DCA Civil Engineering Group Inc - FY2020-060 CONTRACT SERVICES AGREEMENT
By and Between
CITY OF RANCHO PALOS VERDES
r
and
DCA CIVIL ENGINEERING GROUP, INC.
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AGREEMENT FOR CONTRACT SERVICES
BETWEEN THE CITY OF RANCHO PALOS VERDES AND
DCA CIVIL ENGINEERING GROUP, INC.
THIS AGREEMENT FOR CONTRACT SERVICES (herein "Agreement") is made and
entered into on March 17, 2020 by and between the City of Rancho Palos Verdes, a California
municipal corporation ("City") and DCA Civil Engineering Group, Inc, a California corporation
("Consultant") City and Consultant may be referred to, individually or collectively, as "Party"or
"Parties "
RECITALS
A City has sought, by issuance of a Request for Proposals or Invitation for Bids, the
performance of the services defined and described particularly in Article 1 of this Agreement
B Consultant, following submission of a proposal or bid for the performance of the
services defined and described particularly in Article 1 of this Agreement, was selected by the
City to perform those services
C Pursuant to the City of Rancho Palos Verdes' Municipal Code, City has authonty
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 matenal inducement to the City entenng 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 matenals will be both of good quality as well as fit for the purpose intended For
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purposes of this Agreement, the phrase "highest professional standards" shall mean those
standards of practice recognized by one or more first-class firms performing similar work under
similar circumstances
1.2 Consultant's Proposal.
The Scope of Service shall include the Consultant's scope of work or bid which shall be
incorporated herein by this reference as though fully set forth herein In the event of any
inconsistency between the terms of such proposal and this Agreement, the terms of this
Agreement shall govern
1.3 Compliance with Law.
Consultant shall keep itself informed concerning, and shall render all services hereunder
in accordance with, all ordinances, resolutions, statutes, rules, and regulations of the City and
any Federal, State or local governmental entity having junsdiction 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 seg 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
monitonng and enforcement by the DIR Consultant shall post job site notices, as prescribed by
regulation
(b) Prevailing Wages Consultant shall pay prevailing wages to the extent
required by Labor Code Section 1771 Pursuant to Labor Code Section 1773 2, copies of the
prevailing rate of per diem wages are on file at City Hall and will be made available to any
interested party on request By initiating any work under this Agreement, Consultant
acknowledges receipt of a copy of the Department of Industrial Relations (DIR) determination of
the prevailing rate of per diem wages, and Consultant shall post a copy of the same at each job
site where work is performed under this Agreement
(c) Penalty for Failure to Pay Prevailing Wages Consultant shall comply with
and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment
of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages The
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Consultant shall, as a penalty to the City, forfeit two hundred dollars ($200) for each calendar
day, or portion thereof, for each worker paid less than the prevailing rates as determined by the
DIR for the work or craft in which the worker is employed for any public work done pursuant to
this Agreement by Consultant or by any subcontractor
(d) Payroll Records Consultant shall comply with and be bound by the
provisions of Labor Code Section 1776, which requires Consultant and each subcontractor to
keep accurate payroll records and venfy such records in wnting under penalty of penury, as
specified in Section 1776, certify and make such payroll records available for inspection as
provided by Section 1776, and inform the City of the location of the records
(e) Apprentices Consultant shall comply with and be bound by the provisions
of Labor Code Sections 1777 5, 1777 6, and 1777 7 and California Code of Regulations Title 8,
Section 200 et seg concerning the employment of apprentices on public works projects
Consultant shall be responsible for compliance with these aforementioned Sections for all
apprentice-able occupations Pnor to commencing work under this Agreement, Consultant shall
provide City with a copy of the information submitted to any applicable apprenticeship program
Within sixty (60) days after concluding work pursuant to this Agreement, Consultant and each of
its subcontractors shall submit to the City a venfied statement of the journeyman and apprentice
hours performed under this Agreement
(f) Eight-Hour Work Day Consultant acknowledges that eight (8) hours labor
constitutes a legal day's work Consultant shall comply with and be bound by Labor Code
Section 1810
(g) Penalties for Excess Hours Consultant shall comply with and be bound by
the provisions of Labor Code Section 1813 concerning penalties for workers who work excess
hours The Consultant shall, as a penalty to the City, forfeit twenty-five dollars ($25) for each
worker employed in the performance of this Agreement by the Consultant or by any
subcontractor for each calendar day dunng which such worker is required or permitted to work
more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week
in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code
Pursuant to Labor Code section 1815, work performed by employees of Consultant in excess of
eight (8) hours per day, and forty (40) hours dunng any one week shall be permitted upon public
work upon compensation for all hours worked in excess of 8 hours per day at not less than one
and one-half(1'Y2) times the basic rate of pay
(h) Workers' Compensation California Labor Code Sections 1860 and 3700
provide that every employer will be required to secure the payment of compensation to its
employees if it has employees In accordance with the provisions of California Labor Code
Section 1861, Consultant certifies as follows
"I am aware of the provisions of Section 3700 of the Labor Code which require
every employer to be insured against liability for workers' compensation or to
undertake self-insurance in accordance with the provisions of that code, and I will
comply with such provisions before commencing the performance of the work of
this contract"
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Consultant's Authorized Initials exi-d,��‘
(i) Consultant's Responsibility for Subcontractors For every Sub-Consultant
who will perform work under this Agreement, Consultant 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 Consultant 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 Consultant 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 anse 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 nsk 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.
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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 nght 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 altenng, adding to or deducting from said work No such extra work may be
undertaken unless a wntten 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
wntten 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 nsk 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
Consultants 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 $170,000 (One Hundred Seventy Thousand Dollars) (the
"Contract Sum"), unless additional compensation is approved pursuant to Section 1 9
2.2 Method of Compensation.
The method of compensation may include (i) a lump sum payment upon completion, (ii)
payment in accordance with specified tasks or the percentage of completion of the services, less
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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 subcontractor contracts Subcontractor 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 onginal invoice shall be returned by City
to Consultant for correction and resubmission Review and payment by City for any invoice
provided by the Consultant shall not constitute a waiver of any rights or remedies provided
herein or any applicable law
2.5 Waiver.
Payment to Consultant for work performed pursuant to this Agreement shall not be
deemed to waive any defects in work performed by Consultant
ARTICLE 3. PERFORMANCE SCHEDULE
3.1 Time of Essence.
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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 penod(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 penod(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 penod(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 year
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 one additional one-year term
ARTICLE 4. COORDINATION OF WORK
4.1 Representatives and Personnel of Consultant.
The following principals of Consultant ("Principals") are hereby designated as being the
pnncipals and representatives of Consultant authorized to act in its behalf with respect to the
work specified herein and make all decisions in connection therewith
Steve Cummins CEO/President
(Name) (Title)
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Chns Herrera Project Manager
(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 dunng 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 authonty 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, City Engineer, or such person as may be
designated by the City Manager It shall be the Consultant's responsibility to assure that the
Contract Officer is kept informed of the progress of the performance of the services and the
Consultant shall refer any decisions which must be made by City to the Contract Officer Unless
otherwise specified herein, any approval of City required hereunder shall mean the approval of
the Contract Officer The Contract Officer shall have authority, if specified in writing by the City
Manager, to sign all documents on behalf of the City required hereunder to carry out the terms of
this Agreement
4 4 Independent Consultant.
Neither the City nor any of its employees shall have any control over the manner, mode
or means by which Consultant, its agents or employees, perform the services required herein,
except as otherwise set forth herein City shall have no voice in the selection, discharge,
supervision or control of Consultant's employees, servants, representatives or agents, or in fixing
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their number, compensation or hours of service Consultant shall perform all services required
herein as an independent Consultant of City and shall remain at all times as to City a wholly
independent Consultant 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 point venturer or a member of any
joint enterprise with Consultant
4.5 Prohibition against Sub-consulting 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-
owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each
accident
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(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 Subcontractors
(c) Pnmary/noncontnbuting 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,
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
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(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
(0 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 nght of recovery prior to a loss Consultant hereby waives its own nght of recovery
against City, and shall require similar written express waivers and insurance clauses from each of
its Subcontractors
(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
(l) 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
(1) 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
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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 Subcontractors,
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 wntten 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
01203 0006/632350 1 mgw 12
(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 pnnciples 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
01203 0006/632350 I mgw 1 3
cooperate with the City m 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 wntten 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 pnor wntten
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
01203 0006/632350 1 mgw 14
Attorney, voluntarily provide documents, declarations, and letters of support, testimony at
depositions, response to interrogatones 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, interrogatones, 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 nght 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 penod 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 penod 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
01203 0006/632350 1 mgw 15
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 nght 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 nght 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
01203 0006/632350 1 mgw 16
this Agreement, the Consultant and its sureties shall be liable for and shall pay to the City the
sum of Zero ($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 Consultant 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 penod of notice may be
such shorter time as may be determined by the Contract Officer In addition, the Consultant
reserves the nght to terminate this Contract at any time, with or without cause, upon sixty (60)
days' wntten 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 pnor 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 Termmation 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
01203 0006/632350 1 mgw 17
ARTICLE 8. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION
8.1 Non-liabihty 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 wntten 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, mantal 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 unauthonzed 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
01203 0006/632350 1 mgw 18
liabilities or sanctions imposed, together with any and all costs, including attorneys' fees,
incurred by City
ARTICLE 9. MISCELLANEOUS PROVISIONS
9.1 Notices.
Any notice, demand, request, document, consent, approval, or communication either
party desires or is required to give to the other party or any other person shall be in writing and
either served personally or sent by prepaid, first-class mail, in the case of the City, to the City
Manager and to the attention of the Contract Officer (with her/his name and City title), City of
Rancho Palos Verdes, 30940 Hawthorne Blvd , 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
01203 0006/632350 1 mgw 19
of the parties hereunder unless the invalid provision is so matenal that its invalidity depnves
either party of the basic benefit of their bargain or renders this Agreement meaningless
9.6 Warranty& Representation of Non-Collusion.
No official, officer, or employee of City has any financial interest, direct or indirect, in
this Agreement, nor shall any official, officer, or employee of City participate in any decision
relating to this Agreement which may affect his/her financial interest or the financial interest of
any corporation, partnership, or association in which (s)he is directly or indirectly interested, or
in violation of any corporation, partnership, or association in which (s)he is directly or indirectly
interested, or in violation of any State or municipal statute or regulation The determination of
"financial interest" shall be consistent with State law and shall not include interests found to be
"remote" or "noninterest" 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 Authonzed Initials sc `y0
'\1
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]
01203 0006/632350 1 mgw 20
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
the date and year first-above wntten
CITY:
CITY OF RANCHO PALOS VERDES, a
municipal corporation
Jo ruikshank, Mayor
ATTEST:
roily Colborn,lilt;Clerk
APPROVED AS TO FORM:
ALESHIRE &WYNDER, LLP
Zd121110(A'NTh
William W Wynder, City Attorney
CONSULTANT:
DCA C V ENGINEERING GROUP, INC.
% A02,0By . '••S 01/16/20
Name Charles Stephen Cummins, PE
Title President/CEO
R
By ba iarca t `,co
r rd et401/16/20 3-1 -Z c
Name Barbara E Cummins
Title Corporate Secretary
Address 17625 Crenshaw Blvd , Suite 300
Torrance, CA, 90504
Two corporate officer signatures when consultant is a corporation,with one signature required from each of
the following groups 1) Chairman of the Board, President or any Vice President, and 2) Secretary, any
Assistant Secretary, Chief Financial Officer or any Assistant Treasurer CONSULTANT'S SIGNATURES
SHALL BE DULY NOTARIZED, AND APPROPRIATE ATTESTATIONS SHALL BE INCLUDED AS
MAY BE REQUIRED BY THE BYLAWS, ARTICLES OF INCORPORATION, OR OTHER RULES OR
REGULATIONS APPLICABLE TO CONSULTANT'S BUSINESS ENTITY
01203 0006/632350 1 mgw 21
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate venfies only the identity of the individual who signed
the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES
On 3 it , 2020 before m me-Ave-rtEct.tildli6CA, personally appeared keg Cuifruturs proved to me on
the basis of satisfactory evidence to be the persons)whose name (s)-is/firesubscnbed to the within instrument and
acknowledged to me arheJ /t ey executed the same m hisjir/ €ir authorized capacityyies), and that by
his/Ieiltlyfsignaturejs on the instrument the persons); or the entity upon behalf of which the person(s) acted,
executed the mstrument
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregomg paragraph is
true and correct ams®
THERESA MIDDLETON
WITNESS I hand and official se• = Notary Public-California Z
ILos Angeles County s
° Commission#2230314
Signature 1 L� �� 're My Comm Expnes feb 28 2022
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
C% of Yoe Y e(de5
❑ INDIVIDUAL Cy -rsGhc4.� sj, } r4 '&t Rocu66
• CORPORATE OFFICER 4+Ak►o t1 lira
V•c&-LG�CCf CO TITLE OR TYPE OEDOCUME�
TITLE(S)
❑ PARTNER(S) ❑ LIMITED
❑ GENERAL
NUMBER OF PAGES
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S)
❑ GUARDIAN/CONSERVATOR 31(11107_0
❑ OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING 'BOLrh a_ Cu.mm(Rs
(NAME OF PERSON(S)OR ENTITY(IES)) SIGNER(S)OTHER THAN NAMED ABOVE
Cxa,Cts t` E mr-c-r-C;n9 G(ou-p
01203 0006/632350 I mgw
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT
A notary public or other officer completing this certificate venfies only the identity of the individual who signed
the document to which this certificate is attached,and not the truthfulness,accuracy or validity of that document
STATE OF CALIFORNIA
COUNTY OF LOS ANGELES /+
On 3 I I , 2020 before me�►areSc.Md ii eb,� personally appeared C..&r r it6 proved to me on
the basis of satisfactory evidence to be the personj(s)whose namesfs) is/ire-subscnbed to the within mstrument and
acknowledged to me that,lik/she/they executed the same in Ars/her/dell authonzed capacityjies), and that by
)aslher/tbei'r signatur0) on the instrument the person, or the entity upon behalf of which the persoij(a)'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
��_\ THERESA MIDDLETON
WITNESS my hand and official seal _ �: Notary Public-California
i 1 Los Angeles County
Signature MCommission n 2230314
My
Comm Expires Feb 28 2022
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 OOFGTTTA ATTACHED DOCUMENT
❑ INDIVIDUAL CiC `5ha-t.A) r tak R ct4 S
CORPORATE 9.FFICER r�ektt OM or\?cop..* SItY8 Pgrecin-t'
Co - o
r 5 e_L e-k-R .I TITLE OR TYPE OF DOCUMENT J
TITLE(S) I
❑ PARTNER(S) ❑ LIMITED 3 1
❑ GENERAL NUMBER OF PAGES
❑ ATTORNEY-IN-FACT
❑ TRUSTEE(S)
❑ GUARDIAN/CONSERVATOR 3 t 1 I202O
❑ OTHER DATE OF DOCUMENT
SIGNER IS REPRESENTING Co s .1-1- r`w•tn5
AME OF PERSON(S)OR ENTITY(IE )) SIGNER(S)OTHER THAN NAMED ABOVE
G%`t %n c,r (y-ol r
01203 0006/632350 1 mgw
EXHIBIT "A"
SCOPE OF SERVICES
I. Consultant will perform the following services: Consultant will design pavement
rehabilitation plans for Crenshaw Boulevard, from Seacrest Drive to Silver Spur Road
("Project Area"), to include replacement of curb, sidewalk, ADA ramps, and other
concrete appurtenances where in disrepair ("Project") The investigation for preparation
of plans will include field observations, geotechnical sampling, utility venfications,
research of topographic information, and the compiling of plans and documents of record
Construction documents will be prepared from this researched data
Background and summary of Scope of Service
Existing pavement and portions of other existing street improvements on Crenshaw
Boulevard (curb, sidewalk cross-gutters, ADA ramp, etc) within the designated
construction limits are in need of repair or replacement To accomplish this, the City will
need rehabilitation plans, specifications, and documents so as to receive competitive
construction bids from appropriate contractors
Consultant will prepare construction documents necessary to resolve the poor condition
of the subject street improvements on Crenshaw Boulevard The scope of the design
Consultant's work will be to perform engineering analysis and provide design
engineering plans, specifications and an engineer's cost estimate for the construction of
the Project
Services by Task:
A. Task 1 —Survey and Document Review
(i) Consultant shall collect field data for incorporation into the design
topographic survey and base plans for use throughout the length of the Project
Data will be obtained from State, County, City, utility companies, and others
having plans and documents of record Available data will include existing street,
signal, storm drain, gas, sewer, and water main improvement plans, topographic
data maps, record drawings, wet and dry utility plans (to determine size and
location), geotechnical reports, survey centerline and pnvate property monument
data, and other pertinent information Consultant will prepare a table summarizing
the obtained data and copy the City, utility agencies, and others ("Project Team")
members with the information All information will be prepared in Excel
spreadsheets and updated if new information is discovered
(ii) Conduct and prepare a centerline survey for the entire length of the
Project Area Previously set survey monuments of record will be used (including
ties) for this horizontal control survey All existing monuments will be
01203 0006/632350 1 mgw A-l
memorialized on the plans for future replacement if they are disturbed during
construction
(iii) Areas in need of specific repair, as identified on the site walk, will
have locations recorded
(iv) Based on the control survey, base nght-of-way plans will be
prepared (1 40" scale, 24"x 36" City standard plan sheets), including the survey
monumentation notes utilized for the Project's horizontal control Basic
information from as-built street drawings and as observed from field walks will be
added along with standard plan features (dimensions, stationing, street names,
north arrow/scale, etc) Researched utilities will be added The location of
improvements within the street right-of-way (above ground utilities, manholes,
valve covers, vaults, signs, traffic signals, etc) will be shown from observation in
the field
(v) A City/County benchmark will be located and areas of special
interest (drainage concerns, ADA ramps) will have sufficient vertical elevations
for design purposes to rehabilitate non-compliant issues, to ensure positive
drainage flows
(vi) Using Google Pro, or an equivalent source, Project Area (including
curbs, gutters, sidewalks, etc) will be fitted into the base plans using the vertical
and horizontal control along with field observations Contour lines at appropriate
intervals will be included
(vii) Traffic control for the survey will not be needed, as all survey
work will be conducted within the parkways Centerline monument locations will
be established from the City/County tie notes
B. Task 2 — Schematic Design, Site Evaluation, Utility Research, and
Notifications
(i) Consultant will research and obtain available existing utility
agency records within the Project Area, notify all utility agencies impacted by the
Project, and compile a utility notification and response log ("Log") in table
format The Log will include each utility agency's name, dates of notifications,
persons notified, and responses received Copies of the Log will be provided to
the City Notifications will include
a) An initial utility information request and all follow-
up notifications for subsequent plan submittals,
b) Prepare to relocate notice (if applicable),
c) Notice to relocate(if applicable), and
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d) Utility agencies to be notified will include, but are
not limited to Southern Edison, Telephone, Venzon, Frontier,
Spectrum, AT&T, GTE, Southern California Gas, Crown Castle,
Time Warner Cable, Water, Sewer, and Storm Drain Districts
Should no relocations be required, Consultant will obtain from
each utility agency a written confirmation as such prior to
completing the design
(ii) Consultant will coordinate with the utility agencies throughout the
design phase and obtain utility agency "sign-offs" If the proposed improvements
do interfere with existing utility agencies, Consultant will provide coordinated
solutions with those utility agencies If required, Consultant will obtain necessary
permits that are required for construction of the Project, from any utility agency
(iii) A total of 8 to (10 pavement coring and subsurface sampling
locations will be extracted at pre-selected locations to determine the thickness of
the existing structural section including but not limited to asphalt concrete
layer(s), buned Portland cement concrete layer(s) if any, and aggregate base layer,
if any Bonngs extend to a maximum 4 foot depth from finish surface The
number of borings may be reduced if City has recent information in the Project
Area
(iv) A Registered Civil Engineer will prepare the final pavement
structural investigation report The deliverables shall include all data developed
during the investigation with design rehabilitation alternatives, structural
replacement sections for areas of reconstruction, in place strength testing data,
and field and laboratory test data All services will be supervised by the Civil
Engineer specializing in the valuation and design of pavement systems and
Registered in the State of California
(v) Based on conceptual discussions and information obtained,
Consultant will prepare schematic preliminary design plans, and meet with the
City to discuss the schematic design prior to moving ahead to preliminary
construction plans
C. Task 3—Preliminary Design
(i) Consultant will prepare preliminary construction drawings based
on the approved schematic design The preliminary design will include the
location of all improvements anticipated to resolve the road habilitation issues
Consultant will attend a 30% review meeting with City at this phase of the design
development This will include the preliminary Engineer's cost estimate for
construction as prepared in Microsoft Excel format
D. Task 4—Detailed Design and Engineer's Estimate
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(i) Consultant will prepare a complete set of construction plans to
City's specifications with sheets prepared using AutoCAD in plan or structural
detail style for structures at appropriate scale in 24" x 36" format Details and
notes shall incorporate all City required items and National Pollutant Discharge
Elimination System ("NPDES") requirements with details (including but not
limited to those listed below) as necessary to construct
(ii) The Construction Plans shall include the following details
a) Pavement thickness when excavation through pavement is
required,
b) Location of all utilities, buried and overhead,
c) Location of vegetation,
d) Property,boundary, and easement delineations,
e) Topographic base map with appropriate elevation intervals,
f) Existing storm drain facility dimensions and locations,
g) Items to be protected in place,
h) Restoration plans for disturbed areas,
1) Trench and backfill details if needed,
.1) Erosion and sediment control plans, and
k) Location and limits of repair area and any staging areas
authonzed by the City
(iii) All plan sheets for bidding and construction shall be appropriately
stamped by an experienced Civil Engineer (or other appropriate discipline, e g
Geotechnical Engineer) registered in the State of California and include a line for
City approval by the Director of Public Works in the signature block All plans
shall be delivered to the City in both printed and electronic formats Electronic
submittals shall include pdf and dwg files and shall be compatible with the
City's GIS system
(iv) Consultant will prepare a final Engineer's cost estimate for
construction of improvements Estimates will be delivered to the City both in
printed and electronic format Estimates shall be prepared in Microsoft Excel
format
(v) Consultant will prepare project specifications including
01203 0006/632350 1 mgw A-4
a) Cover Page and Table of Contents,
b) Notice Inviting Bids,
c) Instructions to Bidders,
d) Proposal (Bid) Pages,
e) Contract Pages,
f) Special Provisions (including technical specifications), and
g) Exhibits and Appendices necessary to convey design intent
(vi) The City will provide standards and examples of these documents
for use by Consultant Specifications will be delivered to the City both in pnnted
format and on CD All bid documents (except Plans) shall be prepared in
Microsoft Word format
(vii) Specifications for the Project shall contain requirements consistent
with the provisions of the NPDES, the Clean Water Act, and the latest Edition of
the APWA Green Book Consultant shall obtain environmental clearances, if
needed
(viii) Any other computer-generated documents, including reports,
modeling files, plans, and calculations, will be submitted on CD in a format
acceptable to the City Consultant will participate in the constructability review
when asked by the City
(ix) Consultant will develop the Special Provisions section of the bid
package by combining Project-specific special provisions with the City's Special
Provisions Project Plan Sheets will be referenced in the Bid Documents as an
attachment The assembled Bid Document Package will be provided to the City in
both printed and electronic format (i e , pdf, Microsoft Word, and AutoCAD, as
appropriate)
E. Task 5—Bid and Construction Support
(i) After bids are opened, Consultant will perform a comparative
analysis of bid items for the four lowest bids with an Engineer's estimate
Consultant will confirm bid accuracy and submission of all required bid
documents of apparent low bidder to determine lowest responsive bidder
Consultant will identify lowest responsive bidder
(ii) Consultant will provide engineering support during construction
phase including but not limited to venfication of Consultant's layout survey to
design documents, response to Requests for Information, evaluation of value
engineering or change orders, preparation of record drawings ("as-builts"), etc
01203 0006/632350 1 mgw A-5
The construction management and inspection services are not currently part of
this scope and will be awarded separately
F. Task 6—Meetings
(i) Consultant will attend, in person, regular meetings with City staff
dunng the design phase as needed or requested by the City City anticipates these
design-era meetings will be needed at the following times, at minimum Kickoff,
30% Review, 60% Review, and 90% Review Consultant will conduct additional
phone conferences as needed Consultant will attend pre-bid meeting and provide
clarification of design intent, limitations to reliability of information, and potential
construction constraints as requested by potential bidders
II. As part of the Services, Consultant will prepare and dehver the following tangible
work products to the City.
A. 30% Design Report 30% Design Report will include results and findings of data
review verification data (GPS coordinates and elevations), GIS layers, modeling
input and output files, topographic survey, geotechnical analyses, and conceptual
plans for repairs at each location The 30% Design Report shall be provided in
electronic and hardcopy format and include any subcontractors' technical reports
(i) Consultant will work with the City's GIS personnel to review
available GIS data and discuss details to identify data structure and unique or
potential layers' attributes prior to project execution Data inconsistencies will be
resolved by Consultant Once completed, the geodatabase or layers will be added
and incorporated into the City's current GIS system All data generated by this
scope of work shall be property of the City Consultant agrees that no part of the
data may be reproduced, or stored in a retrieval system, or transmitted in any form
whether electronic, mechanical, or otherwise, without the City's prior written
consent, however, the Consultant is authorized to make backup copies of the data
solely for archival purposes
(ii) All data will also require creating the geo database or layers from
As-Built plans (to be provided), then adding and incorporating them into the
City's current GIS system The City will provide the As-Built plans for this scope
of work Consultant will review these plans and assist in adding it to the GIS
system
B. 60% Design Report 60% Design Report will include detailed drawings,
preliminary Special Provisions and Notice Inviting Bidders (including allowed
working days and recommendations for liquidated damages), identification of
materials, access requirements, and initial estimate including 20% contingency
The 60% Design Report shall be provided in electronic and hardcopy format
C. 90% Design Report 90% Design Report will include nearly final detailed
drawings that incorporate all previous comments, preliminary bid package, and
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engineer's estimate including 10% contingency The 90% Design Report shall be
provided in electronic and hardcopy format The City will provide any comments
and return to Consultant for preparation of final documents within 10 working
days
D. 100% Construction Plans 100% stamped and signed original reproducible
construction plans and specifications for bidding Consultant will prepare a
similar set for construction if these are amended dunng the bidding or
construction phases of the Project This will also include the assembly of the bid
package
E Addenda Addenda, consisting of changes to plans or specifications, as needed
during the bidding process
F. Calculations Calculations justifying design decisions shall be submitted for
structural elements of the design Structural calculations shall demonstrate that
construction designs and materials can resist all anticipated forces for traffic and
surcharge loads Calculations shall be submitted for review no later than the 90%
design submittal Final calculations shall be sealed by a Civil Engineer holding a
current license to practice Civil Engineering in the State of California
G. "As-Built" Plans At the end of the construction phase, prepare "As-Built" record
drawings, prepared from red-line drawings as submitted by Consultant, and
submit electronically on CD in pdf and dwg formats Record drawings shall be
appropriately stamped by the engineer of record
H. Project construction schedule,as coordinated with the City's Contract Officer
I. Project construction cost estimate
J. Responses to Requests for Information("RFI")
III. In addition to the requirements of Section 6.2, durmg performance of the Services, _
Consultant will keep the City appraised of the status of performance by delivering
the following status reports:
a Consultant will work with City staff throughout the project to prepare and submit
documents, images, maps, meeting notes, progress reporting, communications,
event timelines, etc , suitable for upload to the City website for public review
Consultant will prepare the website updates on at least a monthly basis for the
duration of the Project including submittals after public meetings and outreach
events
b Project status summary reports, when needed
c Updated design Project schedule, when needed
01203 0006/632350 1 mgw A-7
d Consultant will observe and report to City that all sites where field work is
conducted are left in the same or better condition as before the work, and that any
dangerous condition created by any field work is mitigated by the contractor at
the conclusion of the work
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.
V. Consultant will utilize the following personnel to supervise the design team:
a Steve Cummins, Pnncipal-in-Charge
b Chns Herrera, Project Manager
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EXHIBIT"B"
SPECIAL REQUIREMENTS
(Superseding Contract Boilerplate)
[INTENTIONALLY LEFT BLANK]
01203 0006/632350 1 mgw B-1
EXHIBIT "C"
SCHEDULE OF COMPENSATION
I. Consultant shall perform the following tasks at the following rates:
TASK DESCRIPTION COST
Task 1 Survey and Document Review $23,000
Task 2 Schematic Design and Analysis $19,000
Task 3 Preliminary Design $12,000
Task 4 Detailed Design and Engineer's Estimate $73,000
Task 5 Bid and Construction Support $28,000
Task 6 Meetings $15,000
PROJECT TOTAL $170,000
II. A retention of ten percent (10%) shall be held from each payment as a contract
retention to be paid as part of the fmal payment upon satisfactory completion of
services
Not applicable
III. Within the budgeted amounts for each Task, and with the approval of the Contract
Officer, funds may be shifted from one Task sub-budget 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 vand invoice. Each invoice is to include:
A Line items for all personnel descnbing the work performed, the number of hours
worked, and the hourly rate
B Line items for all matenals and equipment properly charged to the Services
C Line items for all other approved reimbursable expenses claimed, with supporting
documentation
D Line items for all approved Subcontractor labor, supplies, equipment, matenals,
and travel properly charged to the Services
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V. The total compensation for the Services shall not exceed the Contract Sum as
provided in Section 2.1 of this Agreement.
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EXHIBIT "D"
SCHEDULE OF PERFORMANCE
I. Consultant shall perform all Services timely m accordance with the followmg
schedule:
Task Description Work Days to Perform
Following Notice to Proceed
Task 1 Survey and Document Review 24 Days
Task 2 Schematic Design and Analysis 20 Days
Task 3 Preliminary Design 14 Days
Task 4 Detailed Design and Engineer's 78 Days
Estimate
Task 5 Bid and Construction Support 30 Days
Task 6 Meetings As needed
II. Consultant shall deliver the following tangible work products to the City by the
following dates, based on March 17, 2020 start date and Caltrans 5-day
Construction Workday Calendar-
A Deliverables that, per State DCA requirements, will be stamped/sealed by
Certified PE, GE, CEG, and or PG
1 Survey/Environmental/Geotechnical Report — (Draft and Apnl 21, 2020
Final)
2 Schematic Design Package May 19, Apnl 21,
2020
3 Technical Specifications—(90% and 100%) Apnl 21, 2020
4 Design Drawings—(30%, 60%, 90%, and 100%) July 10Apnl 21, yd
2020 42\‘\
1'
Special Provisions—(90%and 100%) May 19July 10,
2020
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6 Engineer's Estimate—(90% and 100%) June 26July 10, �
2020 0
7 Bid Package—(Draft and Final) July 10, 2020 le
B Project construction schedule
C Project cost estimate
D Responses to RFIs—within 2 business days following delivery to Consultant
III. The City Council may approve extensions for performance of the services in
accordance with Section 3.2.
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