne Blvd., Rancho Palos Verdes, California 90275 and in the case of the Consultant, to the person(s) at the address designated on the execution page of this Agreement. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as provided in this Section. 9.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of the language used and shall not be construed for or against either party by reason of the authorship of this Agreement or any other rule of construction which might otherwise apply. 9.3 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed to be an original, and such counterparts shall constitute one and the same instrument. 9.4 Integration; Amendment. This Agreement including the attachments hereto is the entire, complete and exclusive expression of the understanding of the parties. It is understood that there are no oral agreements between the parties hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations, arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this Agreement. No amendment to or modification of this Agreement shall be valid unless made in writing and approved by the Consultant and by the City Council. The parties agree that this requirement for written modifications cannot be waived and that any attempted waiver shall be void. 9.5 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity deprives either party of the basic benefit of their bargain or renders this Agreement meaningless. 9.6 Warranty & Representation of Non-Collusion. A-20 No official, officer, or employee of City has any financial interest, direct or indirect, in this Agreement, nor shall any official, officer, or employee of City participate in any decision relating to this Agreement which may affect his/her financial interest or the financial interest of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any corporation, partnership, or association in which (s)he is directly or indirectly interested, or in violation of any State or municipal statute or regulation. The determination of “financial interest” shall be consistent with State law and shall not include interests found to be “remote” or “noninterests” pursuant to Government Code Sections 1091 or 1091.5. Consultant warrants and represents that it has not paid or given, and will not pay or give, to any third party including, but not limited to, any City official, officer, or employee, any money, consideration, or other thing of value as a result or consequence of obtaining or being awarded any agreement. Consultant further warrants and represents that (s)he/it has not engaged in any act(s), omission(s), or other conduct or collusion that would result in the payment of any money, consideration, or other thing of value to any third party including, but not limited to, any City official, officer, or employee, as a result of consequence of obtaining or being awarded any agreement. Consultant is aware of and understands that any such act(s), omission(s) or other conduct resulting in such payment of money, consideration, or other thing of value will render this Agreement void and of no force or effect. Consultant’s Authorized Initials _______ 9.7 Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the provisions of this Agreement, and (iv) that entering into this Agreement does not violate any provision of any other Agreement to which said party is bound. This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the parties. [SIGNATURES ON FOLLOWING PAGE] A-21 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the date and year first-above written. CITY: CITY OF RANCHO PALOS VERDES, a municipal corporation , Mayor ATTEST: Emily Colborn, City Clerk APPROVED AS TO FORM: ALESHIRE & WYNDER, LLP William W. Wynder, City Attorney CONSULTANT: ___________________________________ By: Name: Terry Rodrigue Title: Owner By: Name: Debbie Thorson Title: CFO Address: 5290 Overpass Road, Ste#107 Santa Barbara, CA 93111 Two corporate officer signatures required when Consultant is a corporation, with one signature required from each of the following groups: 1) Chairman of the Board, President or any Vice President; and 2) Secretary, any Assistant Secretary, Chief Financial Officer or any Assistant Treasurer. CON SULTANT’S SIGNATURES SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR REGULATIONS APPLICABLE TO CONSULTANT’S BUSINESS ENTITY. A-22 01203.0001/298339.3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2018 before me, ________________, personally a ppeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragra ph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. A-23 01203.0001/298339.3 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT STATE OF CALIFORNIA COUNTY OF LOS ANGELES On __________, 2018 before me, ________________, personally appeared ________________, proved to me on the basis of satisfactory evidence to be the person(s) whose names(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature: _____________________________________ OPTIONAL Though the data below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent reattachment of this form. CAPACITY CLAIMED BY SIGNER DESCRIPTION OF ATTACHED DOCUMENT INDIVIDUAL CORPORATE OFFICER _______________________________ TITLE(S) PARTNER(S) LIMITED GENERAL ATTORNEY-IN-FACT TRUSTEE(S) GUARDIAN/CONSERVATOR OTHER_______________________________ ______________________________________ SIGNER IS REPRESENTING: (NAME OF PERSON(S) OR ENTITY(IES)) _____________________________________________ _____________________________________________ ___________________________________ TITLE OR TYPE OF DOCUMENT ___________________________________ NUMBER OF PAGES ___________________________________ DATE OF DOCUMENT ___________________________________ SIGNER(S) OTHER THAN NAMED ABOVE A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy or validity of that document. A-24 01203.0001/298339.3 A-1 EXHIBIT “A” SCOPE OF SERVICES I. Consultant will perform the following Services: A. Provide on-call staff augmentation services to the City’s Capital Improvement Program, including pavement rehabilitation/enhancements and other infrastructure improvements and for the City’s fuel Modification Program. B. Managing design consultant’s and contractor’s activities, overseeing the solicitation of construction bids and contract awards, writing City Council agenda reports, coordinating all pre-construction activities, managing project documentation, coordination with the City’s CIP Inspector, processing construction contract change orders, evaluating contractor invoices and project close out. C. Managing contract services for the Fuel Modification Program including contract services for clearing of vegetation areas within the City’s Open Space properties, monitoring and observing contract services, coordinating with City Departments and outside agencies and maintaining project files and preparation of reports. II. As part of the Services, Consultant will prepare and deliver the following tangible work products to the City: A. Prepare, maintain and deliver all project files required. B. Prepare a Construction Contract Change Orders. C. Evaluate and ensure work performed is acceptable associated with invoices submitted. D. Weekly and monthly summaries of hours spent on tasks. III. In addition to the requirements of Section 6.2, during performance of the Services, Consultant will keep the City appraised of the status of performance by delivering the following status reports: A. Summaries of work performed weekly and monthly and the associated hours spent on tasks that can serve as a check for invoices received for this work and as a check against schedules provided by contractors and design consultants. IV. All work product is subject to review and acceptance by the City, and must be revised by the Consultant without additional charge to the City until found satisfactory and accepted by City. A-25 01203.0001/298339.3 A-2 V. Consultant will utilize the following personnel to accomplish the Services: A. Simir Nuhaily, PE, TE – Project Manager B. Al Cablay, PWLF – Maintenance Superintendent C. Manuel Gomez – Maintenance Superintendent A-26 01203.0001/298339.3 B-1 EXHIBIT “B” SPECIAL REQUIREMENTS (Superseding Contract Boilerplate) A-27 01203.0001/298339.3 C-1 EXHIBIT “C” SCHEDULE OF COMPENSATION I. Consultant shall perform the following tasks at the following rates: RATE TIME SUB-BUDGET A. Project Manager CIP Projects $160 Hour $72,750 B. Assistant Project Manager CIP Projects $145 Hour $24,250 C. Maint. Super. Fuel Modification $125 Hour $125,000 II. A retention of ten percent (10%) shall be held from each payment as a contract retention to be paid as part of the final payment upon satisfactory completion of services. III. Within the budgeted amounts for each Task, and with the approval of the Contract Officer, funds may be shifted from one Task subbudget to another so long as the Contract Sum is not exceeded per Section 2.1, unless Additional Services are approved per Section 1.9. IV. The City will compensate Consultant for the Services performed upon submission of a valid invoice. Each invoice is to include: A. Line items for all personnel describing the work performed, the number of hours worked, and the hourly rate. B. Line items for all materials and equipment properly charged to the Services. C. Line items for all other approved reimbursable expenses claimed, with supporting documentation. V. The total compensation for the Services shall not exceed the Contract Sum as provided in Section 2.1 of this Agreement. VI. The Consultant’s billing rates for all personnel are included in the Consultant’s proposal and attached as Exhibit B-1. A-28 01203.0001/298339.3 D-1 EXHIBIT “D” SCHEDULE OF PERFORMANCE I. Consultant shall perform all Services timely in accordance with the schedule to be developed by Consultant and subject to the written approval of the Contract Officer and the City Attorney’s office over the contract period. II. Consultant shall deliver the following tangible work products to the City by the following dates. A. Project files delivered at the end of each project, Completion date will be determined at the start of each project. B. Construction Contract Change Order as they are developed. C. Summary of field evaluations by Friday during the week performed. D. Weekly and monthly summaries of hours spent on tasks. III. The Contract Officer may approve extensions for performance of the services in accordance with Section 3.2. A-29 October 8, 2019 City of Rancho Palos Verdes Elias Sassoon Director of Public Works 30940 Hawthorne Blvd Rancho Palos Verdes, CA 90275 RE: Proposal to Provide Project Management Services for the City’s Capital Improvement Program and Fuel Modification Program Mr. Sassoon, Thank you for the opportunity to meet and discuss the City of Rancho Palos Verdes’ Public Works Department needs. We are pleased to offer this letter proposal to provide as-needed staff augmentation services the City’s Capital Improvement Program, including pavement rehabilitation/enhancements and other infrastructure improvements and for the City’s Fuel Modification Program. We understand that the City requires qualified individuals to provide project management of projects assigned by the City and to work to ensure that the City’s goals and standards are consistently interpreted and met. We also understand that the requested work will include typical project management and construction management tasks such as managing consultant activities, overseeing the solicitation of construction bids and contract awards, writing City Council agenda reports, coordinating all pre-construction activities, managing project documentation, coordination with the City’s CIP Inspector, processing construction contract change orders, contractor invoices and project close-out. For the Fuel Modification Program we understand the work will include managing contract services for the clearing of vegetation areas within the City’s Open Space properties, monitoring and observing contract services, coordinating with City Departments and outside agencies and maintaining project files and preparation of reports. To Provide CIP Project Management Services, we propose Samir Nuhaily, PE, TE as Project Manager at a rate of $160 per hour and Ludy Smeets, PE as an Assistant Project Manager at a rate of $145 per hour. To provide Fuel Modification Program services, we propose Manuel Gomez in the role of Maintenance Superintendent at a rate of $125 per hour. Samir Nuhaily is a seasoned public works professional and an effective manager, dedicated to delivering successful projects. He has a proven record in leading and managing large teams of managers, architects and engineers to deliver high performances and exceed established targets. His wealth of experience makes him an ideal candidate to perform the requested services. Ludy Smeets is a registered engineer with more than 40 years of experience managing projects for municipalities including the Cities of Inglewood, Lynwood, Downey, San Gabriel, and Pico Rivera and the County of B-1 Los Angeles. Manuel Gomez is also a veteran public works professional in the State of California, having served as the City of Irvine’s Director of Public Works for 13 years among other management roles. We are confident that Samir, Ludy and Manuel are immanently qualified to provide the requested services in a manner that exceeds the City’s expectations. Samir and Ludy are available immediately and for 3-4 days per week. Manuel will be available as soon as the City is prepared to start and will be available up to full time if necessary. A list of hourly rates and each candidate’s resume has been attached for your review. I will serve as Principal-in-Charge and as the City’s Management Contact. Please do not hesitate to contact me at 303.549.7776 or trodrigue@interwestgrp.com should you have any questions. Thank you again for the opportunity to assist the City of Rancho Palos Verdes. Sincerely, Terry Rodrigue, PE, TE President & Owner B-2 HOURLY RATES The rates displayed in the fee schedule below reflect Interwest’s current fees, which include shipping, supply, and material costs. Hourly rates are typically reviewed yearly on July 1 and may be subject to revision unless under specific contract obligations. In addition, there is no charge for shipping, supply, or material costs. CLASSIFICATION HOURLY BILLING RATE Principal in Charge ................................................................................................................................. $175 Project Manager ....................................................................................................................................... 160 Assistant Project Manager ....................................................................................................................... 145 Senior Advisor | Engineer ......................................................................................................................... 140 Traffic Engineer ........................................................................................................................................ 130 Supervising Engineer ............................................................................................................................... 125 Maintenance Superintendent .................................................................................................................. 125 Engineering Associate III .......................................................................................................................... 105 Engineering Associate II ........................................................................................................................... 100 Engineering Associate I .............................................................................................................................. 85 Engineering Technician III ......................................................................................................................... 75 Engineering Technician II .......................................................................................................................... 70 Engineering Technician I ........................................................................................................................... 65 Construction Manager ............................................................................................................................. 125 Assistant Construction Manager ............................................................................................................. 110 Supervising Public Works Observer ........................................................................................................ 105 Senior Public Works Observer ................................................................................................................... 95 Public Works Observer III ........................................................................................................................... 85 Public Works Observer II ............................................................................................................................ 80 Public Works Observer I ............................................................................................................................. 75 Overtime, Night, Weekend, and Holiday Work ....................................... 140% of above listed hourly rates B-3 Samir Nuhaily, PE, TE Senior Civil and Traffic Engineer Samir is a registered professional Civil and Traffic Engineer in the State of California. He is also a seasoned public works professional and an effective manager, dedicated to delivering successful projects. He has earned both a B.S. and an M.S. degree in Civil Engineering and also holds teaching credentials as an engineering college professor. Samir has extensive experience in the delivery of complex building and infrastructure programs and has held middle, senior, and executive level positions in public and private sector organizations. He has a proven record in leading and managing large teams of managers, architects and engineers to deliver high performances and exceed established targets. Additionally, he possesses an expert level of competence in the design and construction of infrastructure systems and associated utilities, as well and in transportation planning and traffic engineering. PROFESSIONAL EXPERIENCE Senior Engineer 2019 - Present Interwest Consulting Group Samir serves our public agency clients throughout Southern California as a senior engineer. Head of Design Management | Department Director |Construction Advisor | Program Manager 2006 - 2019 GCC Over a span of more than a decade, Samir held multiple positions serving both private and public sector organizations. During that time he held the following positions across the globe. - Program Manager: April 2015 to Present KAUST University, Saudi Arabia - Construction Management Advisor: November 2011 to April 2015 Public Works Authority (PWA), Qatar - Director of Project Management Department: March 2009 to November 2011 Secure Engineering, UAE - Head of Design Management: May 2006 to March 2009 EC Harris, UAE Senior Civil Engineer | Principal Manager | City Traffic Engineer 1985 - 2006 City of Chula Vista | CA Samir served the City’s Engineering Department for a period of more than 20 years, holding the following positions: - City Traffic Engineer: 2003 to 2006, Manager of the Transportation Division - Principal Manager: 2000 to 2003, Manager of the Project Design and Management Department - Senior Manager: 1997 to 2000, Manager of the Advanced Planning and Wastewater Divisions - Supervising Engineer: 1989 to 1997, Immediate Supervisor of the Planning and Construction Divisions - Design and Resident Engineer: 1985 to 1989, Design and Construction Divisions EDUCATION M.S. and B.S. in Civil Engineering, San Diego State University, 1986 REGISTRATIONS CERTIFICATIONS Professional Civil Engineer, CA | C-45044 Professional Traffic Engineer, CA | TR-2258 College Professor Credentials in Engineering, CA | 12485 Certified Competent Toastmaster, 2004 PROFESSIONAL DEVELOPMENT PMI Global Congress and Symposium, 2015, 2016, 2017 and 2018 Leading Complex Projects and Improving Business Performance, September 2008 Development Services Management Academy, November 2005 Franklin Covey Academy, the Four Roles of Leadership, January 2001 Franklin Covey Academy, the Seven Habits of Highly Effective People, April 1999 B-4 Ludwig Smeets, PE CA Registered Professional Engineer | Project Engineer Ludwig has over 40 years of experience in the civil engineering profession, including 15 years in the public sector, and over 25 years with private consulting firms serving public entities and private land developers. PROJECT SPECIFIC EXPERIENCE Senior Project Manager 2017-Present Interwest Consulting Group Ludwig provided Design and Construction Management for various transportation and parks Capital Improvement projects with the City of Costa Mesa as a consulting engineer. He was the construction manager and resident engineer responsible for 5 construction projects with budgets ranging from $1M to $5M. Each of these were delivered within budget and on time. His design experience was also instrumental in overseeing the design of 3 transportation projects, which were produced to meet a challenging schedule leading to timely bidding and start of construction. President | Senior Project Manager 2003 – 2016 GHD | Winzler & Kelly | Norris-Repke At Norris-Repke, Ludwig’s primary duty was to oversee all departmental functions of the corporation. He managed capital improvement projects, private development and re- development projects, and supported the operations and marketing needs of the firm. In 2009, Mr. Smeets and his 3 partners sold the firm to Winzler & Kelly, and three years later the firm was sold again to GHD. Throughout these shifts in ownership, Ludwig continued to manage numerous public works improvement projects including arterial highway projects for the Cities of Villa Park, Westminster, Irvine, Inglewood, Lynwood, Stanton, Rancho Cucamonga, Tustin, Costa Mesa, County of Los Angeles, San Gabriel, Moreno Valley, and the City of Placentia, Buena Park, Anaheim, Downey, Pico Rivera, as well as the Port of Long Beach, Port of San Diego, City of Chula Vista, Lake Elsinore, and the City of San Diego. These projects included coordination and/or the management of other sub-consultants, funding applications (including OCTA and Caltrans), environmental documentation, right-of-way acquisitions, and construction administration and inspection. Additional public works experience includes extensive plan checking of plans completed by other sub-consultants or other in-house design teams, managing pavement rehabilitation projects, preparation of hydrology studies, Water Quality Management Plans, NPDES compliance studies and several project studies and reports for various agencies. Engineering Manager 1994 – 2003 Vpoint Associates, NV After 20 years in Southern California, Ludwig moved to Las Vegas, Nevada and joined Vpoint. During his 9 years in the Nevada area, he was involved in one of the largest development increases in the country, including the project management of three large master planned communities – 1,100 acre McDonald Ranch, the 660 acre Sunset Greens, the 2,000-acre Lake Las Vegas, plus casino/hotel development, sewer system expansions, the Las Vegas transportation beltway design and construction management of various projects, and numerous other developments in Northern Nevada. His clientele included many private developers plus the Cities of Las Vegas, Henderson, Pahrump, Mesquite, Clark County, and the City of Reno. The private development work included all approvals and meeting all requirements leading to full entitlements for the properties in question. EDUCATION B.S. Civil Engineering, California State University Long Beach, 1979 Command & General Staff College, Ft. Leavenworth, KS, U.S. Army - 1989 REGISTRATIONS CERTIFICATIONS Registered Civil Engineer, CA | 37221 Registered Civil Engineer, NV | 11105 Registered Civil Engineer, AZ | 28642 PROFESSIONAL AFFILIATIONS Member, American Public Works Association (APWA) Member, American Society of Civil Engineers (ASCE) Member, National Society of Professional Engineers Member, Society of American Military Engineers B-5 Public Services Director | Senior Civil Engineer 1991 – 1994 City of Whittier After the Whittier Earthquake, Ludwig joined the City of Whittier and undertook responsibility for the Earthquake Damage-Related Improvement Projects, which included the repair of all damaged infrastructure within the city limits. In this position, he was responsible for the immediate repair and reconstruction of the city’s damaged water system, and the additional task for the City’s Landfill Expansion Program. During his three years serving the City, Ludwig completed all earthquake damage-related improvement projects and expanded the Whittier Landfill by nearly 100 acres. Director of Engineering | Vice President 1985 – 1991 Tait & Associates During his five years with the firm, Ludwig managed both survey and engineering teams and completed projects ranging from residential and commercial development to oil company related work. He also obtained the company’s first municipal agency projects. Ludwig also began his experience working on private developments, multiple residential and commercial subdivisions, entitlements, tract and parcel maps, from development review application through full private and conforming public improvements as required and in conformance with the Subdivision Map Act and all development requirements. Included within the work to approval was obtaining environmental approvals with CEQA and NEPA, and the Coastal Commission, if applicable. Designer | Project Engineer | Associate Engineer 1972 – 1984 City of Fullerton While attending night school at Cal State Long Beach and working for Fullerton during the day, Ludwig became proficient in roadway and arterial highway design, as well as sewer and storm drain design for numerous projects. As an Associate Engineer, Ludwig provided full project involvement in obtaining the preliminary engineering through final project acceptance of two grade separation projects – the Lemon Street Underpass and the Gilbert Underpass, both grade separations under the UP and SF Railway lines through the City of Fullerton. Ludwig worked closely with 5 consultant teams, the City’s surveyor, design team, inspection team, the right-of-way agents, and the railroads. Military Service 1970 – 2004 U.S. Marine Corps | U.S. Army Reserve In addition to 2 years as an active duty draftee in the Marine Corps during Vietnam, Ludwig has worked for over 32 years as a military reservist, engineering and artillery officer. While he commanded combat arms troops and units, he planned and executed numerous operational exercises by completing several active duty tours and deploying for up to 13 months to various U.S. and NATO operations around the world, including Republic of Korea (1984,1985,1989,1991, 1994), Panama (1995), Norway (1998), Bosnia/Herzegovina (1995), Germany (1982 and 1984), Kuwait (1991), Ukraine and Russia (2001 & 2004). As a retired Lieutenant Colonel in the U.S. Army Reserve, Ludwig feels very confident in his management of personnel and the resources associated therewith. The experience has been most beneficial and has carried into his private career as well. B-6 Manuel Gomez Senior Project Manager Manuel is an experienced public works professional with more than 25 years of experience serving municipal public works departments in Orange County. Before joining Interwest, he was the Director of Public Works for the City of Irvine for 13 years and held several management positions with the City of Santa Ana over the course of another 13 years. These positions have given Manuel not only valuable insight into the successful management of municipal public works departments and staff, but also intimate understanding of Orange County communities, standards, regulations, and sensitive issues. Manuel is known for his collaborative and inclusive management style, bringing the best out in the staff that he supervises. He is proficient in state and local laws and practices, active in industry associations, and fluent in Spanish. PROJECT SPECIFIC EXPERIENCE Senior Project Manager 2018 – Present Interwest Consulting Group, Inc. Manuel provides project management for municipal public works projects and oversees assigned projects to ensure compliance with time and budget parameters. He responds to client and public inquiries regarding engineering policies and procedures and helps municipal management teams to evaluate issues and options regarding the best approach to and practices for public works projects and programs, as well as key organizational issues. Public Works Director 2005 – 2018 City of Irvine As Public Works Director for over a decade, Manuel provided leadership and policy direction for the development, construction and maintenance operations of various public works infrastructure projects and programs. He directed the City’s largest operating department with more than 150 full-time staff positions. He also was responsible for an annual operating budget of $65 million and a capital improvement program of more than $450 million. Transportation Manager 1992 – 2005 City of Santa Ana Manuel provided oversight and management of the development services and transportation functions of the City’s Public Works Agency. He also served as the Manager of Maintenance Services and as Assistant to the City Manager during his tenure with the City of Santa Ana. EDUCATION B.S. Civil Engineering, California State University, Long Beach PROFESSIONAL AFFILIATIONS APWA Southern California Chapter, Member City Engineers of Orange County, Board Member 2014-2016 OCTA Technical Advisory Committee, Chair 2018 B-7 September 18, 2019 City of Rancho Palos Verdes Elias Sassoon Director of Public Works 30940 Hawthorne Blvd Rancho Palos Verdes, CA 90275 RE: Proposal to Provide Project Management Services for the City’s Capital Improvement Program and Fuel Modification Program Mr. Sassoon, Thank you for the opportunity to meet and discuss the City of Rancho Palos Verdes’ Public Works Department needs. We are pleased to offer this letter proposal to provide as-needed staff augmentation services the City’s Capital Improvement Program, including pavement rehabilitation/enhancements and other infrastructure improvements and for the City’s Fuel Modification Program. We understand that the City requires qualified individuals to provide project management of projects assigned by the City and to work to ensure that the City’s goals and standards are consistently interpreted and met. We also understand that the requested work will include typical project management and construction management tasks such as managing consultant activities, overseeing the solicitation of construction bids and contract awards, writing City Council agenda reports, coordinating all pre-construction activities, managing project documentation, coordination with the City’s CIP Inspector, processing construction contract change orders, contractor invoices and project close-out. For the Fuel Modification Program we understand the work will include managing contract services for the clearing of vegetation areas within the City’s Open Space properties, monitoring and observing contract services, coordinating with City Departments and outside agencies and maintaining project files and preparation of reports. To Provide CIP Project Management Services, we propose Samir Nuhaily, PE, TE as Project Manager at a rate of $160 per hour and Alfred Cablay, PWLF as a Assistant Project Manager at arate of $145 per hour. To provide Fuel Modification Program services, we propose Al Cablay, PWLF in the role of Maintenance Superintendent at a rate of $125 per hour. Samir is a seasoned public works professional and an effective manager, dedicated to delivering successful projects. He has a proven record in leading and managing large teams of managers, architects and engineers to deliver high performances and exceed established targets. His wealth of experience makes him an ideal candidate to perform the requested services. A list of hourly rates and Samir’s resume has been attached for your review. Al is also a very seasoned public works C-1 professional and former Director of Public Works and, of course, has great familiarity with the City of Rancho Palos Verdes. Both of their resumes are attached. Samir is available immediately and for 3-4 days per week. Al will be available mid-October and will be available up to full time if necessary. Our suggested approach would be to divide the current projects between these two individuals based on the project schedules to ensure maximum focus on project completion and to add the fuel modification program to Al’s list of projects as the appropriate season for clearing vegetation comes upon us. -- I will serve as Principal-in-Charge and as the City’s Management Contact. Please do not hesitate to contact me at 303.549.7776 or trodrigue@interwestgrp.com should you have any questions. Thank you again for the opportunity to assist the City of Rancho Palos Verdes. Sincerely, Terry Rodrigue, PE, TE President & Owner C-2 HOURLY RATES The rates displayed in the fee schedule below reflect Interwest’s current fees, which include shipping, supply, and material costs. Hourly rates are typically reviewed yearly on July 1 and may be subject to revision unless under specific contract obligations. In addition, there is no charge for shipping, supply, or material costs. CLASSIFICATION HOURLY BILLING RATE Principal in Charge ................................................................................................................................. $175 Project Manager ....................................................................................................................................... 160 Assistant Project Manager ....................................................................................................................... 145 Senior Advisor | Engineer ......................................................................................................................... 140 Traffic Engineer ........................................................................................................................................ 130 Supervising Engineer ............................................................................................................................... 125 Maintenance Superintendent .................................................................................................................. 125 Engineering Associate III .......................................................................................................................... 105 Engineering Associate II ........................................................................................................................... 100 Engineering Associate I .............................................................................................................................. 85 Engineering Technician III ......................................................................................................................... 75 Engineering Technician II .......................................................................................................................... 70 Engineering Technician I ........................................................................................................................... 65 Construction Manager ............................................................................................................................. 125 Assistant Construction Manager ............................................................................................................. 110 Supervising Public Works Observer......................................................................................................... 105 Senior Public Works Observer ................................................................................................................... 95 Public Works Observer III ........................................................................................................................... 85 Public Works Observer II ............................................................................................................................ 80 Public Works Observer I ............................................................................................................................. 75 Overtime, Night, Weekend, and Holiday Work ....................................... 140% of above listed hourly rates C-3 INTERWEST CONSULTING GROUP www.interwestgrp.com Samir Nuhaily, PE, TE Senior Civil and Traffic Engineer Samir is a registered professional Civil and Traffic Engineer in the State of California. He is also a seasoned public works professional and an effective manager, dedicated to delivering successful projects. He has earned both a B.S. and an M.S. degree in Civil Engineering and also holds teaching credentials as an engineering college professor. Samir has extensive experience in the delivery of complex building and infrastructure programs and has held middle, senior, and executive level positions in public and private sector organizations. He has a proven record in leading and managing large teams of managers, architects and engineers to deliver high performances and exceed established targets. Additionally, he possesses an expert level of competence in the design and construction of infrastructure systems and associated utilities, as well and in transportation planning and traffic engineering. PROFESSIONAL EXPERIENCE Senior Engineer 2019 - Present Interwest Consulting Group Samir serves our public agency clients throughout Southern California as a senior engineer. Head of Design Management | Department Director |Construction Advisor | Program Manager 2006 - 2019 GCC Over a span of more than a decade, Samir held multiple positions serving both private and public sector organizations. During that time he held the following positions across the globe. - Program Manager: April 2015 to Present KAUST University, Saudi Arabia - Construction Management Advisor: November 2011 to April 2015 Public Works Authority (PWA), Qatar - Director of Project Management Department: March 2009 to November 2011 Secure Engineering, UAE - Head of Design Management: May 2006 to March 2009 EC Harris, UAE Senior Civil Engineer | Principal Manager | City Traffic Engineer 1985 - 2006 City of Chula Vista | CA Samir served the City’s Engineering Department for a period of more than 20 years, holding the following positions: - City Traffic Engineer: 2003 to 2006, Manager of the Transportation Division - Principal Manager: 2000 to 2003, Manager of the Project Design and Management Department - Senior Manager: 1997 to 2000, Manager of the Advanced Planning and Wastewater Divisions - Supervising Engineer: 1989 to 1997, Immediate Supervisor of the Planning and Construction Divisions - Design and Resident Engineer: 1985 to 1989, Design and Construction Divisions EDUCATION M.S. and B.S. in Civil Engineering, San Diego State University, 1986 REGISTRATIONS CERTIFICATIONS Professional Civil Engineer, CA | C-45044 Professional Traffic Engineer, CA | TR-2258 College Professor Credentials in Engineering, CA | 12485 Certified Competent Toastmaster, 2004 PROFESSIONAL DEVELOPMENT PMI Global Congress and Symposium, 2015, 2016, 2017 and 2018 Leading Complex Projects and Improving Business Performance, September 2008 Development Services Management Academy, November 2005 Franklin Covey Academy, the Four Roles of Leadership, January 2001 Franklin Covey Academy, the Seven Habits of Highly Effective People, April 1999 C-4 INTERWEST CONSULTING GROUP Alfred Cablay, PWLF Public Works Leadership Fellow Public Works Project Manager Al’s Public Works experience spans over 35 years in Administration, Engineering, Construction, Contract Services and Maintenance Operations. He possesses a broad range of experience in Public Works Engineering, Water and Wastewater Systems, Maintenance Operations, and Personnel Administration. He brings a solid history of private and public experience with success in managing and implementing large-scale projects. His depth of public works practices fold in both past and present practices with the ever-changing technology trends. Al adds value to an organization by providing service that model innovation, creativity and customer care. His ultimate goal is to always provide superior support to our clients, effectively and efficiently manage all projects and collaboratively lead and mentor staff. He has maintained a strong involvement in the industry and has experience in technical writing and teaching. PROJECT SPECIFIC EXPERIENCE Senior Engineer 2014 – Present Interwest Consulting Group | CA • Provide project and program management for various city clients • Ensure Quality Assurance/Quality Control on an array of public improvement projects for City Clients Special and/or Capital Improvement Program (CIP) Projects • During 2014 – 2017 Successfully performed the duties as Deputy City Engineer assigned to the City of Bell.  Assisted in directing City’s Capital Improvement Program (CIP) Projects – Annual Citywide Pavement Rehabilitation Program, Bi-Annual City Sewer Collection System Flushing Program and implementation of EPA’s Wastewater Grant for System Modernization  Provided technical services (review of Hydrology-Hydraulic Study, Low Impact Development/LID Permitting, Street Improvement Plans, Grading-Erosion Control Plans and Parcel/Final Map checks) for all Private Development entitlements  Prepared all Stormwater/NPDES documents and reports for MS4 Permit Compliance and participation to LA River Upper Reach 2 Watershed meetings Interim Facilities Manager 2013 – 2014 City of Newport Beach | CA ▪ Provided support to Assistant City Engineer’s efforts on new $150 million Civic Center Complex for all Turn-key Facility Maintenance Operations systems - Energy Efficiency, Storm Drainage, Sewer Collection, Water Distribution and Air Quality Systems ▪ Managed Facility Maintenance Work Orders for Municipal Operations and Public Works Senior Project Engineer 2013 – 2014 DR Consultants & Designer, Inc. | CA ▪ Performed civil design oversight on Front Street Landscape Improvement Project for the City of Los Angeles – Port of Los Angeles/POLA ▪ Assisted CALTRANS Prime Consultant CH2M Hill on METRO’s SR710 Environmental Analysis of TSM/TDM Alternatives Field Operations Engineer 2012 – 2013 The Olson Company | CA Processed Construction Plans and Permits for Transit Oriented Development/TOD and In- Town Residential and Commercial projects in various Southern California Cities EDUCATION Masters of Business Administration Northcentral University Master of Science Civil Engineering Columbia Pacific University Bachelor of Science Civil Engineering Columbia Pacific University REGISTRATIONS CERTIFICATIONS Certified Stormwater Inspector National Stormwater Center Water Treatment California State University-Sacramento Transportation Planning - Air Quality UC Riverside Registered Construction Inspector Division I #5004, ACIA Sewer Collection Operator Grade III #600, CWEA Water Distribution Operator Grade I #5145, AWWA Project Management San Diego State University Certified Engineering Technician Traffic Operations #71251, NICET C-5 INTERWEST CONSULTING GROUP Director of Public Works 2006 – 2011 City of Pico Rivera | CA ▪ Construction of $45M BNSF & UPRR Railroad Underpass for Passons Boulevard ▪ Project managed $5M ARRA funded projects; Beverly Blvd. median and roadway rehabilitation; and the Citywide Energy Efficiency Community Block Grant Program ▪ Represented City for Congressional hearings to obtain Federal Appropriations for the BNSF Railroad Underpass Repair/Reconstruction projects obtaining $2M in funding ▪ Implemented City Master Plans for Citywide Pavement Rehabilitation, Community Development Block Grant/CDBG Sidewalk-Handicapped Ramp Improvement Program, Traffic Signals, Storm Water, Water Distribution (including Recycled Water), and Sanitary Sewer Management Plan/SSMP. ▪ Provided technical and financial support data for the inclusion of Public Works Infrastructure needs in the City’s Local Tax Measure ‘TR’ which was successfully passed in November 2009 ▪ In conjunction with the Water Replenishment District/WRD and the thru the Southeast Water Coalition/SEWAC helped to develop the framework for the Groundwater Reliability Improvement Project/GRIP as an active member of the Central Basin Municipal Water District/CBMWD acting as the City’s Water Purveyor (Rico Rivera Water Authority) at all District functions and activities Associate Development Engineer 2004 – 2006 City of Oceanside | CA Performed technical review (Planning and Final Design Review) on all Coastal Development projects for impacts to all city infrastructure – Streets, Sewers and Storm Drainage Public Works Superintendent 2000 – 2004 City of El Cajon | CA As Maintenance Operations Manager assisted the Public Works Director with drafting Standard Operating Procedures/SOPs for all services and activities including Sewer Collection, Storm Drainage, Streets and Sidewalks Public Works Superintendent 1998 – 2000 City of Encinitas | CA Developed Standard Operating Procedures/SOPs for all services and activities including Water, Sewer, Storm Drain, Beaches, Fleet and Facilities Maintenance Public Works Manager 1996 – 1998 City of San Luis Obispo | CA Division Manager providing oversight, direction and guidance to Section Managers of Transportation Planning, Traffic Engineering, Transit-Light Rail and Parking Management Director of Public Works/Services 1989 – 1996 City of Loma Linda | CA 1st City Department Head position created to merge previously separated divisions of Water, Sewer, Storm Drainage, Streets, Parks, Facilities and Fleet Educator Author of several technical publications, and was a regularly scheduled guest lecturer at California Polytechnic Institute – San Luis Obispo, undergraduate course on Public Transportation, 1996 to 1998. Past Adjunct Faculty, Environmental Management course at Citrus College, Glendora PROFESSIONAL AFFILIATIONS President Maintenance Superintendents Association 2017 Public Works Leadership Fellow American Public Works Association 2015 Vice President Maintenance Superintendents Association 2014-15 President San Diego County Water Works Group 2002-06 President Inland Empire Chapter of APWA | 1994-96 Past Committee Member Institute of Transportation Engineers Past Committee Member Los Angeles Stormwater Quality Partnership Past Committee Member APWA SoCal Chapter/Sustainability 2008-2011 Advisory Member Gateway Cities Public Works Officers 2007-11 Past Committee Member San Gabriel and Los Angeles River Stormwater Groups Past Committee Member Coalition for Practical Regulations Interim President Western Council of Engineers 2006 Co-editor of Newsletter American Public Works/Central Coast Chapter 1996-1998 C-6