RFP On-Call Landscape Architectural Design Servicest(v Qab(r(v
- CALIFORNIA -�
REQUEST FOR
PROPOSALS
ON-CALL LANDSCAPE
ARCHITECTURAL DESIGN
SERVICES
DUE BY:
MAY 233 2023
BY 5 P.M.
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REQUEST FOR PROPOSALS
The City of La Quinta (City) seeks proposals from qualified firms to provide On
Call Landscape Architectural Design Services.
Project/Services Title: On -Call Landscape Architectural Design Services
Issue Date: April 25, 2023
DUE DATE: May 23, 2023
Requesting Department: Public Works Department
GENERAL TERMS AND CONDITIONS
1. SUBMISSION REQUIREMENTS
Proposals must be submitted via email, hand delivery, or mail. All proposals must bear original or electronic
signatures.
Submit (1) paper original in a sealed envelope and email an electronic original, as a single document in a
.PDF format, to the following contact:
City of La Quinta
Attn: Julie Mignogna, Management Analyst
78495 Calle Tampico
La Quinta, California 92253
Tel: (760) 777 — 7041
Email: jmignogna�LaQuintaCA.gov
Email Subject: RFP — On -Call Architectural Design Services
2. SUBMISSION RESTRICTIONS
All proposals must be submitted in writing; no oral, facsimile, or telephone proposals or modifications will be
considered. Proposals received after the due date and time are considered non-responsive, and will be
returned unopened.
3. ERRORS AND OMISSIONS
If a proposer discovers any ambiguity, conflict, discrepancy, omission, or other error in the RFP or any of its
attachments, he/she shall immediately notify the City of such error in writing and request modification or
clarification of the document. Modifications will be made by addenda. Clarifications will be provided in writing
to all parties who have submitted proposals or who have requested an RFP for purposes of preparing a
proposal, without divulging the source of the request.
If a proposer fails to notify the City prior to the date fixed for submission of proposals of an error in the RFP
known to him/her, or an error that reasonably should have been known to him/her, he/she shall submit a
proposal at his/her own risk, and if he/she is awarded an agreement, he/she shall not be entitled to additional
compensation or time by reason of the error or any corrections thereof.
4. MODIFICATIONS AND WITHDRAWALS OF SUBMITTED PROPOSALS
Proposer may withdraw proposals prior to the Submittal Deadline by submitting a written request to Julie
Mignogna, Management Analyst, jmignogna(c_LaQuintaCA.gov. Withdrawn proposals will be returned
unopened.
Proposers may modify proposals prior to the Submittal Deadline by withdrawing their proposal as noted above
and re -submitting anew before the Submittal Deadline.
Page 1 of 10
5. ADDENDA
The City may modify this RFP, any of its key action dates, or any of its attachments, prior to the submittal
deadline. Addenda will be numbered consecutively and noted following the RFP title. It is the proposer's
responsibility to ensure they have incorporated all addenda. Failure to acknowledge and incorporate addenda
will not relieve the proposer from the responsibility to meet all terms and conditions of the RFP and any
subsequent addenda.
6. REJECTION OF PROPOSALS
The City may reject any or all proposals in whole or in part for any reason, including suspicion of collusion
among proposers, and may waive any immaterial deviation in a proposal. The City's waiver of an immaterial
defect shall in no way modify the RFP as published or excuse the proposer from full compliance with the
specifications if he/she is awarded the agreement. Proposals referring to terms and conditions other than the
City's terms and conditions as listed in the RFP, may be rejected as being non-responsive.
The City may conduct an investigation as deemed necessary to determine the ability of the proposer to perform
the work, and the proposer shall furnish to the City all such information and data for this purpose as requested
by the City. The City reserves the right to reject any proposal if the evidence submitted by, or investigation of,
such proposer fails to satisfy the City that such proposer is properly qualified to carry out the obligations of the
agreement and to complete the work specified.
7. CANCELLATION OF RFP
This RFP does not obligate the City to enter into an agreement. The City reserves the right to cancel this RFP
at any time, should the project be cancelled, the City loses the required funding, or it is deemed in the best
interest of the City. No obligation, either expressed or implied, exists on the part of the City to make an award
or to pay any cost incurred in the preparation or submission of a proposal.
8. DISPUTES/PROTESTS
The City encourages proposers to resolve issues regarding the requirements or the procurement process
through written correspondence and discussions during the period in which clarifying addenda may be issued.
The City wishes to foster cooperative relationships and to reach a fair agreement in a timely manner. Formal
proposals for major professional and technical services shall be governed by the City's Purchasing Policy.
9. NEGOTIATIONS AND FINAL AGREEMENT
The City's Professional Service Agreement is enclosed as Attachment 1 for review prior to submitting a
proposal. An agreement will not be binding or valid with the City unless and until it is executed by authorized
representatives of the City and of the selected proposer. At the discretion of the City, any or all parts of the
successful proposal shall be made a binding part of the agreement.
10. PRICING ADJUSTMENTS
The City reserves the right to negotiate final pricing with the most qualified proposer. Pricing shall remain firm
for the entire initial term of the agreement. Thereafter, any proposed pricing adjustment for additional periods,
if any, shall be subject to the terms of the agreement.
11. SELECTION PROCESS
Proposals will be reviewed by the City's Consultant Selection Committee. Consultants will be selected for
possible contract negotiations based upon the materials submitted within the Work Proposal. A copy of the
Proposal Evaluation Form is provided in Attachment 5. The Committee may choose to interview two or more
closely -rated firms but will not expect or schedule time for elaborate presentations.
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The City will open contract negotiations with the top ranked firm. The successful consultant will be expected to
enter into the City of La Quinta Professional Service Agreement. Should negotiations with the top-ranked firm
dissolve, the City of La Quinta will open the Cost Proposals and begin contract negotiations with the second
ranked firm, and so forth until an agreement is reached. The successful consultant will be expected to enter
into the attached Agreement for Contract Services (Attachment 1). Any exceptions taken by the Consultant
on the standard contract attached must be submitted in writing as part of its proposal to be considered.
12. RFP TIMELINE
RFP Issue Date:
April 25, 2023
Deadline for Proposers' Questions:
May 10, 2023
Proposals Submittal Deadline:
May 23, 2023 by 5:OOPM
Complete Evaluations of Proposals:
May 24 — June 2, 2023
Conduct Interview (If Necessary):
June 6 - 7, 2023
Agreement Negotiations and Signing, Proof
of Insurance Coverage, Forms 700:
June 6 — 9, 2023
City Council Consideration and Approval:
June 20, 2023
Agreement Effective Date and
Project Start Date
July 1, 2023
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13. PROPRIETARY. CONFIDENTIAL. AND PUBLIC INFORMATION
14.1 Proprietary and Trade Secret Information:
A copy of each proposal will be retained as an official record and will become open to public inspection,
unless the proposal or specific parts can be shown to be exempt by the California Public Records Act
[California Government Code §6250 et seq.]. Each proposer may clearly label part of a proposal as
"Confidential" if the proposer thereby agrees to indemnify and defend the City for honoring such a
designation. The failure to so label any information that is released by the City will constitute a complete
waiver of all claims for damages caused by any release of the information. If a request for public
records for labeled information is received by the City, the City will notify the proposer of the request
and delay access to the material until seven working days after notification to the proposer. Within that
time delay, it will be the duty of the proposer to act in protection of its labeled information. Failure to so
act will constitute a complete waiver.
14.2 Confidential Information:
Evaluation scores, weight factors, and negotiation
retained [California Government Code §6254(x)].
14.3 Public Information:
notes are confidential and will not be released or
All proposals will be opened on May 24, 2023, and will be made available to the public upon request.
By submitting a proposal, the proposer acknowledges and accepts that the content of the proposal and
associated documents will become open to public inspection. The final, executed agreement will be a
public document. Proposals and other information will not be returned.
14. PROPOSAL PREPARATION COSTS
Any costs incurred in the preparation of a proposal, preparation of changes or additions requested by the City,
presentation to the City, travel in conjunction with such presentations, or samples of items, shall be entirely the
responsibility of the proposer.
15. INSURANCE REQUIREMENTS AND ACKNOWLEDGEMENT
Proposals must include a completed "Insurance Requirements Acknowledgment" form included as Attachment
2 stating that, if selected, the proposer will provide the minimum insurance coverage and indemnification noted
in Exhibits E and F, respectively, of the City's Professional Services Agreement.
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Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence); $2,000,000 (general aggregate)
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Noncontributory
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000(per accident
Personal Auto Declaration Page if applicable
Errors and Omissions Liability $1,000,000 (per claim and aggregate)
Worker's Compensation (per statutory requirements)
Must include the following endorsements:
Worker's Compensation Waiver of Subrogation
Worker's Compensation Declaration of Sole Proprietor if applicable
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16. NON -COLLUSION AFFIDAVIT
Proposals must include an executed Non -Collusion Affidavit, included as Attachment 3, executed by an official
authorized to bind the firm.
17. CONFLICT OF INTEREST
The City requires a Statement of Economic Interest (Form 700) to be filed by any proposer who is involved in
the making of decisions which may have a foreseeable material effect on any City financial interest pursuant
to the City's Conflict of Interest Code and the California Political Reform Act of 1974.
18. LOCAL BUSINESS PREFERENCE
Local vendors are encouraged, but not required. For purposes of this section, `local' shall be defined as an
individual, partnership, or corporation, which regularly maintains a place of business within a 40 -mile radius of
the City.
19. CITY RIGHTS AND OPTIONS
The City reserves the right to:
■ Make the selection based on its sole discretion;
■ Issue subsequent RFP;
■ Postpone opening proposals or selection for any reason;
■ Remedy errors in the RFP or in the RFP process;
■ Modify the Scope of Services in the RFP;
■ Approve or disapprove the use of particular subcontractors;
■ Negotiate with any, all or none of the proposers;
■ Accept other than the lowest offer;
■ Waive informalities and irregularities in proposals;
■ Request additional information or clarification;
• Request revisions during negotiations;
■ Invite any consultant of its choosing to assist with the evaluation of proposal responses or to provide
the City with a second opinion
■ Enter into an agreement with another proposer in the event the originally selected proposer defaults
or fails to execute an agreement with the City in a timely manner.
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REQUESTED SERVICES
The City of La Quinta (City) seeks proposals from qualified and experienced professional firms to provide "On
Call Landscape Architectural Design Services" as set forth in this RFP. Firms submitting proposals must be
prepared to immediately enter into the City's Agreement for Contract Services for the services
described in this RFP and must be available to the City on an as -needed basis for a three-year agreement
term.
I. INTRODUCTION
The City of La Quinta is seeking a professional landscape architectural firm to provide on-call landscape
esign and irrigation support services for a variety of landscape improvements within its publicly owned right
of way. The City may choose to contract with one or more firms that provide such services. There is no
promise or guarantee of work, made or implied, by the City and all work that may be assigned is subject to
approval and funding for each project.
The following criteria will be used to evaluate proposals:
• Relevant Project Experience and Performance
• Schedule of Fees
II. SCOPE OF SERVICES
Services and products associated with these on-call services may include, but may not be limited to:
1. Attending meetings and preparing presentations and agenda reports for city advisory boards,
commissions and the City Council when said meetings relate to projects covered by the
contract;
2. Preparing feasibility studies for new, renovation, and alteration projects;
3. Preparing inventories of existing landscape conditions in publicly owned
right of way;
4. Developing landscape themes and concept drawings which are consistent with the City's
water conservation goals and objectives;
5. Coordinating with neighborhood home owner groups and soliciting feedback and input on
community related landscape/irrigation improvements;
6. Providing value engineering and preparing plans, specifications and
estimates for assigned landscape and irrigation improvement projects, which may include
utilizing the City's software systems and Bluebeam;
7. Processing assigned projects for the City entitlement, which may include, but not be limited to
approval by the Planning Commission, Building and Safety Department, Facilities Department,
Engineering Department and City Council;
8. Perform construction support services which may include construction oversight and
inspection, responding to bidder requests for information, submittal review, warranty review,
contractor progress payment review and project close out.
9. Prepare a project specific rendering. The rendering shall be in color and shall be isometric or
`bird's eye' to provide depth.
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Typical Design Scope Example shall include but not be limited to:
Task 1: Project Management
The selected Consultant shall be responsible for project management activities throughout the
life of the contract including managing the project schedule, setting up meetings, field reviews,
and managing the project team. The Consultant will include an appropriate number of meetings
with City staff. The consultant may be required to attend a City Council meeting. The design
consultant will be expected to attend the pre-bid meeting and will respond to contractor requests
for clarification during the bid process. Expected deliverables include monthly progress reports,
schedule updates, meeting agendas, and minutes.
• Task 2: Site Visit and Review
The selected Consultant shall be responsible for in-person review of existing site conditions for
grading issues, utilities and other existing site improvements.
• Task 3: Utility Coordination
Perform utility coordination, identify points of connections and coordinate same through affected
utility providers, and obtain all necessary clearances from affected utility providers. Expected
deliverables include any utility agreements as necessary.
• Task 4: CVWD Approvals and Application
Consultant shall prepare irrigation water budget calculations and submit them to CVWD for
approval. Consultant shall also prepare Turf Removal Application assist in submitting the CVWD
application for turf removal rebate.
• Task 5: Conceptual Planting Plan
Consultant shall prepare a conceptual landscape plan for review by staff. Upon
review and refinement of the concept, consultant will prepare a planting plan for the project site
with a legend that calls out plant material by Latin and common names. Photos of proposed
plant material will be included as part of the presentation. After meeting and review of comments
by the City, consultant will prepare a final color rendered preliminary plan for presentation.
Task 6: Plans, Specifications, and Estimate
Prepare project plans, specifications and engineer's estimates of probable
construction costs.
■ Plans will likely include: Title Sheet, General Plan/Notes Sheet(s), Demolition
Sheets, Layout Sheets (As Necessary), Landscape Sheets, Irrigation Sheets,
and Detail Sheets. All construction notes and legends shall represent only the
items on that plan.
■ Project Estimate should identify appropriate bid items and quantities. Project
estimate shall match the project specification bid schedule. Costs should be
based on the historical cost index associated with the identified bid items.
■ Project Specifications and Bid Documents will likely include the detailed project
description, preparation of bid schedules, bid item descriptions, payment
methods, special provisions, technical specifications, and any specification detail
sheets or standard plans.
• Task 7: Project Rendering
Consultant shall prepare a project specific rendering. The rendering shall be in color and shall
be isometric or `bird's eye' to provide depth.
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• Task 8: Bid and Construction Support
Consultant will assist the City during the bid and construction phases by responding to Requests
for Information (RFI) and provide clarification on its plans as necessary.
Consultant shall provide Construction Observation Services upon request by the City. The
following Construction Services are anticipated:
■ Review rock, wall, and boulder layout
■ Review of plant material locations prior to installation
■ Review of irrigation mainline test
■ Review of emitter placement
■ Review final installation and irrigation coverage
■ Final punch list
In addition, the Design Engineer will be responsible for the preparation of "As -Built" plans based on
changes made during construction, identified by the contractor and resident engineer.
III. PROPOSAL FORMAT
Firms are encouraged to keep their proposals brief and relevant to the specific information requested herein.
Proposals should be straightforward, concise, and provide "layman" explanation of technical terms that are
used.
Present the proposals in a format and order that corresponds to the numbering and lettering contained herein,
with minimal reference to supporting documentation, so that proposals can be accurately compared.
1. Cover Letter
Signed by an official authorized to bind the firm with name, address, phone number, and email address
of firm's contract person, location of firm's main office, location of the office that would service this project,
a validity statement that all information and pricing provided in the proposal is valid for at least ninety (90)
days, and a statement that any individual who will perform work for the City is free of any conflict of
interest.
Firms Background, Qualifications, and Experience, including the following:
(a) Number of years in business
(b) Taxpayer identification number
(c) Number of years planning, construction, and design services
(d) Resumes of the Project Manager and key personnel who will be responsible for performance if
any agreement results from this RFP
(e) Firm ownership and if incorporated, list the state in which the firm is incorporated and the date of
incorporation
(f) If the firm is a subsidiary of a parent company, identify the parent company
(g) Statement of Qualifications — A listing of proposed personnel, including personal experiences and
individual resumes for prime and sub -consultants. Consultant's and sub -consultant experience
with similar work, including names and current phone numbers of reference for listed projects.
(h) Project Understanding and Approach — A description of the firm's project understanding and how
the consultant team will approach the project.
(i) Scope of Work — A description of the tasks, sub -tasks, and deliverables that will be provided. The
Scope of Work should be presented in a logical format that can be easily attached to the
Professional Services Agreement.
(j) Project Schedule — A comprehensive Gantt Chart schedule is to be submitted describing the
nature and scheduling of proposed tasks and reflecting July 1, 2023 as the start date.
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2. References of California government agencies (preferably cities)
(a) Client name, client project manager, telephone number, and email address
(b) Project description
(c) Project start date, and end date
(d) Staff assigned to each project by the firm
(e) Provide a summary of final outcome
3. Complete Pricing List (or Fee Schedule)
Proposal shall include a detailed fee schedule for the services requested by this RFP. Man-hours and
extended billing rates per classification of personnel will be indicated for each task and/or sub -task
defined.
4. List of Complementary Services Offered by Proposer along with Corresponding Prices
5. Staffing and Project Organization
6. Subcontracting Services
Subcontracting any portion(s) of the Scope of Services is not preferable; however, if a proposer can
demonstrate to the City's satisfaction that is in the best interest of the project to permit a portion of the
service(s) to be subcontracted by the proposer, it may be considered. Provide details on the role of any
subcontractor that will be used. Assignment is prohibited.
7. Disclosures
Disclosure of any alleged significant prior or ongoing agreement failure, any civil or criminal litigation or
investigation pending, which involved the proposer or in which the proposer has been judged guilty or
liable within the last five (5) years. If there is no information to disclose, proposer must affirmatively state
there is no negative history.
8. Acknowledgement of Insurance Requirements (Attachment 2)
Proposals must include a written statement that, if selected, the proposer will provide the minimum
insurance coverage and indemnification noted in Exhibits E and F, respectively, of the City's Professional
Service Agreement included as Attachment 1.
9. Non -Collusion Affidavit (Attachment 3)
Proposals must include an executed Non -Collusion Affidavit, executed by an official authorized to bind
the firm.
10. Acknowledgement of Addenda (Attachment 4)
If any addendum/addenda are issued, the proposer shall initial the Acknowledgement of Addenda.
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ATTACHMENTS
1. Agreement for Contract Services
2. Insurance Requirements Acknowledgement
Must be executed by proposer and submitted with the proposal
3. Non -Collusion Affidavit
Must be executed by proposer and submitted with the proposal
4. Addenda Acknowledgement
Must be executed by proposer and submitted with the proposal
5. Proposal Evaluation Form
6. Sample Task Order Form
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Agreement for Contract Services
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ATTACHMENT 1
AGREEMENT FOR CONTRACT SERVICES
THIS AGREEMENT FOR CONTRACT SERVICES (the "Agreement") is made and
entered into by and between the CITY OF LA QUINTA, ("City"), a California municipal
corporation, and Name[insert the type of business entity, e.g. sole proprietorship, CA
Limited Liability Corp, an S Corp.] ("Contracting Party"). The parties Ij�eto agree as
follows:
1. SERVICES OF CONTRACTING PARTY.
1.1 Scope of Services. In compliance with all
Agreement, Contracting Party shall provide On -Call La
Services, as specified in the "Scope of Services" att
incorporated herein by this reference (the "Services" r
warrants that Contracting Party is a provider of -cla
Contracting Party is experienced in performing ervice
light of such status and experience, Contractin y
industry standards in performing the Services requi
if any, will be of good quality, fit for the purpose intende
the phrase "industry standards" shat those stan
one or more first-class firms perform 111gIggNiqljobarvices un
tqFand it
of this
S
pe ArchiNEa
ign
hereto as "nd
tracting Party and
,s wo k and/ond
> c plated herein and, in
ants that it shall follow
der, and that all materials,
Loses of this Agreement,
ractice recognized by
filar circumstances.
1.2 Compliance with Law. A rvices ereunder shall be provided
in accordance with all ordinances, ire ns ns utes, , regulations, and laws of
the City and any Federal�or local ental agency of competent jurisdiction.
1.3 V
Federal, State,
waged hour
racting Party shall comply with applicable
1.4 Lic Pe essments. Except as otherwise specified
herein, Contracting obtain at i s le cost and expense such licenses, permits,
and ap s may quired by law for the performance of the Services required by
this udin of La Quinta business license. Contracting Party and its
e ees, age nd s tractors shall, at their sole cost and expense, keep in
t at all times the t kf this Agreement any licenses, permits, and approvals
are legally requi for the performance of the Services required by this Agreement.
cting Party sh ave the sole obligation to pay for any fees, assessments, and
tax s applicab enalties and interest, which may be imposed by law and arise
from o neces for the performance of the Services required by this Agreement,
and sha ,defend (with counsel selected by City), and hold City, its elected
officials, o employees, and agents, free and harmless against any such fees,
assessments, axes, penalties, or interest levied, assessed, or imposed against City
hereunder. Contracting Party shall be responsible for all subcontractors' compliance with
this Section.
1.5 Familiarity with Work. By executing this Agreement, Contracting Party
warrants that (a) it has thoroughly investigated and considered the Services to be
performed, (b) it has investigated the site where the Services are to be performed, if any,
and fully acquainted itself with the conditions there existing, (c) it has carefully considered
how the Services should be performed, and (d) it fully understands the facilities,
difficulties, and restrictions attending performance of the Services under this Agreement.
Should Contracting Party discover any latent or unknown conditions materially differing
from those inherent in the Services or as represented by City, Contra Party shall
immediately inform City of such fact and shall not proceed except at cting Party's
risk until written instructions are received from the Contract or assigned
designee (as defined in Section 4.2 hereof).
1.6 Standard of Care. Contracting Party acknowleWs and stands that
the Services contracted for under this Agreement requir ecialized ski abilities
and that, consistent with this understanding, Contracti rty's work will b to an
industry standard of quality and workmanship. Con t with Section 1.5 her ve,
Contracting Party represents to City that it holds th essary s ' and abilities to tisfy
the industry standard of quality as set forth in greeme ontracting Party shall
adopt reasonable methods during the life of t re t to furnish continuous
protection to the Services performed by Contracting d the equipment, materials,
papers, and other components thereof to prevent to or damages, and shall be
responsible for all such damages, to or property, ceptance of the Services
by City, except such losses or dam a cause ity's own negligence.
The performance of Services by Contr g Pa t relie Contracting Party from
any obligation to correct any incomplet accu ve work at no further cost
to City, when such inaccuracies are due igence Contracting Party.
1.7 Additio rvi In acco ce with the terms and conditions of this
Agreement, CoParty s perform ic
ntr es in addition to those specified in the
Scope of Servi Additiona rvices11) o hen directed to do so by the Contract
Officer, or assi desig t ontracting Party shall not be required to
perform any Add es mpensation. Contracting Party shall not
perform an Additio ices until receiving prior written authorization (in the form of
a writ rder tracting Party is a contractor performing the Services) from
th ract or ed designee, incorporating therein any adjustment in
Contract and ") the time to perform this Agreement, which said
ustments are su t to th written approval of Contracting Party. It is expressly
stood by Cont r g Party that the provisions of this Section shall not apply to the
Se specifically forth in the Scope of Services or reasonably contemplated
there is specif' understood and agreed that oral requests and/or approvals of
Additio rvic all be barred and are unenforceable. Failure of Contracting Party
to secure tract Officer's, or assigned designee's written authorization for
Additional S es shall constitute a waiver of any and all right to adjustment of the
Contract Sum or time to perform this Agreement, whether by way of compensation,
restitution, quantum meruit, or the like, for Additional Services provided without the
appropriate authorization from the Contract Officer, or assigned designee.
Compensation for properly authorized Additional Services shall be made in accordance
with Section 2.3 of this Agreement.
-2-
1.8 Special Requirements. Additional terms and conditions of this Agreement,
if any, which are made a part hereof are set forth in "Exhibit D" (the "Special
Requirements"), which is incorporated herein by this reference and expressly made a part
hereof. In the event of a conflict between the provisions of the Special Requirements and
any other provisions of this Agreement, the provisions of the Special Requirements shall
govern. A&
2. COMPENSATION.
2.1 Contract Sum. For the Services rendered pur is Agreement,
Contracting Party shall be compensated in accordance with " it B" "Schedule of
Compensation") in a total amount not to exceed dollars
($ ), per year for the life of the agreement, passing the in d any
extended terms. (the "Contract Sum"), except as pro in Section 1.7. The d of
compensation set forth in the Schedule of Co ation m include a lum um
payment upon completion, payment in accorda ith the p tage of completion of
the Services, payment for time and materials u ontracting Party's rate
schedule, but not exceeding the Contract Sum, or su asonable methods as may
be specified in the Schedule of Com ensation. The tract Sum shall include the
attendance of Contracting Party at al meetings re ly deemed necessary by
City; Contracting Party shall not be a additiona ensation for attending
said meetings. Compensation may de ent actual and necessary
expenditures for reproduction costs, t porta ' telephone expense, and
similar costs and expenses when and in th chedule of Compensation.
Regardless of the meth pensati orth in the Schedule of Compensation,
Contracting Party's o co sation not exceed the Contract Sum, except as
provided in Sectio of this ement.
2.2of Billi �TFnonth in which Contracting Party wishes
to receive paym o g submit to City no later than the tenth
(10th) working day onth, in the form approved by City's Finance Director, an
invoic . es re prior to the date of the invoice. Such invoice shall specify
ea me ho h vided Services and the number of hours assigned to each
staff memb uch i shall contain a certification by a principal member of
tracting Party s fying t t the payment requested is for Services performed in
dance with the s of this Agreement. Upon approval in writing by the Contract
O or assigned ignee, and subject to retention pursuant to Section 8.3, City will
pay cting Pa r all items stated thereon which are approved by City pursuant to
this Ag nt er than thirty (30) days after invoices are received by the City's
Finance t.
2.3 (7ompensation for Additional Services. Additional Services approved in
advance by the Contract Officer, or assigned designee, pursuant to Section 1.7 of this
Agreement shall be paid for in an amount agreed to in writing by both City and Contracting
Party in advance of the Additional Services being rendered by Contracting Party. Any
compensation for Additional Services amounting to five percent (5%) or less of the
Contract Sum may be approved by the Contract Officer, or assigned designee. Any
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greater amount of compensation for Additional Services must be approved by the La
Quinta City Council, the City Manager, or Department Director, depending upon City laws,
regulations, rules and procedures concerning public contracting. Under no circumstances
shall Contracting Party receive compensation for any Additional Services unless prior
written approval for the Additional Services is obtained from the Contract Officer, or
assigned designee, pursuant to Section 1.7 of this Agreement. A&
3
PERFORMANCE SCHEDULE.
3.1 Time of Essence. Time is of the essence
Agreement. If the Services not completed in accorda
Performance, as set forth in Section 3.2 and "Exhibit C", i
suffer damage.
3.2 Schedule of Performance. All
Agreement shall be performed diligently and wit
C" (the "Schedule of Performance"). Extensio
Schedule of Performance may be approved in
assigned designee.
ance of this
chedule of
City will
d red pursuant 'this
stablished in "Exhibit
period specified in the
the Contract Officer, or
3.3 Force Majeure. The ti ecified inhedule of Performance
for performance of the Services rend p his Ag ent shall be extended
because of any delays due to unforese le cau 4 the control and without the
fault or negligence of Contracting Party, ud' ut nVTWricted to, acts of God or of
the public enemy, fires uakes, f pidemic, quarantine restrictions, riots,
strikes, freight emba of any ernmental agency other than City, and
unusually severe er, if ntractin rty shall within ten (10) days of the
commencement ch delay tify the C ct Officer, or assigned designee, in
writing of the of the ont t Officer, or assigned designee, shall
ascertain the fac d t and extend the time for performing the
Services for the pen forced delay when and if in the Contract Officer's judgment
such ified, e Contract Officer's determination, or assigned designee,
sh n nclu pon the parties to this Agreement. Extensions to time
PIT in the Sch
gned design
Lracting Party to
F P ance which are determined by the Contract Officer, or
be tified pursuant to this Section shall not entitle the
tional compensation in excess of the Contract Sum.
Term. less earlier terminated in accordance with the provisions in
Article 4ecuted
ment, the term of this agreement shall commence on July 1, 2023,
and term ne 30, 2026 ("Initial Term"). This Agreement may be extended for
two (2) addsone (1) year terms upon mutual agreement by both parties ("Extended
Term"), and in writing.
4. COORDINATION OF WORK.
4.1 Representative of Contracting Party. The following principals of Contracting
Party ("Principals") are hereby designated as being the principals and representatives of
me
Contracting Party authorized to act in its behalf with respect to the Services specified
herein and make all decisions in connection therewith:
(a) Name
Tel No.
E-mail:
It is expressly understood that the experience,
reputation of the foregoing Principals were a substantial ins
this Agreement. Therefore, the foregoing Principals sh
of this Agreement for directing all activities of Contr
time to personally supervise the Services hereun of
the foregoing Principals may not be changed by ctinc
may be assigned to perform the Services require eun<
approval of City.
4.2 Contract Officer. The "
Facilities Management Analyst, o
by the City Manager of the City. It s
that the Contract Officer, or assigned
performance of the Services, and Cont
be made by City to the Laialract Offi(
specified herein, any
Contract Officer, or
shall have author'
out the terms o
4.3 Prohi
I
abili sth inentity toritten app
Presponsible
Party and de
,ility, and
enter into
the term
'cient
Ir nt,
)ersonnel
ut the express written
OfficeNor
e Alfred Berumen,
designdesignated in writing
insponsibility to assure
of the progress of the
fsany decisions, that must
igne"ddes!ig'nee. Unless otherwise
,,reunder shall mean the approval of the
ontract Officer, or assigned designee,
half of City required hereunder to carry
experience,
reputation of Contracting Party, its principals, and its
inducement for City to enter into this Agreement. Except
ontracting Party shall not contract or subcontract with
or in part the Services required hereunder without the
;ity. In addition, neither this Agreement nor any interest
may be tra rred, assigned, conveyed, hypothecated, or encumbered,
vol or by op n of law, without the prior written approval of City. Transfers
restric reund all include the transfer to any person or group of persons acting in
concert e twenty five percent (25%) of the present ownership and/or control
of Contrac rty, taking all transfers into account on a cumulative basis. Any
attempted or ported assignment or contracting or subcontracting by Contracting Party
without City's express written approval shall be null, void, and of no effect. No approved
transfer shall release Contracting Party of any liability hereunder without the express
consent of City.
4.4 Independent Contractor. Neither City nor any of its employees shall have
any control over the manner, mode, or means by which Contracting Party, its agents, or
-5-
its 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 Contracting
Party's employees, servants, representatives, or agents, or in fixing their number or hours
of service. Contracting Party 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. Contracting P shall not at
any time or in any manner represent that it or any of its agents or em s are agents
or employees of City. City shall not in any way or for any purpose b e or be deemed
to be a partner of Contracting Party in its business or otherwis int venture or a
member of any joint enterprise with Contracting Party. Contr shall have no
power to incur any debt, obligation, or liability on behalf of Contr Party shall
not at any time or in any manner represent that it or any s agents or ees are
agents or employees of City. Except for the Contract paid to Contracti rty as
provided in this Agreement, City shall not pay salan ages, or other compen to
Contracting Party for performing the Services her er for Cit City shall not be able
for compensation or indemnification to Contracti rty for i or sickness arising out
of performing the Services hereunder. Notwithsta a er City, state, or federal
policy, rule, regulation, law, or ordinance to the contr racting Party and any of its
employees, agents, and subcontractor roviding servic er this Agreement shall not
qualify for or become entitled to any tion, benefit, incident of employment
by City, including but not limited to e 1 II in the nia Public Employees
Retirement System ("PERS") as an a ee o entitl ent to any contribution
to be paid by City for employer contri ns a contributions for PERS
benefits. Contracting Pa agrees to require axes on amounts paid to
Contracting Party and ement, indemnify and hold City harmless from
any and all taxes, a men nalties, interest asserted against City by reason
of the independe tractor r onship c d by this Agreement. Contracting Party
shall fully code
h the wor ' compens laws regarding Contracting Party and
Contracting Pa ploy rty further agrees to indemnify and hold
City harmless fro e of Con g Party to comply with applicable workers'
compen laws. all have the right to offset against the amount of any payment
due Part r this Agreement any amount due to City from Contracting
PgiW a resu ntra arty's failure to promptly pay to City any reimbursement
emnification
4.5 Ide
eor will
perfo e of
a
that the es
supervisio
be authorize
and services.
ntit ersons Performing Work. Contracting Party represents that it
emp at its own expense all personnel required for the satisfactory
n all of the Services set forth herein. Contracting Party represents
fired herein will be performed by Contracting Party or under its direct
at all personnel engaged in such work shall be fully qualified and shall
d permitted under applicable State and local law to perform such tasks
4.6 City Cooperation. City shall provide Contracting Party with any plans,
publications, reports, statistics, records, or other data or information pertinent to the
Services to be performed hereunder which are reasonably available to Contracting Party
only from or through action by City.
5. INSURANCE.
5.1 Insurance. Prior to the beginning of any Services under this Agreement and
throughout the duration of the term of this Agreement, Contracting Party shall procure
and maintain, at its sole cost and expense, and submit concurrently with its execution of
this Agreement, policies of insurance as set forth in "Exhibit E" a "Insurance
Requirements") which is incorporated herein by this reference and exp made a part
hereof.
5.2 Proof of Insurance. Contracting Party shall prc
to Agency along with all required endorsements. Ce
endorsements must be approved by Agency's Risk Mangy
performance.
0
INDEMNIFICATION.
6.1 Indemnification. To the fulls
shall indemnify, protect, defend (with cou
and any and all of its officers, employees,
F" ("Indemnification") which is incorp
a part hereof.
7. RECORDS AND REPORTS.
7.1 Reports. galfi-jEting
Contract Officer,
performance of
assigned desig
greatly concert
Agreement. For
aware of any fa
inc
is I
sbi
rromptly
mstance, tech
oto and, if Cont
based cost esti
agents, and\
I herein by thi
of Insurance
Durance and
Scement of
F),
law, Contracting Party
and hold harmless City
teers as set forth in "Exhibit
hLence and expressly made
the
i reports concerning Contracting Party's
Agreement as the Contract Officer, or
Party hereby acknowledges that City is
es to be performed pursuant to this
agrees that if Contracting Party becomes
dFances, tec�ues, or events that may or will materially
st of the Services contemplated herein or, if Contracting Party
he cost of the project being designed, Contracting Party
he ract Officer, or assigned designee, of said fact,
ore and the estimated increased or decreased cost related
�g Party is providing design services, the estimated increased or
for the project being designed.
Rec Contracting Party shall keep, and require any subcontractors to
keep, s d ooks of accounts, invoices, vouchers, canceled checks, reports
(including imited to payroll reports), studies, or other documents relating to the
disbursement harged to City and the Services performed hereunder (the "Books and
Records"), as shall be necessary to perform the Services required by this Agreement and
enable the Contract Officer, or assigned designee, to evaluate the performance of such
Services. Any and all such Books and Records shall be maintained in accordance with
generally accepted accounting principles and shall be complete and detailed. The
Contract Officer, or assigned designee, shall have full and free access to such Books
-7-
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 Books and Records.
Such Books and Records shall be maintained for a period of three (3) years following
completion of the Services hereunder, and City shall have access to such Books and
Records in the event any audit is required. In the event of dissolution of Contracting
Party's business, custody of the Books and Records may be given to and access
shall be provided by Contracting Party's successor in interest. Mer California
Government Code Section 8546.7, if the amount of public funds
de under this
Agreement exceeds Ten Thousand Dollars ($10,000.00), this Agr shall be subject
to the examination and audit of the State Auditor, at the reque C as part of any
audit of City, for a period of three (3) years after final payme der thi ement.
7.3 Ownership of Documents. All drawing ecifications, maNdonts,
ns,
photographs, studies, surveys, data, notes, comput s, reports, records,
and other materials plans, drawings, estimate t data, rvey resuels,
renderings, and other documents or works of a hipfixe y tangible medium of
expression, including but not limited to, physica in gital renderings, or data
stored digitally, magnetically, or in any other medium d or caused to be prepared
by Contracting Party, its employees, subcontractors, a ents in the performance of
this Agreement (the "Documents an Is") shall be t perty of City and shall be
delivered to City upon request of the er, ora d designee, or upon
the expiration or termination of this Ag ent, cting rty shall have no claim
for further employment or additional co nsati of the exercise by City of
its full rights of ownership use, reuse, ent of Documents and Materials
hereunder. Any use, r signmen ch completed Documents and Materials
for other projects r u f unco ted documents without specific written
authorization by acting will be City's sole risk and without liability to
Contracting Pa d Contra Party's g tee and warranties shall not extend to
such use, revise, sign rty may retain copies of such Documents
and Materials for i Con r arty shall have an unrestricted right to use
the conce embodi rein. All subcontractors shall provide for assignment to City
of an and ials prepared by them, and in the event Contracting Party
fai ecure ssig , Contracting Party shall indemnify City for all damages
oiling therefro
N
In thI t City or any person, firm, or corporation authorized by City
aid Docuand Materials without written verification or adaptation by
Party fpecific purpose intended and causes to be made or makes any
altin said Documents and Materials, City hereby releases,
discharge tes Contracting Party from liability resulting from said change.
The provisio this clause shall survive the termination or expiration of this Agreement
and shall thereafter remain in full force and effect.
7.5 Licensing of Intellectual Property. This Agreement creates a non-exclusive
and perpetual license for City to copy, use, modify, reuse, or sublicense any and all
copyrights, designs, rights of reproduction, and other intellectual property embodied in
the Documents and Materials. Contracting Party shall require all subcontractors, if any,
me
to agree in writing that City is granted a non-exclusive and perpetual license for the
Documents and Materials the subcontractor prepares under this Agreement. Contracting
Party represents and warrants that Contracting Party has the legal right to license any
and all of the Documents and Materials. Contracting Party makes no such representation
and warranty in regard to the Documents and Materials which were prepared by design
professionals other than Contracting Party or provided to Contracting Pa,j&lby City. City
shall not be limited in any way in its use of the Documents and Ma at any time,
provided that any such use not within the purposes intended by thi Bement shall be
at City's sole risk.
7.6 Release of Documents. The Documents
released publicly without the prior written approval of the
designee, or as required by law. Contracting Party s
or person any information regarding the activities of e
authorized by City.
disclose to an
apt as required
not be
signed
entity
as
7.7 Confidential or Personal Identif for n. Contracting Party
covenants that all City data, data lists, trade secrets, is with personal identifying
information, documents that are not public records, dra ments, discussion notes, or
other information, if any, develope eived by Co 'ng Party or provided for
performance of this Agreement are 'dentia) a II not be disclosed by
Contracting Party to any person or e wi writte thorization by City or
unless required by law. City shall gra uthori losure if required by any
lawful administrative or legal proceeding, r, ors r directive with the force of
law. All City data, d trade documents with personal identifying
information, docume a public r ds, draft documents, discussions, or other
information shall b rued to upon th mination or expiration of this Agreement.
Contracting Pa ovenant u r this secti all survive the termination or expiration
of this Agreeme
AGREEMENT.
This Agreement shall be interpreted, construed, and
idity performance of the parties in accordance with the laws
Leg ctions concerning any dispute, claim, or matter arising
Agreement shall be instituted in the Superior Court of the County
alifornia, or any other appropriate court in such county, and
ants and agrees to submit to the personal jurisdiction of such
ch action.
8.2 utes. In the event of any dispute arising under this Agreement, the
injured party sTrall notify the injuring party in writing of its contentions by submitting a claim
therefore. The injured party shall continue performing its obligations hereunder so long
as the injuring party commences to cure such default within ten (10) days of service of
such notice and completes the cure of such default within forty-five (45) days after service
of the notice, or such longer period as may be permitted by the Contract Officer, or
assigned designee; provided that if the default is an immediate danger to the health,
WE
safety, or general welfare, City may take such immediate action as City deems warranted.
Compliance with the provisions of this Section shall be a condition precedent to
termination of this Agreement for cause and to any legal action, and such compliance
shall not be a waiver of any party's right to take legal action in the event that the dispute
is not cured, provided that nothing herein shall limit City's right to terminate this
Agreement without cause pursuant to this Article 8.0. During the per of time that
Contracting Party is in default, City shall hold all invoices and shall, the default is
cured, proceed with payment on the invoices. In the alternative, may, in its sole
discretion, elect to pay some or all of the outstanding invoices duri eriod of default.
8.3 Retention of Funds. City may withhold
Contracting Party sufficient funds to compensate City for
damages it reasonably believes were suffered by City
Party in the performance of the Services required b
8.4 Waiver. No delay or omission in xe
non -defaulting party on any default shall impair s
a waiver. City's consent or approval of any act b
consent or approval shall not be deemed to waive or r
to or approval of any subsequent ac tracting Pa
any default must be in writing ands aive
the same or any other provision of thi ree
8.5 Rights
remedies expressly d
of the parties are cum
or remedies shall
other rights or r i
8.6 Leve
take legal action,
damaca91MM1&v
Agreem
osses, cos
the default
�,ment.
yable to
ilities, or
acting
right or remedy of a
edy or be construed as
ting Party requiring City's
unnecessary City's consent
Ltiver by either party of
her default concerning
ris
Ex-TWwith respect to rights and
Agreement, the rights and remedies
either party of one or more of such rights
it, at the same or different times, of any
kny other default by the other party.
rauu other rights or remedies, either party may
equity, to cure, correct, or remedy any default, to recover
compel specific performance of this Agreement, to obtain
hQr to obtain any other remedy consistent with the purposes
8.7 Termin Prior To Expiration of Term. This Section shall govern any
t tion of this Ag ment, except as specifically provided in the following Section for
ter n for caus ity reserves the right to terminate this Agreement at any time,
with o ut c , upon thirty (30) days' written notice to Contracting Party. Upon
receipt o e of termination, Contracting Party shall immediately cease all
Services he er except such as may be specifically approved by the Contract Officer,
or assigned esignee. Contracting Party shall be entitled to compensation for all
Services rendered prior to receipt of the notice of termination and for any Services
authorized by the Contract Officer, or assigned designee, thereafter in accordance with
the Schedule of Compensation or such as may be approved by the Contract Officer, or
assigned designee, except amounts held as a retention pursuant to this Agreement.
-10-
8.8 Termination for Default of Contracting Party. If termination is due to the
failure of Contracting Party to fulfill its obligations under this Agreement, Contracting Party
shall vacate any City -owned property which Contracting Party is permitted to occupy
hereunder and City may, after compliance with the provisions of Section 8.2, take over
the Services and prosecute the same to completion by contract or otherwise, and
Contracting Party shall be liable to the extent that the total cos�Af'l forletion of the
Services required hereunder exceeds the compensation herein srovided that
City shall use reasonable efforts to mitigate such damages), and ithhold any
payments to Contracting Party for the purpose of setoff or partial the amounts
owed City.
8.9 Attorneys' Fees. If either party to thiE
defend or made a party to any action or proceed
Agreement, the prevailing party in such action or prop
which may be granted, whether legal or equi
attorneys' fees; provided, however, that the a
Section shall not exceed the hourly rate paid by
reasonable number of hours spent by the prevailing
Attorneys' fees shall include attorneys' fees on any a
to attorneys' fees shall be entitleder rea,,
action, taking depositions and disco f
which are incurred in such litigation. uch
commencement of such action and sh a en
prosecuted to judgment. The court may E
action brought for that giM116,
Iny
ent is requir nitrate or
way connect th this
, in addition to any o lief
able
this
lKervices multiplied by the
e conduct of the litigation.
d in addition a party entitled
L
for investigating such
costs the court allows
is
e action or in a separate
Me M*d
to ees. No officer, official, employee,
be personally liable to Contracting Party,
the event or any default or breach by City or for any amount
ontracting Party or to its successor, or for breach of any
9.2 Confli Intere Contracting Party covenants that neither it, nor any
r or principal of i s or shall acquire any interest, directly or indirectly, which would
c in any mann with the interests of City or which would in any way hinder
Con g Party's rmance of the Services under this Agreement. Contracting Party
further *tat
in the performance of this Agreement, no person having any such
interest sloyed by it as an officer, employee, agent, or subcontractor without
the expresconsent of the Contract Officer, or assigned designee. Contracting
Party agreall 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 City shall have
indirect, in this Agreement nor shall any such officer
decision relating to this Agreement which effects his
-11-
any financial interest, direct or
or employee participate in any
financial interest or the financial
interest of any corporation, partnership or association in which he is, directly or indirectly,
interested, in violation of any State statute or regulation. Contracting Party 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.
9.3 Covenant against Discrimination. Contracting Partycoven s that, by and
for itself, its heirs, executors, assigns, and all persons claiming under that,
them,
that there shall be no discrimination against or segregation of, an on or group of
persons on account of any impermissible classification including, t limited to, race,
color, creed, religion, sex, marital status, sexual orientation, na ' or ancestry in
the performance of this Agreement. Contracting Party sh e affi a action to
ensure that applicants are employed and that employees treated durin loyment
without regard to their race, color, creed, religion, sex, al status, sexua tation,
national origin, or ancestry.
10.1 Notice. Any notice, demand, request, pproval, or communication
either party desires or is required to give the other pa any other person shall be in
writing and either served personally by prepaid, fi ss mail to the address set
forth below. Either party may change notifying her party of the change
of address in writing. Notice shall be me dated -eight (48) hours from
the time of mailing if mailed as provide this S
To City: Contracting Party:
ENDORS COMPANY NAME
CITY OF LA QUI ENDORS CONTACT
Attention: Julie gna NDORS STREET ADDRESS
Management st NDORS CITY, STATE, ZIP
78495 Calle Ta
La Quinta, Californ
etati The terms of this Agreement shall be construed in
ance wit can the language used and shall not be construed for or
nst either part reaso the authorship of this Agreement or any other rule of
truction which otherwise apply.
adin s and Subheadings. The section headings and
Fin this Agreement are included for convenience only and shall not
ct the terms of this Agreement.
10.4 'Wunterparts. 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.
10.5 Integrated Agreement. This Agreement including the exhibits 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
-12-
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.
10.6 Amendment. No amendment to or modification of this Agreement shall be
valid unless made in writing and approved by Contracting Party and by k City Council
of City. The parties agree that this requirement for written modifications of be waived
and that any attempted waiver shall be void.
10.7 Severability. In the event that any one or mo
sentences, clauses, paragraphs, or sections contained in
declared invalid or unenforceable, such invalidity or unen c
of the remaining articles, phrases, sentences, clause
Agreement which are hereby declared as severable hal
the intent of the parties hereunder unless the i provi
invalidity deprives either party of the basic it of the
Agreement meaningless.
les, phrases,
nt shall be
ffect any
c of this
J to out
terial its
renders this
10.8 Unfair Business Practices Claims. I Bring into this Agreement,
Contracting Party offers and agrees t n to City all ri title, and interest in and to
all causes of action it may have un of the Cla ct (15 U.S.C. § 15) or
under the Cartwright Act (Chapter om ith S 16700) of Part 2 of
Division 7 of the Business and Profe s Co rom purchases of goods,
services, or materials related to this A his nment shall be made and
become effective at th ty rende payment to Contracting Party without
further acknowledgm ies.
10.9 N,
set forth in this
Agreement and
kthe exception of the specific provisions
ed third -party beneficiaries under this
have any rights or obligations hereunder.
persons executing this Agreement on behalf of each of the
arrant that (i) such party is duly organized and existing,
d cute and deliver this Agreement on behalf of said party,
,gree nt, such party is formally bound to the provisions of this
entering into this Agreement does not violate any provision of
hich said party is bound. This Agreement shall be binding upon
inistrators, successors, and assigns of the parties.
[SIGNATURES ON FOLLOWING PAGE]
-13-
IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates
stated below.
CITY OF LA QUINTA, CONTRACTING PARTY:
a California Municipal Corporation
JON McMILLEN, City Manager
City of La Quinta, California
Dated:
ATTEST:
MONIKA RADEVA, City Clerk
City of La Quinta, California
APPROVED AS
WIL I RKE,\
C Cali
.CTOR TO
TED:)
ORM:
rney
By:_
Name:
Title:
By: -11
Name:
Title:
RMINWF THE FOLLOWING IS TO BE FOLLOWED OR
NO (1) TW SIGNATURES ARE REQUIRED IF A CORPORATION'S
BYLA RTIC F INCORPORATION, OR OTHER RULES OR REGULATIONS
APPLIC THAT TWO SIGNATURES ARE REQUIRED ON CONTRACTS,
AGREEM MENDMENTS, CHANGE ORDERS, ETC.
(2) CONTRACTING PARTY'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 CONTRACTING PARTY'S BUSINESS
ENTITY.
-14-
Services to be Provided:
Services and products to be rendered
may include, but may not be limited to:
Exhibit A
Scope of Services
performing all work associated with projALt development
Design
o Review existing CAD and Plans provided by City and
o Review existing system and components
o Coordinate design with the Coachella Valley Wat A
o Prepare project plans, specifications and engi E
construction costs for the proposed improve
■ Improvement plans shall be prep 1"=21
scale appropriate for the req uir rk.
■ Project Specifications and Bi ments w'
project description, preparation ch
payment methods, special provisio c
geotechnical report, and any specific et
project.
o Consultant coordination appropriat
staff, adjacent property o a The con
attend a City Council meeti The de n
the pre-bid meeting and will and ntr
information d ' he bid pro
a
PlKy include a detailed
bid item descriptions,
I specifications,
I sheets specific to the
er of meetings with City
Wt may be required to
will be expected to attend
uest for clarification or
o Consulta he City the bid and construction phases by
respon o "Req for Info on (RFI) and provide clarification on its plans
space at La Quinta City Hall for the duration
irty constructability review of the project plans and
to the preconstruction conference and identify potential
0eaed attention before construction starts.
field walk with inspector(s), design engineer, and City
o Schedul d chair a kick off meeting with the City to discuss the proposed work
plan an ecial concerns to be presented at the preconstruction meeting and be
prese the Pre -Construction meeting.
r a preconstruction agenda using City format and provide to the City for
rrence, schedule a preconstruction meeting and notify attendees. It is
isioned that the preconstruction meeting will include all interested parties,
including utilities, sub -contractors, etc.
o Coordinate the activities of on-site inspectors and administrators such that
appropriate coverage of all contractor activities is provided.
o Prepare reports and documents, as necessary, for City review and action.
o Maintain on a current basis: a record copy of all contracts, drawings,
specifications, addenda, change orders, and other modifications, in good order
Exhibit A
Page 1 of 10 Last revised summer 2017
and marked to record all changes made during construction; shop drawings,
product data; samples; submittal; purchases; materials; equipment; applicable
handbooks; maintenance and operating manuals and instructions; other related
documents and revisions which are relevant to the contract work.
o Provide weekly status reports to the City as required.
o Prepare and send a Weekly Statement of Working Days, noting t e controlling
operations, to the contractor.
o Prepare daily/weekly Resident Engineer reports listing the ty work done,
controlling operation, weather conditions, important discu /agreements with
the Contractor, and any other important facts pertainin oject that are not
specifically covered elsewhere in the contract record
o Coordinate, monitor and document utility connectio neces
o Administer the construction contract in conform with the requ is set
forth in the project plans and specifications i g applicable requ is
from Standard Specifications for Public W onstruction and the Cit
Quinta.
o Receive, log, and respond to contrac quest for ation (RFI).
o Conduct weekly construction progress gs w' Contractor, Sub-
contractors, City Staff, Design Engineer, ants, affected outside
agencies, etc. to discuss matters such as pr es, progress, problems, and
scheduling. Prepare and d' ute meeting mi
o Review and approve Su Request for
o Coordinate and monitor a p ities.
o Submit Requests for nfor n as r ny it s that should be
coordinated with the design neer
o Receive, process, review, an shop dr Ings, project data, samples,
and other ncIuding ation with the design engineer for review
as need a nd imple t procedures for expediting the processing
and a al of sub al.
o Re ' nd approv boratory, s and mill test reports of materials and
e ent.
o COo e wi nd other City Departments.
o Docu ential claims a maintain for account records. Provide all
cessa mentation and support to the City in settling claims.
that t tractor's dust control and traffic control implementation is
co t wit proved Plans. Take contractually -stipulated action in the
even viatio the approved Plan.
o Coordi constru ion surveying as needed.
o Coordin equired materials testing.
o Review analyze the Contractor's schedule (weekly), including activity
seque and duration, schedule of submittal and schedule of delivery for
pro ith long lead times. Review the Contractor's weekly scheduled for
nce with project specifications. Note any contractual non -compliances
request remedial action plan from Contractor. Include contractor schedule
an agenda item at each weekly meeting.
o Recommend necessary or desirable changes in the Construction Contractor's
scope of work to the City. Review and evaluate the contractor's request for
changes. Negotiate with the Contractor and submit recommendations to the City
supported by field data related to any additional work. If change orders are
accepted by the City, prepare change orders for signature and authorization by
the city. Maintain a log of change requests.
Exhibit A
Page 2 of 10
o Create and maintain "As -Built" project schedule with Microsoft Project or
equivalent program.
o Review pay requests and provide recommendation for contractor payments.
o Coordinate any training sessions required for City Staff.
o Construction Closeout
■ Administer and coordinate final inspections.
■ Coordinate the correction and the completion of the wor
■ Assist the City in determining when the project, or a ated portion
thereof, is substantially complete.
■ Prepare for the City, a summary of the status of of the
Contractor, listing changes in the previously i c tes of
substantial completion of the work, and reco ending es within
which the Contractor shall complete un c leted items on rtificate
of substantial completion of the work.
■ Calculate the amount of final paym e to the prime Contrac
prepare the proposed final esti
■ Obtain evidence of certificatio I lien rele fter the City files their
notice of completion.
■ Secure from the contractor and tr City, required guarantees.
■ Coordinate any startup requirements.
■ Deliver all equip�n5jjjLanuals, special ent, spare parts, catalogs,
and other mater
by specificat
■ Collect all "As -Buil t ntractor onsultants.
■ Make recommenda for the reten
9
Provide construction m
days of the filiq of the
Inspection
i
uses a
o Verify
approv'
con
to the City within 60
icing requirements, including but not limited
n 'ary (bound workbook) during construction, including a cumulative
)f qu s constructed, daily and weekly reports, working day reports,
rder entation, photographs and other documentation. Maintain a
eld dia change order work.
Contrad or's fugitive dust control plan and ensure that the Contractor
p ed haul routes and that they are kept clean.
c
Hance with the construction contract by monitoring, evaluating,
r rejecting the Contractor's work in accordance with the approved
on contract documents.
ine that the Contractor's work is being performed in accordance with the
I irements of the contract documents. Endeavor to guard the City against
d'efect and deficiencies in the work.
o As appropriate, require special inspection or testing, or make recommendations
to the City regarding special inspection or testing of work not in accordance with
the provisions of the contract documents, whether or not such work is fabricated,
installed, or completed.
o Provide and maintain a digital photographic history of the progress of the project.
Photos will also be taken of the following:
Exhibit A
Page 3of10
■ Showing existing conditions prior to construction.
■ Disputed work items.
■ Work that has to be duplicated, replaced, or removed.
■ Completed work.
■ Extra work.
o Record the progress of the project. Maintain a daily log containin a record of
weather, the Contractor and Sub -contractors' work on-site, the actor and
Sub -contractors' equipment on site, number of workers, wor mplished,
problems encountered, and other relevant data. Provide c of daily logs to
the City as requested. Include information on the Contr the entire
project, showing percentages of completion.
o During the course of construction, maintain one set ans, wi kings and
dimensions in red ink, to denote field changes er corrections.
o Inspect for ADA compliance.
o Maintain copies of all permits needed to c ct the project and enfor c
requirements of each. �
Quality Control I't
o The Consultant shall have a Quality Cont
assurance during the entire time work is in 'ej
o The Consultant has respo ..te
r the acccalculations, related doc all othe
responsibility through the f a Qua
Consultant's Quality Contr ha eContract and, at a minimum,n
accordance wi L ood engineice and
forth herei
pende
to assist quality
id completeness of the
ished and shall meet that
trol Plan. The
�c roughout the entire
k is completed in
it meets the standards set
LPlan II establish a process whereby all work is
ked, c ted and back -checked, in accordance with
y a pe qualified and appropriately registered in
II o al drawings and calculations shall be
f the Contract.
n and checks shall be performed to ensure that conflicts and
nt do not occur between different design documents (i.e. plans
with specifications).
hLControl Plan is functioning may be periodically confirmed by
Exhibit A
Page 4 of 10
ADDENDUM TO AGREEMENT
Re: Scope of Services
If the Scope of Services include construction, alteration, demolition, installation,
repair, or maintenance affecting real property or structures or improvements of any kind
appurtenant to real property, the following apply: �
1. Prevailing Wage Compliance. If Contracting
performing public works and maintenance projects, as descri
Contracting Party shall comply with applicable Federal, State, a
Party is aware of the requirements of California Labor Code
1770, et seq., as well as California Code of Regulations, T' ,
(collectively, the "Prevailing Wage Laws"), and Q
Section 3.12.040, which require the payment o vailing
performance of other requirements on "Public wor nd "Main
Services are being performed as part of an ap le "Publ'
project, as defined by the Prevailing Wage Laws, if c
five thousand dollars ($25,000.00) and/or alteration for
work over fifteen thousand dollars ($15,000.00) is en nto
January 1, 2015 by this Agreement, cting Party a 1
Prevailing Wage Laws including, ' ed to, r
maintenance of payroll records an a of a
California Labor Code Section 1725.5, ontra tr
contract for public work on a "Public wo p unles giE
Department of Industri s ("DI R a time the con
Services are being p e art of a plicable "Public
project, as define he Pre g Wage s, this project i
monitoring and cement b DIR. Co ting Party will
all subcontract ainta' IR Public Wor4
during the term 's eme racting Party sha
immediatel and in se more than twenty-four (24) hoi
infor ontra artv's or anv of its subcontractor';
Pa a contractor
this Section 1.3,
s. Contracting
ions et seq., and
Sections , et seq.,
inta Muni Code
wage rates the
k
ance' projects. the
ks" or "Maintenance"
ation work over twenty-
, repair or maintenance
:)r extended on or after
fully comply with such
Kents related to the
ntices. Pursuant to
ictor may be awarded a
ered with the California
-act is awarded. If the
,orks" or "Maintenance"
subject to compliance
iaintain and will require
contractor registration
notify City in writing
rs, after receiving any
DIR reaistration status
ha sus , rev expired, or otherwise changed. It is understood that it is
sponsibility ntrac rty to determine the correct salary scale. Contracting
y shall make soft prevailing rates of per diem wages for each craft,
'fication, or type worker needed to execute the Services available to interested
pa upon reques nd shall post copies at Contracting Party's principal place of
busi nd at the ect site, if any. The statutory penalties for failure to pay prevailing
wage o m h State wage and hour laws will be enforced. Contracting Party
must forfe ENTY FIVE DOLLARS ($25.00) per day for each worker who works
in excess of inimum working hours when Contracting Party does not pay overtime.
In accordance with the provisions of Labor Code Sections 1810 et seq., eight (8) hours is
the legal working day. Contracting Party also shall comply with State law requirements
to maintain payroll records and shall provide for certified records and inspection of records
as required by California Labor Code Section 1770 et seq., including Section 1776. In
addition to the other indemnities provided under this Agreement, Contracting Party shall
defend (with counsel selected by City), indemnify, and hold City, its elected officials,
Exhibit A
Page 5 of 10
officers, employees, and agents free and harmless from any claim or liability arising out
of any failure or alleged failure to comply with the Prevailing Wage Laws. It is agreed by
the parties that, in connection with performance of the Services, including, without
limitation, any and all "Public works" (as defined by the Prevailing Wage Laws),
Contracting Party shall bear all risks of payment or non-payment of prevailing wages
under California law and/or the implementation of Labor Code Section 17 as the same
may be amended from time to time, and/or any other similAla�wv.racting Party
acknowledges and agrees that it shall be independently reseviewing the
applicable laws and regulations and effectuating compliance w. Contracting
Party shall require the same of all subcontractors.
2. Retention. Payments shall be made ii
Article 2.0 of the Agreement. In accordance with said
Party a sum based upon ninety-five percent (95%) o
the labor and materials incorporated into the Se
month covered by said invoice. The remaining f'
as performance security to be paid to Contractin
acceptance of the Services by the City Council o
furnished City with a full release of all undisputed
required by City. In the event there
Party from the operation of the rele
Code § 7107) of up to one hundred
failure to deduct or withhold shall i
of existing mair
invitation for bic
incurred in loca
Pahce with th isions of
s, City shall pay acting
ontract Sum apporti t of
ier� t�h��Agreement dur the
(5Sid ereof shall be retained
sixty (60) days after final
ter Contracting Party has
is under this Agreement, if
excluded by Contracting
�r s (per Public Contract
the ount in dispute. City's
jty's obligations under the
able for removal, relocation, or protection
t such utilities were not identified in the
burse Contracting Party for any costs
Ed by Contracting Party, and removing or
Contracting Party shall not be assessed
removal or relocation of such unidentified
Public Contract Code
the Mrk included in this Agreement requires excavations more
the following shall apply:
(a) tracting Party shall promptly, and before the following conditions
are b , no ' ity, in writing, of any: (1) material that Contracting Party believes
may be is hazardous waste, as defined in Section 25117 of the Health and
Safety Code, is required to be removed to a Class I, Class II, or Class III disposal site
in accordance ith provisions of existing law; (2) subsurface or latent physical conditions
at the site different from those indicated by information about the site made available to
bidders prior to the deadline for submitting bids; or (3) unknown physical conditions at the
site of any unusual nature, different materially from those ordinarily encountered and
generally recognized as inherent in work of the character provided for in the Agreement.
Exhibit A
Page 6 of 10
(b) City shall promptly investigate the conditions, and if it finds that the
conditions do materially so differ, or do involve hazardous waste, and cause a decrease
or increase in Contracting Party's cost of, or the time required for, performance of any
part of the work shall issue a change order per Section 1.8 of the Agreement.
(c) in the event that a dispute arises between City and C
whether the conditions materially differ, or involve hazardous waste, or
or increase in Contracting Party's cost of, or time required for, perfor
the work, Contracting Party shall not be excused from any sch
provided for by this Agreement, but shall proceed with all work p
Agreement. Contracting Party shall retain any and all rights ided
or by law which pertain to the resolution of disputes and pis s betwee
Parties.
tracting Party
e a decrease
e of any part of
completion date
ed under this
by contract
n ntracting
5. Safety. Contracting Party shall exec d maint ' its work so as t7Goid
injury or damage to any person or property. 1 rying ou ervices, Contracting
Party shall at all times be in compliance with all a ble state, and federal laws,
rules and regulations, and shall exercise all nece cautions for the safety of
employees appropriate to the nature of the work and th itions under which the work
is to be performed. Safety precautio licable shal e, but shall not be limited
to: (A) adequate life protection and li ment an dures; (B) instructions
in accident prevention for all employ an ctors, ch as safe walkways,
scaffolds, fall protection ladders, brid gan fined space procedures,
trenching and shoring, equi ment and er ty de s, equipment and wearing
apparel as are necess wfully r to prevent accidents or injuries; and
(C) adequate facilitie e r inspe and maintenance of all safety measures.
6. Li ed Dama . Since th termination of actual damages for any
delay in perfor e of th u be extremely difficult or impractical to
determine in the e f ement, Contracting Party shall be liable for
and shall pay to City of One Thousand dollars ($1,000.00) as liquidated damages
t77serformed
lay in the performance of any of the Services required
in chedule of Performance. In addition, liquidated damages
ilure ply with the emergency call out requirements, if any,
of Se ces. City may withhold from any moneys payable on
erformed by Contracting Party any accrued liquidated damages.
Prevai ' Wa e Com liance. If Contracting Party is a contractor
perfor ubli <s and maintenance projects, as described in this Section 1.3,
Contracti all comply with applicable Federal, State, and local laws. Contracting
Party is awa the requirements of California Labor Code Sections 1720, et seq., and
1770, et seq., s well as California Code of Regulations, Title 8, Sections 16000, et seq.,
(collectively, the "Prevailing Wage Laws"), and La Quinta Municipal Code
Section 3.12.040, which require the payment of prevailing wage rates and the
performance of other requirements on "Public works" and "Maintenance" projects. If the
Services are being performed as part of an applicable "Public works" or "Maintenance"
project, as defined by the Prevailing Wage Laws, and if construction work over twenty -
Exhibit A
Page 7 of 10
five thousand dollars ($25,000.00) and/or alterations, demolition, repair or maintenance
work over fifteen thousand dollars ($15,000.00) is entered into or extended on or after
January 1, 2015 by this Agreement, Contracting Party agrees to fully comply with such
Prevailing Wage Laws including, but not limited to, requirements related to the
maintenance of payroll records and the employment of apprentices. Pursuant to
California Labor Code Section 1725.5, no contractor or subcontractorMj&e awarded a
contract for public work on a "Public works" project unless registered he California
Department of Industrial Relations ("DIR") at the time the contra warded. If the
Services are being performed as part of an applicable "Public r "Maintenance"
project, as defined by the Prevailing Wage Laws, this projec u o compliance
monitoring and enforcement by the DIR. Contracting Party aintai will require
all subcontractors to maintain valid and current DIR Publ' orks contrac istration
during the term of this Agreement. Contracting shall notify Cit riting
immediately, and in no case more than twenty- f 24) hours, after recei ny
information that Contracting Party's or any of its ontractor' gIR registration atus
has been suspended, revoked, expired, or othe change is understood that it is
the responsibility of Contracting Party to determin or alary scale. Contracting
Party shall make copies of the prevailing rates o iem wages for each craft,
classification, or type of worker neede to execute the ices available to interested
parties upon request, and shall po at Contrac arty's principal place of
business and at the project site, if any. enaltie ilure to pay prevailing
wage or to comply with State wage a our enf ed. Contracting Party
must forfeit to City TWENTY-FIVE D RS ay for each worker who
works in excess of the mi ' um workin o hen Co racting Party does not pay
overtime. In accordan provisi0 abor Code Sections 1810 et seq., eight
(8) hours is the leg ing Contr g Party also shall comply with State law
requirements to ain payr records shall provide for certified records and
inspection of re as requir California or Code Section 1770 et seq., including
Section 1776. dition nities provided under this Agreement,
Contracting Party (with co selected by City), indemnify, and hold City,
its lecte ials, o employees, and agents free and harmless from any claim or
Iiabei1of a ure or alleged failure to comply with the Prevailing Wage
L tis agr the s that, in connection with performance of the Services,
ding, without ion, a d all "Public works" (as defined by the Prevailing Wage
s), Contracting shall ear all risks of payment or non-payment of prevailing
under Califor aw and/or the implementation of Labor Code Section 1781, as
the may be a ed from time to time, and/or any other similar law. Contracting
Party wIg d agrees that it shall be independently responsible for reviewing
the app and regulations and effectuating compliance with such laws.
Contractin all require the same of all subcontractors.
8. Retention. Payments shall be made in accordance with the provisions of
Article 2.0 of the Agreement. In accordance with said Sections, City shall pay Contracting
Party a sum based upon ninety-five percent (95%) of the Contract Sum apportionment of
the labor and materials incorporated into the Services under this Agreement during the
month covered by said invoice. The remaining five percent (5%) thereof shall be retained
as performance security to be paid to Contracting Party within sixty (60) days after final
Exhibit A
Page 8 of 10
acceptance of the Services by the City Council of City, after Contracting Party has
furnished City with a full release of all undisputed payments under this Agreement, if
required by City. In the event there are any claims specifically excluded by Contracting
Party from the operation of the release, City may retain proceeds (per Public Contract
Code § 7107) of up to one hundred fifty percent (150%) of the amount in dispute. City's
failure to deduct or withhold shall not affect Contracting Party's oblig s under the
Agreement.
9. Utility Relocation. City is responsible for removal,
of existing main or trunk -line utilities to the extent such
invitation for bids or specifications. City shall reimburse
incurred in locating, repairing damage not caused by Co
relocating such unidentified utility facilities. Contrac
liquidated damages for delay arising from the remo
utility facilities.
10. Trenches or Excavations. Pursuant
Section 7104, in the event the work included in this)
than four (4) feet in depth, the following shall apply:
(a) Contracting Part
are disturbed, notify City, in writing,
may be material that is hazardous w
Safety Code, that is required to be re
in accordance with
at the site different
:fisting
cated b
utiliti
MgP
n, or protection
entified in the
r any costs
Party, a k
ing or
shall not bessed
relocation of such un'�fied
FFa Public Contract Code
requires excavations more
Oi
and be following conditions
I that racting Party believes
defn 25117 of the Health and
sI, II, or Class II I disposal site
susurface or latent physical conditions
ormation about the site made available to
bidders prior to the line for mitting b or (3) unknown physical conditions at the
site of any to'
ature, di nt mated rom those ordinarily encountered and
generally reco as inh h aracter provided for in the Agreement.
(b) I promptly investigate the conditions, and if it finds that the
condiIt terial iffer, or do involve hazardous waste, and cause a decrease
ori e actin y's cost of, or the time required for, performance of any
the works sue ge order per Section 1.8 of the Agreement.
Nin(c) i e event that a dispute arises between City and Contracting Party
the condition aterially differ, or involve hazardous waste, or cause a decrease
Sin ntr gParty's cost of, or time required for, performance of any part of
arty shall not be excused from any scheduled completion date
providegreement, but shall proceed with all work to be performed under this
Agreemracting Party shall retain any and all rights provided either by contract
or by laertain to the resolution of disputes and protests between the contracting
Parties.
11. Safety. Contracting Party shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out the Services, Contracting
Party shall at all times be in compliance with all applicable local, state, and federal laws,
Exhibit A
Page 9 of 10
rules and regulations, and shall exercise all necessary precautions for the safety of
employees appropriate to the nature of the work and the conditions under which the work
is to be performed. Safety precautions as applicable shall include, but shall not be limited
to: (A) adequate life protection and lifesaving equipment and procedures; (B) instructions
in accident prevention for all employees and subcontractors, such as safe walkways,
scaffolds, fall protection ladders, bridges, gang planks, confined sp procedures,
trenching and shoring, equipment and other safety devices, equip and wearing
apparel as are necessary or lawfully required to prevent accid or injuries; and
(C) adequate facilities for the proper inspection and maintenanc afety measures.
12. Liauidated Damaaes. Since the determina
delay in performance of the Agreement would be
determine in the event of a breach of this Agreement,
and shall pay to City the sum of One Thousand dollar
for each working day of delay in the perform
hereunder, as specified in the Schedule of Perf
may be assessed for failure to comply with the
,j
described in the Scope of Services. City may wit
of
factual lWes for any
difficult orlEftactical to
FKcting Party shall ble for
,000.00) as liquidated es
any o he Services re fired
In a n, liquidated damages
out requirements, if any,
any moneys payable on
;rued liquidated damages.
Exhibit A
Page 10 of 10
Exhibit B
Schedule of Compensation
With the exception of compensation for Additional Serv' provided for in
Section 2.3 of this Agreement, the maximum total compensation to Contracting
Party under this Agreement is not to exceed )
("Contract Sum"). The Contract Sum shall be paid to C t ting Par nstallment
payments made on a monthly basis and in an amount ' ified in Contr Party's
schedule of compensation attached hereto for the asks performed an erly
invoiced by Contracting Party in conformance with on 2.2 of this Agreemen .
Exhibit B
Page 1of1
Exhibit C
Schedule of Performance
Contracting Party shall complete all services identified in the Scope of Services,
A -f+1,;- A-,-----+ ;- .,......r.J.,,,..., -;+h +h., Cr..;.,..+ C..h...J .I.,
Exhibit C
Page 1 of 1
Exhibit D
Special Requirements
Exhibit D
Page 1 of 1
Exhibit E
Insurance Requirements
E.1 Insurance. Prior to the beginning of and throughout the duration of this
Agreement, the following policies shall be maintained and kept in full f ce and effect
providing insurance with minimum limits as indicated below and issue nsurers with
A.M. Best ratings of no less than A -VI:
Commercial General Liability (at least as broad as ISO C
$1,000,000 (per occurrence) '
$2,000,000 (general aggregate)
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Non -cont ' ry
Commercial Auto Liability (at least as b
$1,000,000 (per accident)
Auto Liability Additional Insured
Personal Auto Declaration PaaeiN2Dll
Workers' Compensation 1
(per statutory requirements)
Must include the following en
Workers Conation \
Con4qconcurrently with
against all claims
Contractasoliarty
pe
inI
Ft clause M
racting Party'
ired to contrib
n1W the City and
GePRWiability po
Agree7loWnd a@A
of Subrogation
of Sole Proprietor if applicable
'arty ocure �d maintain, at its cost, and submit
u ' t, Commercial General Liability insurance
against pe ns or damages to property resulting from
omissions rising out of or related to Contracting Party's
ment. The insurance policy shall contain a severability of
t e coverage shall be primary for losses arising out of
)rma hereunder and neither City nor its insurers shall be
any such loss. An endorsement evidencing the foregoing and
Fficers and employees as additional insured (on the Commercial
nly) must be submitted concurrently with the execution of this
I by City prior to commencement of the services hereunder.
19�ting Party shall carry automobile liability insurance of $1,000,000 per
accident agailiWall claims for injuries against persons or damages to property arising out
of the use of any automobile by Contracting Party, its officers, any person directly or
indirectly employed by Contracting Party, any subcontractor or agent, or anyone for
whose acts any of them may be liable, arising directly or indirectly out of or related to
Contracting Party's performance under this Agreement. If Contracting Party or
Contracting Party's employees will use personal autos in any way on this project,
Exhibit E
Page 1 of 5
Contracting Party shall provide evidence of personal auto liability coverage for each such
person. The term "automobile" includes, but is not limited to, a land motor vehicle, trailer
or semi -trailer designed for travel on public roads. The automobile insurance policy shall
contain a severability of interest clause providing that coverage shall be primary for losses
arising out of Contracting Party's performance hereunder and neither City nor its insurers
shall be required to contribute to such loss. I&I
Contracting Party shall carry Workers' Compe&Insurance in
accordance with State Worker's Compensation laws with employ limits no less
than $1,000,000 per accident or disease.
Contracting Party shall provide written notice
days if: (1) any of the required insurance policies e
ter
required polices are reduced; or (3) the deductiblo
In the event any of said policies of insurance are IE
to the cancellation date, submit new evidenc sur
Exhibit to the Contract Officer. The procuring of s sL
or certificates evidencing the same shall not be con
Party's obligation to indemnify City, its officers, emp
or agents. _
E.2 Remedies. In addition to
Party fails to provide or maintain any ji
extent and within the time herein require
a. Obta
premiums for such1w
b.
withhold any pa,
Contracting Party
Ty within to working
(2) the limits of the
red retention is i ed.
�n cting Party sha rior
toe
with this
Fr he delivery of policies
a limitation of Contracting
intractors, subcontractors,
VMy have if Contracting
licy endorsements to the
option:
deduct and retain the amount of the
�e under this Agreement.
VRp work under this Agreement and/or
Pne to Contracting Party hereunder until
with the requirements hereof.
of throve remedies, however, is an alternative to any other
e. The above remedies are not the exclusive remedies for
f e to maintain or secure appropriate policies or endorsements.
d shall be construed as limiting in any way the extent to which
be held responsible for payments of damages to persons or
m Contracting Party's or its subcontractors' performance of work
nt.
E.3 General Conditions Pertaining to Provisions of Insurance Coverage by
Contracting Party. Contracting Party and City agree to the following with respect to
insurance provided by Contracting Party:
1. Contracting Party agrees to have its insurer endorse the third party general
liability coverage required herein to include as additional insureds City, its officials,
Exhibit E
Page 2of5
employees, and agents, using standard ISO endorsement No. CG 2010 with an edition
prior to 1992. Contracting Party also agrees to require all contractors, and subcontractors
to do likewise.
2. No liability insurance coverage provided to comply with this Agreement shall
prohibit Contracting Party, or Contracting Party's employees, or agents, f waiving the
right of subrogation prior to a loss. Contracting Party agrees to waive gation rights
against City regardless of the applicability of any insurance procee d to require all
contractors and subcontractors to do likewise.
3. All insurance coverage and limits provided ontr Party and
available or applicable to this Agreement are intendeOgreement
p y to the fu nt of the
policies. Nothing contained in this Agreement or any relate City or
its operations limits the application of such insurance.
4. None of the coverages required n will be ' mpliance with these
requirements if they include any limiting endorse fa d that has not been first
submitted to City and approved of in writing.
5. No liability policy shall n any provisio efinition that would serve
to eliminate so-called "third party ac ims, inclu ny exclusion for bodily
injury to an employee of the insured o an r or su tractor.
6. All coverage types and lim eq are��Ct to approval, modification
and additional requireme the City, eed arises. Contracting Party shall not
make any reductions ' Covera e.g. elimination of contractual liability or
reduction of discov riod) t ay affe ity's protection without City's prior written
consent.
7. Pro co insurance requirements, consisting of
certificates of insur ncing all the overages required and an additional insured
endors jContr Party's general liability policy, shall be delivered to City at or
prior n of reement. In the event such proof of any insurance is not
d ed as re or i event such insurance is canceled at any time and no
cement cove is pro d, City has the right, but not the duty, to obtain any
rance it deems ssary to protect its interests under this or any other agreement
a ay the premi Any premium so paid by City shall be charged to and promptly
pai ontracting y or deducted from sums due Contracting Party, at City option.
8. t 'iffilMnowledged by the parties of this agreement that all insurance
coverage r to be provided by Contracting Party or any subcontractor, is intended
to apply first d on a primary, non-contributing basis in relation to any other insurance
or self-insurance available to City.
9. Contracting Party agrees to ensure that subcontractors, and any other party
involved with the project that is brought onto or involved in the project by Contracting
Party, provide the same minimum insurance coverage required of Contracting Party.
Contracting Party agrees to monitor and review all such coverage and assumes all
Exhibit E
Page 3of5
responsibility for ensuring that such coverage is provided in conformity with the
requirements of this section. Contracting Party agrees that upon request, all agreements
with subcontractors and others engaged in the project will be submitted to City for review.
10. Contracting Party agrees not to self -insure or to use any self-insured
retentions or deductibles on any portion of the insurance required in (with the
exception of professional liability coverage, if required) and further ag at it will not
allow any contractor, subcontractor, Architect, Engineer or other e r person in any
way involved in the performance of work on the project contemp this agreement
to self -insure its obligations to City. If Contracting Party's exi ge includes a
deductible or self-insured retention, the deductible or self red r n must be
declared to the City. At that time the City shall revie]J#& owith the Co g Party,
which may include reduction or elimination of thee or self -insure ntion,
substitution of other coverage, or other solutions.
11. The City reserves the right at any ' ur
change the amounts and types of insurance re
ninety (90) days advance written notice of such
substantial additional cost to the Contracting Party,
compensation proportional to the incAshiLbenefit to C
12. For purposes of applying
deemed to have been executed immec
can be deemed to be in furtherance of
13. Coni
failure on the pa
insurance requir
waive any rightl
14. Coni
or its e o
agr
a ason. Te
ement to that E
of this Agreement to
g the Contracting Party
If such change results in
ty will negotiate additional
this Agreement will be
reto taking any steps that
of this Agreement.
find agrees that any actual or alleged
ng Party of non-compliance with any
dditional obligations on City nor does it
!acrd.
gill renew -ie required coverage annually as long as City,
an exposure from operations of any type pursuant to this
lies whether the agreement is canceled or terminated for
L,obligation is not effective until City executes a written
Siring
Contrac Party shall provide proof that policies of insurance required
her duri e term of this Agreement have been renewed or replaced with
othes prov' at least the same coverage. Proof that such coverage has been
ordebmitted prior to expiration. A coverage binder or letter from
Contg s insurance agent to this effect is acceptable. A certificate of insurance
and an additi al insured endorsement is required in these specifications applicable to
the renewing or new coverage must be provided to City within five (5) days of the
expiration of coverages.
16. The provisions of any workers' compensation or similar act will not limit the
obligations of Contracting Party under this agreement. Contracting Party expressly
Exhibit E
Page 4of5
agrees not to use any statutory immunity defenses under such laws with respect to City,
its employees, officials, and agents.
17. Requirements of specific coverage features, or limits contained in this
section are not intended as limitations on coverage, limits or other requirements nor as a
waiver of any coverage normally provided by any given policy. Specifi eference to a
given coverage feature is for purposes of clarification only as it pertai given issue
and is not intended by any party or insured to be limiting or all-inclu '
18. These insurance requirements are intended to beAIMWO distinct from
any other provision in this Agreement and are intendede p here to be
interpreted as such.
19. The requirements in this Exhibit supers
of this Agreement to the extent that any other se
cti
the provisions of this Exhibit.
20. Contracting Party agrees to be resp
used by any party involved in any way with the projec
or Contracting Party for the costo itional insu
agreement. Any such provisions arted w
intent of City to reimburse any th a
requirements. There shall be no recou gains
amounts with respect thereto.
other sections and rwions
iisionconflicts with or airs
FFensuring that no contract
rves the right to charge City
'overage required by this
ce to City. It is not the
t omplying with these
Lment of premiums or other
21. Contrac ' re toXide immediate notice to City of any claim
or loss against Con g Part ising ouwork performed under this agreement.
City assumes no ation or I' ity by sice, but has the right (but not the duty)
to monitor the ng of an os if they are likely to involve City.
Exhibit E
Page 5of5
Exhibit F
Indemnification
F.1 Indemnitv for the Benefit of Ci
a. Indemnification for Professional Liability. When the
professional standard of care for Contracting Party's Services, t
permitted by law, Contracting Party shall indemnify, protect,
selected by City), and hold harmless City and any and all of its
agents ("Indemnified Parties") from and against any and all s, I
every kind, nature, and description, damages, injury (incl in , wit
Pstablishes a
fullest extent
(with counsel
nployees, and
liabilities of
on, injury
to or death of an employee of Contracting Party or subcontracto is and
expenses of any kind, whether actual, alleged or thre d, including, without tion,
incidental and consequential damages, court cos orneys' fes, litigation ex es,
and fees of expert consultants or expert witnes curred i ection therewith and
costs of investigation, to the extent same are cau wh in part by any negligent
or wrongful act, error or omission of Contracting Pa ers, agents, employees or
subcontractors (or any entity or individual that Cont Party shall bear the legal
liability thereof) in the performance ossional servic der this agreement. With
respect to the design of public impro Contracti y shall not be liable for
any injuries or property damage result fro of the ign at a location other
than that specified in Exhibit A without ritteie Contracting Party.
701
performance of profe
Party shall indem
Indemnified Pa
actions, arbitr
losses, expenses
without limitation, i
litigati s,
con
S
pFquence or,
Agreement by
Lis legally liab
tractors of Co
for Othe rofessional Liability. Other than in the
es and a full extent permitted by law, Contracting
fend couns lected by City), and hold harmless the
i and inst any . ity (including liability for claims, suits,
eed' trat proceedings, regulatory proceedings,
is r actual, alleged or threatened, including,
and consequential damages, court costs, attorneys' fees,
s of expert consultants or expert witnesses) incurred in
sof investigation, where the same arise out of, are a
i a attributable to, in whole or in part, the performance of
actin arty or by any individual or entity for which Contracting
including but not limited to officers, agents, employees, or
cting Party.
pity Provisions for Contracts Related to Construction (Limitation on
Indemnit affecting the rights of City under any provision of this agreement,
Contracting shall not be required to indemnify and hold harmless City for liability
attributable to the active negligence of City, provided such active negligence is
determined by agreement between the parties or by the findings of a court of competent
jurisdiction. In instances where City is shown to have been actively negligent and where
City's active negligence accounts for only a percentage of the liability involved, the
obligation of Contracting Party will be for that entire portion or percentage of liability not
attributable to the active negligence of City.
Exhibit F
Page 1 of 2
d. Indemnification Provision for Design Professionals.
1. Applicabilitv of this Section F.1(d). Notwithstanding Section F.1(a)
hereinabove, the following indemnification provision shall apply to a Contracting Party
who constitutes a "design professional" as the term is defined in paragraph 3 below.
2. Scope of Indemnification. When the law establi
standard of care for Contracting Party's Services, to the fullest ext
Contracting Party shall indemnify and hold harmless City and an
employees, and agents ("Indemnified Parties") from and ag ' <
liabilities of every kind, nature, and description, damage ury
limitation, injury to or death of an employee of Contractin rt or of
costs and expenses, including, without limitation, incide nd const
court costs, reimbursement of attorneys' fees, litig expenses,
consultants or expert witnesses incurred in ection t rev
Fprofessional
,rmitted by law,
II of its officials,
Lall losses,
without
ntractor),
rt
of
investigation, to the extent same are caused b neglige wrongful act, error or
omission of Contracting Party, its officers, agents, loy r subcontractors (or any
entity or individual that Contracting Party shall be gal liability thereof) in the
performance of professional services under this agree With respect to the design
of public improvements, the Contr arty shall no liable for any injuries or
property damage resulting from the design cation other than that
specified in Exhibit A without the writt ns e ontra Party.
3. 1
term "design professio
engineers, licensed p
under current law,
�- As -TW in this Section F.1(d), the
Fnsed architects, registered professional
and landscape architects, all as defined
i time to time by Civil Code § 2782.8.
to S fic n Provisions. Contracting Party agrees
I th provisions identical to those set forth
p:ei
ble to the Contracting Party, from each and every
on or entity involved by, for, with or on behalf of
nce of this Agreement. In the event Contracting Party
temligations from others as required herein, Contracting
respoe according to the terms of this Exhibit. Failure of City
th these requirements imposes no additional obligations on City
a waiver of any rights hereunder. This obligation to indemnify
rth in this Agreement are binding on the successors, assigns or
rty and shall survive the termination of this Agreement.
Exhibit F
Page 2of2
taa�
ATTACHMENT 2
INSURANCE REQUIREMENTS ACKNOWLEDGEMENT
Must be executed by proposer and submitted with the proposal
(name) hereby acknowledge and confirm that
(name of company) has reviewed
the City's indemnification and minimum insurance requirements as listed in Exhibits E and
F of the City's Professional Services Agreement (Attachment 1); and declare that insurance
certificates and endorsements verifying compliance will be provided if an agreement is awarded.
I am of ,
(Title) (Company)
Page 12 of 15
Commercial General Liability (at least as broad as ISO CG 0001)
$1,000,000 (per occurrence); $2,000,000 (general aggregate)
Must include the following endorsements:
General Liability Additional Insured
General Liability Primary and Noncontributory
Commercial Auto Liability (at least as broad as ISO CA 0001)
$1,000,000 (per accident)
Personal Auto Declaration Page if applicable
Errors and Omissions Liability $1,000,000 (per claim and aggregate)
Worker's Compensation (per statutory requirements)
Must include the following endorsements:
Worker's Compensation Waiver of Subrogation
Worker's Compensation Declaration of Sole Proprietor if applicable
Page 12 of 15
lam
ATTACHMENT 3
NON -COLLUSION AFFIDAVIT FORM
Must be executed by proposer and submitted with the proposal
(name) hereby declare as follows:
of
(Title) (Company)
the party making the foregoing proposal, that the proposal is not made in the interest of, or on behalf
of, any undisclosed person, partnership, company, association, organization, or corporation; that the
proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced
or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly
colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham proposal,
or that anyone shall refrain from proposing; that the proposer has not in any manner, directly or
indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of
the proposer or any other proposer, or to fix any overhead, profit, or cost element of the proposal price,
or of that of any other proposer, or to secure any advantage against the public body awarding the
agreement of anyone interested in the proposed agreement; that all statements contained in the
proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her
proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative
hereto, or paid, and will not pay, any fee to any corporation, partnership, company, association,
organization, proposal depository, or to any member or agent thereof to effectuate a collusive or sham
proposal.
I declare under penalty of perjury under the laws of the State of California that the foregoing is true and
correct.
Proposer Signature:
Proposer Name:
Proposer Title:
Company Name:
Address:
Page 13 of 15
taa�
ATTACHMENT 4
ACKNOWLEDGEMENT OF RECEIPT OF ADDENDA
Must be executed by proposer and submitted with the proposal;
If no addenda has been issued, mark "N/A" under Addendum No. indicating
Not Applicable and sign
ADDENDUM NO. SIGNATURE INDICATING RECEIPT
Page 14 of 15
ATTACHMENT 5
EVALUATION CRITERIA
Category Max Pts
Understanding of work to be done
Staffing and Scope of Work
Pertinent Project Experience
Schedule of Events
Format/Organization
Cost
Intangible Qualities
Total
Scoring Breakdown:
Understanding of work to be done - 25 points maximum
0-8: Scope of work is off topic or is missing more than 5 key elements.
9-17: Scope of work is understandable but missing a few key elements.
18-25: Scope of work well justified and most or all key elements are included.
Staffing and Scope of Work - 20 points maximum
0-8 points: Staffing is not clearly listed or does not match scope of work proposed.
9-15 points: Staffing is included but experience is not relevant or similar.
16-20 points: Staffing is included, matches the scope of work, and experience is relevant.
Pertinent Project Experience - 15 points maximum
0-4 points: Consultant does not include previous experience or has very minimal
experience.
5-10 points: Consultant lists previous experience, but experience is not relevant or similar.
11-15 points: Consultant lists relevant previous experience with similar work.
Schedule of Event- 15 Points Maximum
0-4 points: Events are not listed or is missing key elements
5-10 points: Events are listed but are not well scheduled or missing few key elements
11-15 points: Events are listed and are well justified or all key elements are included
Format/Organization - 10 points maximum
0-4: Scope of work is not or barely organized into tasks and subtasks, does not flow clearly.
5-7: Scope of work is organized into tasks and subtasks, but not in a clear logical order.
8-10: Scope of work is well organized into logical tasks and subtasks to complete a project.
Cost - 10 points maximum
0-4 points: Contractor rates significantly vary from standard rates for similar services, and/or
there are significant errors in calculations.
5-7 points: Contractor rates vary from standard rates for similar services and/or there are
minor errors in calculations.
8-10 points: Contractor rates are within standard rates for similar services.
Intangible Qualities - 5 points maximum
Intangible qualities are those traits or abilities that are not included in the above categories.
Page 15 of 15