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RFP On-Call Survey ServicesCALIFORNIA 4 REQUEST FOR PROPOSALS ON -CALL SURVEY SERVICES DUE BY: MAY 23, 2023 BY 5 P.M. - CALIFORNIA - REQUEST FOR PROPOSALS The City of La Quinta (City) seeks proposals from qualified firms to provide On Call Survey Services. Project/Services Title: Issue Date: DUE DATE: Requesting Department: On -Call Survey Services April 25, 2023 May 23, 2023 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 Survey 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. PRE -PROPOSAL CONFERENCE, QUESTIONS OR REQUESTS FOR CLARIFICATIONS Any requests for clarification or other questions concerning this RFP must be submitted in writing by May 10, 2023; and sent via email to Julie Mignogna, Management Analyst, jmignogna©LaQuintaCA.gov. 4. 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. 5. MODIFICATIONS AND WITHDRAWALS OF SUBMITTED PROPOSALS 1 tai tigra CALIF ORN1A Proposer may withdraw proposals prior to the Submittal Deadline by submitting a written request to Julie Mignogna, Management Analyst, jmignoclna(a�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. 6. 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. 7. 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. 8. 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. 9. 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. 10. 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. 11. 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. 12. 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 2 - CALIFORNIA - 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. 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. 13. RFP TIMELINE RFP Issue Date: April 25, 2023 Deadline for Proposers' Questions: May 10, 2023 Proposals Submittal Deadline: May 23, 2023 by 5:00PM 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 3 - CALIFORNIA - 14. 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 notes are confidential and will not be released or retained [California Government Code §6254(a)]. 14.3 Public Information: 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. 15. 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. 16. 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. 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 4 tai tigra CALIF ORN1A 17. NON -COLLUSION AFFIDAVIT Proposals must include an executed Non -Collusion Affidavit, included as Attachment 3, executed by an official authorized to bind the firm. 18. 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. 19. 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. 20. 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. 5 Pir tigrai CAif l ORN1.1 REQUESTED SERVICES The City of La Quinta (City) seeks proposals from qualified and experienced professional firms to provide "On - Call Survey 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. SCOPE OF SERVICES 1. Survey Control — will be sufficiently marked and will be preserved and protected, monuments protected or replaced as needed. 2. Right of Way and Monuments — Right of way survey, Prepare legals and plats, record of survey, prepare and provide corner records. 3. Topographic Survey and Base Mapping - Design Topographic Survey and Base Mapping Research and assemble survey records to establish locations of street centerlines, street rights -of -way, and easements. Perform either an aerial topographic and/or field survey of the project area to provide sufficient level of detail required for precise design, develop cross sections, and provide accurate quantities. All centerline monuments shall be located, and survey information shall extend a minimum of 10-feet beyond the street right-of-way. Survey data will include, but not be limited to, trees over 2-inches in diameter, buildings, walkways, sidewalks, access ramps, driveways, curbs, gutters, cross gutters, edge of pavement, asphalt berms, fire hydrants, water valves, manholes, water meters, signs, streetlights, power poles, mailboxes, walls, fences, structures, traffic signal poles, and all other visible features. 4. Clearing/Removals — one set of reference stakes or marks at 200-foot intervals on tangent line and 100 feet on curves will be set along the limits of the construction area or Right -of -Way for clearing purposes. 5. Rough Grade — (A) One set of grid stakes at 50-foot intervals. Stakes will indicate cut or fill to finish grade as shown on approved mass grading plan. (B) One set of stakes at 25-foot intervals and all angle points with appropriate cut or fill. (C) Provide one set of offset stakes for sidewalks at 25-foot intervals, grade breaks and angle points with cut or fill to finish surface. 6. Finish Grade — (A) Provide one set of stakes to delineate at 25-foot intervals and all angle points with appropriate cut or fill. (B) Provide one set of offset stakes for sidewalk at 25-foot intervals, grade breaks and angle points with grades to finish surface. (C) Provide one Blue Top for building pad. Stake to be set at pad grade. (D) Pad Certifications — prior to construction of improvements, provide inspection services necessary to provide certification of pad grade as shown on the approved grading plan. 7. Retaining/Garden Wall — Provide one set of offset, line and grade stakes for wall construction set at 50-foot intervals with appropriate cut or fill to top of footing. 8. Bridge Structures — Provide one set of stakes for foundation layout and deck grades. 9. Entrance Structures — Provide one set of stakes with appropriate cut or fill for the construction of entrance structures. 10. Building Foundations — Provide one set of stakes at an offset of 10' x 10' to the building corners, one stale per corner with grades to the finish pad. 6 atigraiCALIFORN1A 11. Water, Sewer, Storm Drain, or Irrigation Lines — Provide one set of offset stakes at 50-foot intervals with grades to finish surface. 12. Drainage Boxes — Provide one set of stakes at a 5-foot offset to centerline of box with grades to top of grate. 13. Tree Locations — Provide one stake at centerline of each tree location. 14. Project Administration — The Surveyor of Work shall be available during the length of the project to address any questions or concerns which may arise. Three sets of Grade Sheets shall be prepared and submitted to the City of La Quinta within 48 hours of receipt of the "Staking Request" for the said work. 15. Office Calculations — Calculations as necessary to provide the field survey crews with data as needed for staking and supervision as required. II. 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. 2. References of California government agencies (preferably cities) (a) Client name, client project manager, telephone number, and email address - CALIFORNIA - (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. 8 ATTACHMENTS 1. Agreement for Contract Services 2. Insurance Requirements Acknowledgement Must be executed by proposer and submitted with 3. Non -Collusion Affidavit Must be executed by proposer and submitted with 4. Addenda Acknowledgement Must be executed by proposer and submitted with 5. Proposal Evaluation Form the proposal the proposal the proposal tai tigra CAif l ORN1.1 9 4 Ottlitra CALIFORNIA - ATTACHMENT 1 Agreement for Contract Services 10 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 eto agree as follows: 1. SERVICES OF CONTRACTING PARTY. 1.1 Scope of Services. In compliance with all t- and Agreement, Contracting Party shall provide On -Call Sury S- ices, as "Scope of Services" attached hereto as "Exhibit A" ncorporated h reference (the "Services"). Contracting Party repre and warrants that Party is a provider of first-class work and/or service • • Contrac ' g Party is p in performing the Services contemplated he' and, in experience, Contracting Party covenants that ' all f performing the Services required hereunder, and th quality, fit for the purpose intended. For purposes of thi standards" shall mean those standar• • ractice recog firms performing similar services un 1.2 Compliance with Law. A in accordance with all ordinances, reso the City and any Federal or local 1.3 Wage ourC •liance, Federal, State, a► .cal wage hour law 1.4 Lic herein, Contracting and ap• - . s may this _ udin e tax from o tions of this ied in the •y this ting ex e ced of such status and industry standards in rials, if any, will be of good eement, the phrase "industry by one or more first-class umstance ereunder shall be provided utes, , regulations, and laws of ental agency of competent jurisdiction. racting Party shall comply with applicable essments. Except as otherwise specified obtain at i s •le cost and expense such licenses, permits, quired by law for the performance of the Services required by of La Quinta business license. Contracting Party and its tractors shall, at their sole cost and expense, keep in the to •f this Agreement any licenses, permits, and approvals for the performance of the Services required by this Agreement. ave the sole obligation to pay for any fees, assessments, and enalties and interest, which may be imposed by law and arise for the performance of the Services required by this Agreement, and sha - r , 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. ees, age t at all times are legally requi cting Party sh s applicab neces 1.5 Familiarity with Work. By executing this Agreement, Contracting Party warrants that (a) it has thoroughly investigated and considered the Services to be 11 Party s Additiona desig g Pa accu s and stands that ecialized ski • abilities rty's work will b • to an t with Section 1.5 her- •ve, essary s greeme► or property, e cause t relie igence and abilities to tisfy ontracting Party shall t to furnish continuous d the equipment, materials, or damages, and shall be ceptance of the Services ity's own negligence. Contracting Party from ve work at no further cost Contracting Party. ce with the terms and conditions of this ices in addition to those specified in the hen directed to do so by the Contract ontracting Party shall not be required to mpensation. Contracting Party shall not ices until receiving prior written authorization (in the form of tracting Party is a contractor performing the Services) from ed designee, incorporating therein any adjustment in and • ") the time to perform this Agreement, which said to th written approval of Contracting Party. It is expressly g Party that the provisions of this Section shall not apply to the forth in the Scope of Services or reasonably contemplated understood and agreed that oral requests and/or approvals of all be barred and are unenforceable. Failure of Contracting Party tract Officer's, or assigned designee's written authorization for S- es shall constitute a waiver of any and all right to adjustment of the 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. t 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 acknowl the Services contracted for under this Agreement requir and that, consistent with this understanding, Contracts industry standard of quality and workmanship. Con Contracting Party represents to City that it holds th the industry standard of quality as set forth in adopt reasonable methods during the life of t protection to the Services performed by Contracting papers, and other components thereof to prevent to responsible for all such damages, to by City, except such losses or dam The performance of Services by Contr any obligation to correct any incomplet to City, when such inaccuracies are due 1.7 Additio Agreement, Contr Scope of Servi Officer, or assi perform any Add perform an Additio a writ th Se there Add itio rd ract Contract ustments are su stood by Contr specifically is specif rvic to secure Additional Contract Sum In acco perform rvices") o -,- 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. 2. COMPENSATION. Contract Sum. 2.1 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, extended terms. (the "Contract Sum"), except as pro compensation set forth in the Schedule of Co payment upon completion, payment in accorda the Services, payment for time and materials schedule, but not exceeding the Contract Sum, or su be specified in the Schedule of Compensation. The attendance of Contracting Party at al meetings re City; Contracting Party shall not be e '' - - additiona said meetings. Compensation may expenditures for reproduction costs, t similar costs and expenses when and Regardless of the meth Contracting Party's o provided in Sectio 2.2 to receive paym (10th) working day invoic ea 0 pay this Ag Finance me staff memb tracting Party s dance with the or assigned cting Pa nt pensati sation ement. passing the in in Section 1.7. The ation m. include a lum ith the p tage of completion of U. ontracting Party's rate asonable methods as may tract Sum shall include the ly deemed necessary by ensation for attending actual and necessary telephone expense, and in th- .chedule of Compensation. orth in the Schedule of Compensation, not exceed the Contract Sum, except as d any d of um onth in which Contracting Party wishes g - - submit to City no later than the tenth onth, in the form approved by City's Finance Director, an prior to the date of the invoice. Such invoice shall specify vided Services and the number of hours assigned to each uch i - shall contain a certification by a principal member of fying t :t the payment requested is for Services performed in s of this Agreement. Upon approval in writing by the Contract ignee, and subject to retention pursuant to Section 8.3, City will r all items stated thereon which are approved by City pursuant to er than thirty (30) days after invoices are received by the City's 2.3 ompensation 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 -,1- 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. 3. PERFORMANCE SCHEDULE. 3.1 Time of Essence. Time is of the essence in Agreement. If the Services not completed in accorda Performance, as set forth in Section 3.2 and "Exhibit C", i u suffer damage. 3.2 Schedule of Performance. All es ren Agreement shall be performed diligently and wit► a time pe C" (the "Schedule of Performance"). Extensio the Schedule of Performance may be approved in assigned designee. 3.3 Force Majeure. The ti for performance of the Services rend because of any delays due to unforese fault or negligence of Contracting Party, the public enemy, fires strikes, freight emba unusually severe commencement writing of the ascertain the fac Services for the pen such . - ified, sh n in the Sch igned design racting Party to Article and term two (2) addi Term"), and e nclu ecified in his Ag with derstood t ance of this chedule of City will d-red pursuant his stablished in "Exhibit period specified in the the Contract Officer, or hedule of Performance ent shall be extended the control and without the ricted to, acts of God or of uakes, f , -pidemic, quarantine restrictions, riots, of any iernmental agency other than City, and ntractin. : rty shall within ten (10) days of the tify the C• -ct Officer, or assigned designee, in Officer, or assigned designee, shall , and extend the time for performing the forced delay when and if in the Contract Officer's judgment e Contract Officer's determination, or assigned designee, pon the parties to this Agreement. Extensions to time of P- ance which are determined by the Contract Officer, or o be tified pursuant to this Section shall not entitle the tional compensation in excess of the Contract Sum. less earlier terminated in accordance with the provisions in ment, the term of this agreement shall commence on July 1, 2023, ne 30, 2026 ("Initial Term"). This Agreement may be extended for one (1) year terms upon mutual agreement by both parties ("Extended cuted 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 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: (b) Name Tel No. Email: It is expressly understood that the experience, reputation of the foregoing Principals were a substantial in this Agreement. Therefore, the foregoing Principals sh of this Agreement for directing all activities of Contr time to personally supervise the Services hereun the foregoing Principals may not be changed by may be assigned to perform the Services require 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 specified herein, any Contract Officer, or shall have author out the terms o 4.3 knowled emp a vol restric concert orth in ther entity to ress written app may be tra or by op reund e of Contrac attempted or act Offic ity req gnee. uments k' -dg ent for responsible d Party and devotin or purposes of this Agr= -nt, cting Pad no other personnel eunde' out the express written ability, and enter into he term cient ontract Office ' . II be Alfred Berumen, designee be designated in writing ing Pa sponsibility to assure orm d of the progress of the any decisions, that must igned designee. Unless otherwise ereunder shall mean the approval of the Contract Officer, or assigned designee, half of City required hereunder to carry inst Subc• cting or Assignment. The experience, d 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 rm in - or in part the Services required hereunder without the I of City. In addition, neither this Agreement nor any interest rred, assigned, conveyed, hypothecated, or encumbered, n of law, without the prior written approval of City. Transfers all include the transfer to any person or group of persons acting in twenty five percent (25%) of the present ownership and/or control rty, taking all transfers into account on a cumulative basis. Any 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 -- 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 i 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 Contracts rty as provided in this Agreement, City shall not pay salari- '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 r' 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. tracting Party and any of its employees, agents, and subcontractor • roviding service •er this Agreement shall not qualify for or become entitled to any by City, including but not limited to e Retirement System ("PERS") as an e to be paid by City for employer contri benefits. Contracting Pa Contracting Party and any and all taxes, a of the independe shall fully com Contracting Pa City harmless fro compen - ' • • laws. due - ' Part P e perfo that the supervisio be authorize and services. agrees to ement, nalties, onship c compens tion, benefit, incident of employment II in the nia Public Employees entitl ent to any contribution e contributions for PERS require• axes on amounts paid to indemnify and hold City harmless from interest asserted against City by reason d by this Agreement. Contracting Party laws regarding Contracting Party and rty further agrees to indemnify and hold e of Con . g Party to comply with applicable workers' all have the right to offset against the amount of any payment r this Agreement any amount due to City from Contracting arty's failure to promptly pay to City any reimbursement is Section. ersons Performing Work. Contracting Party represents that it at its own expense all personnel required for the satisfactory 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. 1- 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" 'e "Insurance Requirements") which is incorporated herein by this reference and exp ' made a part hereof. 5.2 Proof of Insurance. Contracting Party shall provi. - e of Insurance to Agency along with all required endorsements. Ce - e o rance and endorsements must be approved by Agency's Risk Man nor to co ement of performance. 6. INDEMNIFICATION. 6.1 Indemnification. To the fullest ext shall indemnify, protect, defend (with counsel sele and any and all of its officers, employees, agents, an F" ("Indemnification") which is incorp. -. herein by a part hereof. 7. RECORDS AND REPORTS. 7.1 Reports. Contract Officer, or a performance of the assigned desig greatly concer Agreement. For aware of any fact increas- - - ease is pr s romptly mstance, tech eto and, if Contr sed cost estim rmitt: law, Contracting Party ), and hold harmless City teers as set forth in "Exhibit ence and expressly made eriodically prepare and submit to the 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 ances, 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 the ract Officer, or assigned designee, of said fact, , or e and the estimated increased or decreased cost related g Party is providing design services, the estimated increased or for the project being designed. C• - ting Part signee, red by Contrac the S Contracting Party shall keep, and require any subcontractors to keep, s -d• cooks of accounts, invoices, vouchers, canceled checks, reports (including i 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 -77- 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. .er California Government Code Section 8546.7, if the amount of public funds - ded 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, ma. -signs, photographs, studies, surveys, data, notes, comput- s, reports, records, do• •nts, and other materials plans, drawings, estimate t data, rvey results, :els, renderings, and other documents or works of a .hip fixes y tangible medium of expression, including but not limited to, physica stored digitally, magnetically, or in any other medium by Contracting Party, its employees, subcontractors, a this Agreement (the "Documents an• .Is") shall be t delivered to City upon request of the er, or the expiration or termination of this Ag for further employment or additional co its full rights of ownership use, reuse, . ent of hereunder. Any use, r for other projects authorization by Contracting Pa such use, revise, and Materials for i the conce• embodi of an fai re Cont change discharge The provisio gital renderings, or data d or caused to be prepared ents in the performance of perty of City and shall be a -d designee, or upon cting : rty shall have no claim of the exercise by City of Documents and Materials signmen d ch completed Documents and Materials f unco ted documents without specific written will be City's sole risk and without liability to Party's g tee and warranties shall not extend to rty may retain copies of such Documents arty shall have an unrestricted right to use rein. All subcontractors shall provide for assignment to City ials prepared by them, and in the event Contracting Party , Contracting Party shall indemnify City for all damages t City or any person, firm, or corporation authorized by City and Materials without written verification or adaptation by specific purpose intended and causes to be made or makes any ns in said Documents and Materials, City hereby releases, onerates Contracting Party from liability resulting from said change. 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, -,- 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 Paby 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 eement shall be at City's sole risk. 7.6 Release of Documents. The Documents . atenall not be released publicly without the prior written approval of the •n ract Office , -ssigned designee, or as required by law. Contracting Party s •t disclose to an entity or person any information regarding the activities of except as required by ' as authorized by City. 7.7 Confidential or Personal Identify fora covenants that all City data, data lists, trade secrets, information, documents that are not public records, dra other information, if any, develope• - eived by Co performance of this Agreement are dential a Contracting Party to any person or e unless required by law. City shall gra lawful administrative or legal proceeding, law. All City data, d information, docume information shall b Contracting Pa of this Agreeme trade public r upon th this secti 8. ENFORCEM AGREEMENT. 0 Con court ed both as e State of Cali for in relation to rside, State 'g Party c vent writ r, or s n. Contracting Party is with personal identifying ments, discussion notes, or ng Party or provided for II not be disclosed by to thorization by City or osure if required by any r directive with the force of documents with personal identifying ds, draft documents, discussions, or other mination or expiration of this Agreement. all survive the termination or expiration This Agreement shall be interpreted, construed, and lidity . • 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 s all 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, -- 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 fro . ny m Contracting Party sufficient funds to compensate City for osses, cos damages it reasonably believes were suffered by City to the default o Party in the performance of the Services required b Agreement. 8.4 Waiver. No delay or omission in -xercise non -defaulting party on any default shall impairs • ht 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 any default must be in writing and s the same or any other provision of thi 8.5 Rights and Remedies are remedies expressly dec of the parties are cum or remedies shall other rights or r 8.6 Le take legal action, at dama : - defa dec . tive t ter with o receipt o Services he or assigned 8.7 Termin tion of this Ag n for caus ut c tracting Part aiver of ayable to ilities, or acting right or remedy of a edy or be construed as ting Party requiring City's nnecessary City's consent waiver by either party of her default concerning E with respect to rights and e exclu is Agreement, the rights and remedies e exerci ,y either party of one or more of such rights exercise it, at the same or different times, of any e default ' ny other default by the other party. other rights or remedies, either party may t equity, to cure, correct, or remedy any default, to recover compel specific performance of this Agreement, to obtain r to obtain any other remedy consistent with the purposes Prior To Expiration of Term. This Section shall govern any ment, except as specifically provided in the following Section for ity reserves the right to terminate this Agreement at any time, upon thirty (30) days' written notice to Contracting Party. Upon e of termination, Contracting Party shall immediately cease all er except such as may be specifically approved by the Contract Officer, 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. -4)- 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 cost for c• • letion of the Services required hereunder exceeds the compensation herein stipulprovided that City shall use reasonable efforts to mitigate such damages), and C ay withhold any payments to Contracting Party for the purpose of setoff or partial . qt of the amounts owed City. 8.9 Attorneys' Fees. If either party to this Agr defend or made a party to any action or proceedin Agreement, the prevailing party in such action or pro 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 app to attorneys' fees shall be entitled ' .er reasonab action, taking depositions and disco which are incurred in such litigation. commencement of such action and sh prosecuted to judgment. The court may action brought for that 9. CITY OFFI 9.1 agent, representa or any successor in i which e obl c Con further interest s the express Party agrees t 9.2 Confli r or principal of I in any mann ' g Party's ants es in th her nece ent is requir nitiate or ny way connect th this g, in addition to any o -lief , shall b- - ntitled to reas• able s' fees : rded pursuant to this ervices multiplied by the e conduct of the litigation. d in addition a party entitled is for investigating such costs the court allows e de- ed to have accrued on ther or not such action is ame action or in a separate LOYEES •NDISCRIMINATION. d , ployees. No officer, official, employee, I be personally liable to Contracting Party, n the event or any default or breach by City or for any amount Contracting Party or to its successor, or for breach of any reement. . Contracting Party covenants that neither it, nor any s or shall acquire any interest, directly or indirectly, which would with the interests of City or which would in any way hinder rmance of the Services under this Agreement. Contracting Party in the performance of this Agreement, no person having any such loyed by it as an officer, employee, agent, or subcontractor without n consent of the Contract Officer, or assigned designee. Contracting at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. No officer or employee of City shall have any financial interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to this Agreement which effects his 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 Party coven. - s that, by and for itself, its heirs, executors, assigns, and all persons claiming under rough 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 e 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 station, national origin, or ancestry. 10. MISCELLANEOUS PROVISIONS. 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 cated -eight (48) hours from the time of mailing if mailed as provide To City: CITY OF LA QU Attention: Julie Management 78495 Calle Ta La Quinta, Californ ance wit nst either part truction which subhe limit or Contracting Party: ENDORS COMPANY NAME ENDORS CONTACT NDORS STREET ADDRESS NDORS CITY, STATE, ZIP The terms of this Agreement shall be construed in can the language used and shall not be construed for or reaso the authorship of this Agreement or any other rule of otherwise apply. Sectio adings and Subheadings. The section headings and in this Agreement are included for convenience only and shall not o s- -ct the terms of this Agreement. 10.4 unterparts. 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 -- 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 - 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 mor- cles, phrases, sentences, clauses, paragraphs, or sections contained i Ag : -nt shall be declared invalid or unenforceable, such invalidity or unen ceability sha .ffect any of the remaining articles, phrases, sentences, clause agraphs, or sec of this Agreement which are hereby declared as severable hall be interpreted to out the intent of the parties hereunder unless the i • provisio► is so material its invalidity deprives either party of the basic a it of the' ' gain or renders this Agreement meaningless. 10.8 Unfair Business Practices Claims. I Contracting Party offers and agrees t• : n to City all all causes of action it may have un. , ` of the Cla under the Cartwright Act (Chapter om ith S Division 7 of the Business and Profe services, or materials related to this A become effective at th - rende further acknowledgm 10.9 No set forth in thi Agreement and a ( a the are duly y so executing ement, and (iv) er Agreement executors -Party B eement, 0 thorit sent rized ty es. ering into this Agreement, title, and interest in and to ct (15 U.S.C. § 15) or 16700) of Part 2 of rom purchases of goods, nment shall be made and payment to Contracting Party without ciaries. the exception of the specific provisions int. •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, cute and deliver this Agreement on behalf of said party, Agree 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] IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. CITY OF LA QUINTA, 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 . RKE, 4 ttorney C CONTRACTING PARTY: By: Name: Title: By: Name' Title: F THE FOLLOWING IS TO BE FOLLOWED OR NO (1) TWA SIGNATURES ARE REQUIRED IF A CORPORATION'S BYLAW 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. -4- Exhibit A Scope of Services 1. Services to be Provided: Services and products to be rendered in performing all work associated with pro may include, but may not be limited to: • 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 o Prepare project plans, specifications and engi construction costs for the proposed improve ■ Improvement plans shall be prep scale appropriate for the requir ■ Project Specifications and Bi project description, preparation payment methods, special provisio geotechnical report, and any specific project. o Consultant coordination staff, adjacent property o attend a City Council meeti the pre -bid meeting and will information d o Consulta respon as n • Cons o Obta of cons pro Sche represe Schedul plan an prese r - - he bid pro he City for Info rk. ments ch r ► trict. estimates of p t development e maps. "=20' scale. Details sh y include a detailed , bid item descriptions, cal specifications, etail sheets specific to the appropriat- •er of meetings with City The con t may be required to nt will be expected to attend ntr- • uest for clarification or the bid and construction phases by on (RFI) and provide clarification on its plans space at La Quinta City Hall for the duration party constructability review of the project plans and to the preconstruction conference and identify potential that -ed attention before construction starts. nd atte a field walk with inspector(s), design engineer, and City ves. d chair a kick off meeting with the City to discuss the proposed work ecial concerns to be presented at the preconstruction meeting and be the Pre -Construction meeting. 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 ) 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 the 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 connectiorV 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 o Conduct weekly construction progress contractors, City Staff, Design Engineer, agencies, etc. to discuss matters such as pr scheduling. Prepare and d' o Review and approve Su o Coordinate and monitor a o Submit Requests for Infor coordinated with the design o Receive, process, review, an and other as need and a o Re e o Coo o Docu cessa that t t wit co even Coordi Coordin Review segue pro ncluding nd imple al. boratory, quest fo gs w ute meeting mi Request for ities. r ation (RFI). Contractor, Sub - ants, affected outside es, progress, problems, and it- s that should be shop dr. sings, project data, samples, ation with the design engineer for review t procedures for expediting the processing and mill test reports of materials and nd other City Departments. ential claims a : maintain for account records. Provide all mentation and support to the City in settling claims. tractor's dust control and traffic control implementation is proved Plans. Take contractually -stipulated action in the viatio the approved Plan. constru ion surveying as needed. equired materials testing. analyze the Contractor's schedule (weekly), including activity and duration, schedule of submittal and schedule of delivery for 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 ?.s 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 thereof, is substantially complete. • Prepare for the City, a summary of the status of Contractor, listing changes in the previously i substantial completion of the work, and reco which the Contractor shall complete unc of substantial completion of the work. • Calculate the amount of final paym prepare the proposed final esti • Obtain evidence of certificatio notice of completion. Secure from the contractor and tr Coordinate any startup requirements. • • • Deliver all equipme and other materi • Collect all "As-Buil • Make recommenda o Provide construction manag days of the filin• of the notice • Inspection o Revie o Att o A o Mon to, P intain of ch sepa Monito uses ap Verify c approv' con ated portion of the c- -tes of ending es within leted items on -rtificate e to the prime Contrac I lien rele fter the City files their City, required guarantees. anuals, special . ent, spare parts, catalogs, by specificat ntractor onsultants. ents, pla d permits. ick off men s. tin ments. ary (bound workbook) during construction, including a cumulative qu. -s constructed, daily and weekly reports, working day reports, rder entation, photographs and other documentation. Maintain a 'eld dia change order work. Contrac or's fugitive dust control plan and ensure that the Contractor ed haul routes and that they are kept clean. liance with the construction contract by monitoring, evaluating, r rejecting the Contractor's work in accordance with the approved on contract documents. reten ords to the City within 60 ticing requirements, including but not limited ine that the Contractor's work is being performed in accordance with the irements of the contract documents. Endeavor to guard the City against fect 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 2 of 10 • 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 Contrthe 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• act the project and enfor -cial requirements of each. • Quality Control o The Consultant shall have a Quality Cont assurance during the entire time work is in e o for the accur. d completeness of the The Consultant has respo •'lity calculations, related doc responsibility through the Consultant's Quality Contr. Contract and, at a minimum, accordance with •ood engine forth herei :Ily: trol Plan hecked, c ce, by a pe III ai penden ccepted pr the State int.' e n sha II en ffect to assist quality all other wo ‘'shed and shall meet that f a Quail , trol�Plan. The effec roughout the entire is completed in meets the standards set ice and it establish a process whereby all work is ted and back -checked, in accordance with qualified and appropriately registered in o al drawings and calculations shall be f the Contract. ion and checks shall be performed to ensure that conflicts and ment do not occur between different design documents (i.e. plans d with specifications). Control Plan is functioning may be periodically confirmed by Exhibit A Page 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 Pa performing public works and maintenance projects, as describ 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 Section 3.12.040, which require the payment o performance of other requirements on "Public wor Services are being performed as part of an ap project, as defined by the Prevailing Wage Laws, five thousand dollars ($25,000.00) and/or alteration work over fifteen thousand dollars ($15,000.00) is en January 1, 2015 by this Agreement, .cting Party Prevailing Wage Laws including, maintenance of payroll records an California Labor Code Section 1725.5, contract for public work on a "Public wo e ontra p a contractor this Section 1.3, s. Contracting ions et seq., and , Sections ' I, et seq., Quinta Muni. Code vailing wage rates the nd "Main nance" projects. the le "Publ. . ks" or "Maintenance" ction work over twenty - ion, repair or maintenance nto or extended on or after to fully comply with such ents related to the ntices. Pursuant to tractor may be awarded a unles gistered with the California Department of Industri. s ("DIR e time the contract is awarded. If the Services are being p- e• •art of a •plicable "Public works" or "Maintenance" project, as define. he Pre g Wage s, this project is subject to compliance monitoring and - cement b - DIR. Co ting Party will maintain and will require all subcontract. ainta.' - P IR Public Works contractor registration during the term .s -eme . racting Party shall notify City in writing immediatel and in :se more than twenty-four (24) hours, after receiving any infor - ontra. 'arty's or any of its subcontractor's DIR registration 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 s of t - prevailing rates of per diem wages for each craft, .fication, or type worker needed to execute the Services available to interested pa upon requesnd 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 s 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 may be amended from time to time, and/or any other similar law. acknowledges and agrees that it shall be independently responsi applicable laws and regulations and effectuating compliance with Party shall require the same of all subcontractors. as the same racting Party r reviewing the ws. Contracting 2. Retention. Payments shall be made in ac •ance with th- isions of Article 2.0 of the Agreement. In accordance with said S s, City shall pay acting Party a sum based upon ninety-five percent (95%) o ontract Sum apporti• t of the labor and materials incorporated into the Se under th' Agreement dur • the month covered by said invoice. The remaining f -rcent (5° ereof shall be retained 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 pa required by City. In the event there claims specs Party from the operation of the releretain p Code § 7107) of up to one hundred fif failure to deduct or withhold shall not Agreement. 3. Utilit of existing main or invitation for bi incurred in loca relocating such u liquidated damages utility 4. Tre tion 7104, in the four (4) feet in d io line util specificati epairin if' sixty (60) days after final ter Contracting Party has is under this Agreement, if excluded by Contracting s (per Public Contract ount in dispute. City's y's obligations under the ty is resible for removal, relocation, or protection to the - t such utilities were not identified in the City shal burse Contracting Party for any costs d by Contracting Party, and removing or ity . Contracting Party shall not be assessed y arising from the removal or relocation of such unidentified tions. Pursuant to California Public Contract Code the • rk included in this Agreement requires excavations more the following shall apply: tracting Party shall promptly, and before the following conditions are dis •, 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 9) 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• •tracting Party whether the conditions materially differ, or involve hazardous waste, or ' .e a decrease or increase in Contracting Party's cost of, or time required for, perfor- e of any part of the work, Contracting Party shall not be excused from any sch_ completion date provided for by this Agreement, but shall proceed with all work p. ed under this Agreement. Contracting Party shall retain any and all rights ided - by contract or by law which pertain to the resolution of disputes and p -s s between •ntracting Parties. 5. Safety. Contracting Party shall exec injury or damage to any person or property. I Party shall at all times be in compliance with all a rules and regulations, and shall exercise all nece employees appropriate to the nature of the work and th is to be performed. Safety precautio to: (A) adequate life protection and li in accident prevention for all employ scaffolds, fall protection ladders, brid trenching and shoring, equipment and apparel as are necess wfully (C) adequate facilitie e • -r inspe 6. Li delay in perfor determine in the e and shall pay to City for e her day r, as e assesse cribed in the S nt of the Servic d maint. i its work so as t oid rying ou ervices, Contracting ble , state, and federal laws, cautions for the safety of itions under which the work licable shal •e, but shall not be limited ment an. -dures; (B) instructions ctors, .ch as safe walkways, fined space procedures, ty de s, equipment and wearing to prevent accidents or injuries; and and maintenance of all safety measures. Since th -termination of actual damages for any be extremely difficult or impractical to ement, Contracting Party shall be liable for of One Thousand dollars ($1,000.00) as liquidated damages lay in the performance of any of the Services required 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. Wage Compliance. If Contracting Party is a contractor perfor .ubli s and maintenance projects, as described in this Section 1.3, Contracts ' ► 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 subcontractor m. .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 receiny information that Contracting Party's or any of its ontractor'' SIR 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 needeto 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 Day for each worker who works in excess of the mi •' •u um workin o hen Co racting Party does not pay overtime. In accordan provisio 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. edition -- nities provided under this Agreement, Contracting Party • - • (with co _ selected by City), indemnify, and hold City, its electe• - ials, o employees, and agents free and harmless from any claim or liabil' of a ure or alleged failure to comply with the Prevailing Wage L. the . -s that, in connection with performance of the Services, ion, a d all "Public works" (as defined by the Prevailing Wage shall •ear all risks of payment or non-payment of prevailing aw and/or the implementation of Labor Code Section 1781, as the - • ed from time to time, and/or any other similar law. Contracting Party . . d agrees that it shall be independently responsible for reviewing the app - and regulations and effectuating compliance with such laws. Contractin• hall require the same of all subcontractors. t is agr ding, without s), Contracting under Califor may be a wledg 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 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, r- on, or protection of existing main or trunk -line utilities to the extent such utilitie - •entified in the invitation for bids or specifications. City shall reimburse Co ing P. •r any costs incurred in locating, repairing damage not caused by Co ting Party, a oving or relocating such unidentified utility facilities. Contrac ' 'arty shall not b. essed liquidated damages for delay arising from the remo relocation of such un 'fied utility facilities. 10. Trenches or Excavations. Pursua Cal'' - Public Contract Code Section 7104, in the event the work included in this A• requires excavations more than four (4) feet in depth, the followin• shall apply: (a) Contracting Part are disturbed, notify City, in writing, o may be material that is hazardous was Safety Code, that is required to be remo existing I cated b mitting b nt materi in accordance with provi at the site different fr bidders prior to the site of any unu generally reco tly, and b- he following conditions I that ► racting Party believes n 25117 of the Health and I, II, or Class III disposal site subsurface or latent physical conditions ormation about the site made available to or (3) unknown physical conditions at the rom those ordinarily encountered and h aracter provided for in the Agreement. (b) : I promptly investigate the conditions, and if it finds that the condit'► .terial •iffer, or do involve hazardous waste, and cause a decrease or i► a actin. y's cost of, or the time required for, performance of any ge order per Section 1.8 of the Agreement. or in the wo provided Agreement. or by law whic Parties. (c) I r the condition e in Contr ntra e event that a dispute arises between City and Contracting Party aterially differ, or involve hazardous waste, or cause a decrease g Party's cost of, or time required for, performance of any part of arty shall not be excused from any scheduled completion date greement, but shall proceed with all work to be performed under this racting Party shall retain any and all rights provided either by contract pertain to the resolution of disputes and protests between the contracting 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 % 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. Liquidated Damages. Since the determinatio - ctual . , . es for any delay in performance of the Agreement would be extr- -ly difficult or ctical to determine in the event of a breach of this Agreement, cting Party shall . -ble for and shall pay to City the sum of One Thousand dollar- ,000.00) as liquidated • -•es for each working day of delay in the performof any o he Services re, ired hereunder, as specified in the Schedule of Perf• 'ce. In a• .n, liquidated damages may be assessed for failure to comply with the e - c out requirements, if any, described in the Scope of Services. City may wit any moneys payable on account of the Services performed by Contracting Party . - ccrued liquidated damages. Exhibit A Page 13y 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 Page3A. of 1 Exhibit C Schedule of Performance Contracting Party shall complete all services identified in the Scope of Services, Exhibit A of this Agreement, in accordance with the Project Schedule. Exhibit C Page36 of 1 Exhibit D Special Requirements Exhibit D Page3. 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 insurers 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 Commercial Auto Liability (at least as broa $1,000,000 (per accident) Auto Liability Additional Insured Personal Auto Declaration Pag licable Workers' Compensation (per statutory requirements) Must include the following end Workers C. •- - ation wit of Subrogation Workers ' ion Dec , on of Sole Proprietor if applicable ry OC Co concurrently with against all claims Contra perf i n Ge Agree y's clause racting Party' ired to contribut the City and i iability poi nd a ocure d maintain, at its cost, and submit t, Commercial General Liability insurance against pe ins 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 e coverage shall be primary for losses arising out of orma 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 ed by City prior to commencement of the services hereunder. ting Party shall carry automobile liability insurance of $1,000,000 per accident agai all 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 Page34 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. Contracting Party shall carry Workers' Compens. Insurance in accordance with State Worker's Compensation laws with employ-' ''ility limits no less than $1,000,000 per accident or disease. Contracting Party shall provide written notice CI y within to i working days if: (1) any of the required insurance policies is ter -d; (2) the limits • of the required polices are reduced; or (3) the deductible o -insured retention is 1 ed. In the event any of said policies of insurance are led, Con .cting Party sha .nor to the cancellation date, submit new evidenc: suranc- onformance with this Exhibit to the Contract Officer. The procuring of s or certificates evidencing the same shall not be con Party's obligation to indemnify City, its officers, emplo or agents. E.2 Remedies. In addition to Party fails to provide or maintain any 1 extent and within the time herein require a. Obtai premiums for such b. withhold any pa Contracting Party No Contr property Exercis edies City may cting Party's f erein cont Party ti , at r the delivery of policies a limitation of Contracting contractors, subcontractors, y have if Contracting olicy endorsements to the e option: rance . deduct and retain the amount of the any sum • e under this Agreement. to •p work under this Agreement and/or e to Contracting Party hereunder until es compliance with the requirements hereof. Agreement. of the ove remedies, however, is an alternative to any other e. The above remedies are not the exclusive remedies for 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 under this • ent. 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 Page32 of 5 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 available or applicable to this Agreement are intended t policies. Nothing contained in this Agreement or any o its operations limits the application of such insuranc ontr. Party and p y to the fu - nt of the greement relate City or rage. 4. None of the coverages required n will be ' •mpliance with these requirements if they include any limiting endorse •f a d that has not been first submitted to City and approved of in writing. 5. No liability policy shall to eliminate so-called "third party ac injury to an employee of the insured o 6. All coverage types and lim and additional requireme. the City, make any reductions ' . , cover reduction of discov_ -rind) t' ay a consent. 7. Pro certificates of insur endors prior d a pal ed as re cement cove rance it deems ay the premi ontracting n any provisio •efinition that would serve inns, inclu. . ny exclusion for bodily r or sub tractor. t to approval, modification eed arises. Contracting Party shall not a e.g. elimination of contractual liability or ffe, ity's protection without City's prior written insurance requirements, consisting of ncing all the overages required and an additional insured Contr. • Party's general liability policy, shall be delivered to City at or reement. In the event such proof of any insurance is not event such insurance is canceled at any time and no is prop d, City has the right, but not the duty, to obtain any ssary to protect its interests under this or any other agreement Any premium so paid by City shall be charged to and promptly y or deducted from sums due Contracting Party, at City option. 8. t nowledged 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 Page4 of 5 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 retentions or deductibles on any portion of the insurance required exception of professional liability coverage, if required) and further ag allow any contractor, subcontractor, Architect, Engineer or other e way involved in the performance of work on the project contemp to self -insure its obligations to City. If Contracting Party's exi deductible or self -insured retention, the deductible or self declared to the City. At that time the City shall review opt which may include reduction or elimination of the de substitution of other coverage, or other solutions. 11. The City reserves the right at any 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 inc • benefit to Cit 12. For purposes of applyin deemed to have been executed immed can be deemed to be in furtherance of o 13. Contrac failure on the pa insurance requir waive any righ or its e agr a 14. Contr ason. Te ement to that e or ity to t in no w under i ag ligati ion knowle• rm Con poses a •the any self -insured ein (with the at it will not r person in any this agreement ge includes a red r- .n must be with the Co g Party, le or self -insure. -ntion, uring th by age of this Agreement to g the Contracting Party such change results in will negotiate additional is Agreement will be ereto taking any steps that e of this Agreement. and agrees that any actual or alleged ting Party of non-compliance with any dditional obligations on City nor does it gard. y will renew e required coverage annually as long as City, ce an exposure from operations of any type pursuant to this ies whether the agreement is canceled or terminated for obligation is not effective until City executes a written 15. Contrac Party shall provide proof that policies of insurance required her- .firing duri e term of this Agreement have been renewed or replaced with other • -s prov' . at least the same coverage. Proof that such coverage has been ordered • bmitted prior to expiration. A coverage binder or letter from Contracting s insurance agent to this effect is acceptable. A certificate of insurance and an additial 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 Page44 of 5 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 be any other provision in this Agreement and are intended interpreted as such. d distinct from here to be 19. The requirements in this Exhibit supers I other sections and . ions of this Agreement to the extent that any other secti provisionconflicts with or .airs the provisions of this Exhibit. 20. Contracting Party agrees to be resp used by any party involved in any way with the proje or Contracting Party for the cost o • • itional ins agreement. Any such provisions ar. -ted intent of City to reimburse any th requirements. There shall be no recou amounts with respect thereto. 21. Contrac or loss against Con City assumes no to monitor the u ra with re cost ensuring that no contract rves the right to charge City overage required by this e to City. It is not the omplying with these ment of premiums or other rees to ide immediate notice to City of any claim ising out e work performed under this agreement. ity by suc tice, but has the right (but not the duty) or c s if they are likely to involve City. Exhibit E Pagej of 5 Exhibit F Indemnification F.1 Indemnity for the Benefit of City. 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 every kind, nature, and description, damages, injury (incl to or death of an employee of Contracting Party or expenses of any kind, whether actual, alleged or thre incidental and consequential damages, court cos and fees of expert consultants or expert witnes costs of investigation, to the extent same are cau or wrongful act, error or omission of Contracting Pa subcontractors (or any entity or individual that Cont liability thereof) in the performance o respect to the design of public impro any injuries or property damage result than that specified in Exhibit A without b. Indemni performance of profe Party shall indem Indemnified Pa actions, arbitr losses, expenses without limitation, litigati con c quence of, Agreement by is legally liab tractors of Co s, to , without subcontracto d, including, without orneys' f-es, litigation ex curred i wh ssional servic Contracti of the stablishes a fullest extent (with counsel mployees, and liabilities of on, injury is and tion, es, ection therewith and in part by any negligent ers, agents, employees or Party shall bear the legal der this agreement. With y shall not be liable for ign at a location other e Contracting Party. for Othe rofessional Liability. Other than in the es and e full extent permitted by law, Contracting counso -lected by City), and hold harmless the inst any ity (including liability for claims, suits, trat proceedings, regulatory proceedings, r actual, alleged or threatened, including, and consequential damages, court costs, attorneys' fees, s of expert consultants or expert witnesses) incurred in s of investigation, where the same arise out of, are a attributable to, in whole or in part, the performance of ractinarty or by any individual or entity for which Contracting including but not limited to officers, agents, employees, or cting Party. nity Provisions for Contracts Related to Construction (Limitation on Indemnit h 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 Page41 of 2 d. Indemnification Provision for Design Professionals. 1. Applicability 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 establis 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 limitation, injury to or death of an employee of Contractin costs and expenses, including, without limitation, incide court costs, reimbursement of attorneys' fees, litig consultants or expert witnesses incurred in investigation, to the extent same are caused b omission of Contracting Party, its officers, agents, entity or individual that Contracting Party shall be performance of professional services under this agree of public improvements, the Contr property damage resulting from the specified in Exhibit A without the writt 3. Design Professio term "design profession engineers, licensed p under current law, F.2 to obtain execut herein this Exhibit subco Co f a and heirs g obtain s y agrees to be nitor complianc in no way ac d City as racti 0 e limite nd sury mended ury (I or of a professional rmitted by law, all of its officials, nd all losses, ng, without ny ntractor), nd consequent! expenses, and fees ection t-rewith and c neglige loy arty shall no design ontra As ages, ert of wrongful act, error or r subcontractors (or any gal liability thereof) in the With respect to the design liable for any injuries or cation other than that Party. in this Section F.1(d), the nsed architects, registered professional s and landscape architects, all as defined time to time by Civil Code § 2782.8. 'fic. •n Provisions. Contracting Party agrees th provisions identical to those set forth plicable to the Contracting Party, from each and every person or entity involved by, for, with or on behalf of ance of this Agreement. In the event Contracting Party ligations from others as required herein, Contracting respon •le 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 Page42 of 2 - CALIFORNIA - ATTACHMENT 2 INSURANCE REQUIREMENTS ACKNOWLEDGEMENT Must be executed by proposer and submitted with the proposal I, (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. lam (Title) of (Company) 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 45 Pr tigrai CAif l ORN1.1 ATTACHMENT 3 NON -COLLUSION AFFIDAVIT FORM Must be executed by proposer and submitted with the proposal I, (name) hereby declare as follows: l am 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: 46 - CALIFORNIA 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 47 tigrai CAif l ORN1.1 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. 48