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2014-17 Terra Nova - Planning & Environmental Services
PROFESSIONAL SERVICES AGREEMENT 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 Terra Nova Planning & Research, Inc. ("Consultant'). The parties hereto agree as follows: 1.0 SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant shall provide those services related to Planning and Environmental Services, on an as -needed basis and more particularly described in the On -Call Planning Services proposal dated April 7, 2014, as specified in the "Scope of Services" attached hereto as Exhibit "A" and incorporated herein by this reference (the "services" or "work"). Consultant warrants that all services will be performed in a competent, professional and satisfactory manner in accordance with the standards prevalent in the industry for such services. I 1.2 Compliance with Law. All services rendered hereunder shall be provided in accordance with .all ordinances, resolutions, statutes, rules, regulations and laws of the City of La Quinta and any Federal, State or local governmental agency of competent jurisdiction. 1.3 Licenses, Permits, Fees and Assessments. Except as otherwise specified herein, Consultant shall obtain at its sole cost and expense such licenses, permits and approvals -as may be required by law for the performance of the services required by. this Agreement. Consultant shall. have the sole obligation to pay for any fees, assessments and taxes, plus applicable penalties and interest, which may be imposed by law 'and arise from or are necessary for the performance of the services required by this Agreement. 1.4 Familiarity with Work. By executing this Agreement, 'Consultant warrants that (a) it has thoroughly investigated and considered the work to be performed, (b) it has investigated the site of the work and fully acquainted itself with the conditions there existing, (c) it has carefully considered how the work should be performed, and (d) it fully understands the facilities, difficulties and restrictions attending performance of the work under this Agreement. Should Consultant discover any latent or unknown conditions materially differing from those inherent in the work or as represented by City, Consultant shall immediately inform City of such fact and, shall not proceed except at Consultant's risk until written instructions are received from the Contract Officer (as defined in Section 4.2 hereof). 1.5 Care of Work and Standard of Work. Last revised 5-20-14 Page 1 of 18 a. Care of Work. Consultant shall adopt reasonable methods during the life of the Agreement to furnish continuous protection to the work performed by Consultant, and the equipment, materials, papers and other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the work by City, except such losses or damages as may be caused by City's own negligence. The performance of services by Consultant shall not relieve Consultant from any obligation to correct any incomplete, inaccurate or defective work at no further cost to City, when such inaccuracies are due to the negligence of Consultant. b. Standard of Work. Consultant acknowledges and understands that the services and work contracted for under this Agreement require specialized skills and abilities and that, consistent with this understanding, Consultant's services and work will be held to a heightened standard of quality and workmanship. Consistent with Section 1 .4 hereinabove, Consultant represents to City that it holds the necessary skills and abilities to satisfy the heightened standard of work as set forth in this Agreement. 1 .6 Additional Services. In accordance with the terms and conditions of this Agreement, Consultant shall perform services in addition to those specified in the Scope of Services ("Additional Services") when directed to do so by the Contract Officer. Consultant shall not perform any Additional Services until receiving prior written authorization from the Contract Officer. It is specifically understood and agreed that oral requests and/or approvals of Additional Services shall be barred and are unenforeceable. Failure of Consultant to secure the Contract Manager's written authorization for Additional Services shall constitute a waiver of any and all right to adjustment of the Contract Sum or time due, whether by way of compensation, restitution, quantum meruit, etc. for Additional Services provided without the appropriate authorization from the Contract Manager. Compensation for properly authorized Additional Services shall be made in accordance with Section 2.2 of this Agreement. 1 .7 Special Requirements. Additional terms and conditions of this Agreement, if any, which are made a part hereof are set forth in Exhibit "A" (the "Special Requirements"). 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. 2.0 COMPENSATION 2.1 Contract Sum. For the services rendered pursuant to this Agreement, Consultant shall be compensated in accordance with Exhibit "A" (the "Schedule of Compensation") in a total amount not to exceed One Hundred Eighty Thousand Last revised 5-20-14 Page 2 of 18 Dollars ($180,000) (the "Contract Sum"), except as provided in Section 1 .6. The method of compensation set forth in the Schedule of Compensation may include a lump sum payment upon completion, payment in accordance with the percentage of completion of the services, payment for time and materials based upon Consultant's rate schedule, but not exceeding the Contract Sum, or such other methods as may be specified in the Schedule of Compensation. Compensation may include reimbursement for actual and necessary expenditures for reproduction costs, transportation expense, telephone expense, and similar costs and expenses when and if specified in the Schedule of Compensation. Regardless of the method of compensation set forth in the Schedule of Compensation, Consultant's overall compensation shall not exceed the Contract Sum, except as provided in Section 1 .6 of this Agreement, "Additional Services." 2.2 Compensation for Additional Services. Additional services approved in advance by the Contract Manager pursuant to Section 1 .6 of this Agreement, "Additional Services," shall be paid for in an amount agreed to in writing by both City and Consultant in advance of the Additional Services being rendered by Consultant. Any compensation for Additional Services amounting to five percent (5%) or less of the Contract Sum may be approved by the Contract Officer. Any greater amount of compensation for additional services must be approved by the La Quinta City Council. Under no circumstances shall Consultant receive compensation for any Additional Services unless prior written approval for the Additional Services is obtained from the Contract Officer pursuant to Section 1 .6 of this Agreement. 2.3 Method of Billing. Any month in which Consultant wishes to receive payment, Consultant shall submit to City no later than the tenth (10th) working day of such month, in the form approved by City's Finance Director, an invoice for services rendered prior to the date of the invoice. Such invoice shall (1) describe in detail the services provided, including time and materials, and (2) specify each staff member who has provided services and the number of hours assigned to each such staff member. Such invoice shall contain a certification by a principal member of Consultant specifying that the payment requested is for work performed in accordance with the terms of this Agreement. City will pay Consultant for all expenses stated thereon which are approved by City pursuant to this Agreement no later than thirty (30) days after invoices are received by the City's Finance Department. 3.0 PERFORMANCE SCHEDULE 3.1 Time of Essence. Time -is of the essence in the performance of this Agreement. Last revised 5-20-14 Page 3 of 18 3.2 Schedule of Performance. All services rendered pursuant to this Agreement shall be performed diligently and within the time. period established in Exhibit "A" (the "Schedule of Performance"). Extensions to the time period specified in the Schedule of Performance may be approved in writing by the Contract Officer. 3.3 Force Majeure. The time period specified in the Schedule of Performance for performance of the services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of Consultant, including, but not restricted to, acts of God or of the public enemy, fires, earthquakes, floods, epidemic, quarantine restrictions, riots, strikes, freight embargoes, acts of any governmental agency other than City, and unusually severe weather, if Consultant shall within ten (10) days of the commencement of such delay notify the Contract Officer in writing of the causes of the delay. The Contract Officer shall ascertain the facts and the extent of delay, and extend the time for performing the servicesfor the period of the forced delay when and if in his or her judgment such delay is justified, and the Contract Officer's determination shall be final andconclusive upon the parties to this Agreement. Extensions to the Schedule of Performance which are determined by the Contract Officer to be justified pursuant to this Section'shall not entitle the Consultant to additional compensation in excess of the Contract Sum. 3.4 Term. Unless earlier terminated in accordance with Sections 8.7 or 8.8 of this Agreement, the term of this agreement shall commence on July 1 , 2014 and terminate on June 30, 2017 (initial term). This agreement may be extended up to three (3) additional years upon mutual agreement by both parties (extended term). 4.0 COORDINATION OF WORK 4.1 Representative of Consultant. The following principals of Consultant are hereby designated as being the principals and representatives of Consultant authorized to act in its behalf with respect to the work specified herein and make all decisions in connection therewith: a. Nicole Sauviat Criste b. Andrea Randall c. Kelly Clark It is expressly understood that the experience, knowledge, capability, and reputation of the foregoing principals were a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principals shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services hereunder. Last revised 5-20-14 Page 4 of 18 The foregoing principals may not be changed by Consultant and no other personnel may be assigned to perform the service required hereunder without the express written approval of City. 4.2 Contract Officer. The Contract Officer shall be the Community Development Director or such other person as may be designated by the City Manager of City. It shall be Consultant's responsibility to assure that the Contract Officer is kept informed of the progress of the performance of the services and Consultant shall refer any decisions, which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. 4.3 Prohibition Against Subcontracting or Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Except asset forth in this Agreement, Consultant shall not contract with any other entity to perform in whole or in part.the services required hereunder without the express written approval of City. In addition, neither this Agreement nor any interest herein may be assigned or transferred, voluntarily or by operation of law, without the prior written approval 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 Consultant, its agents or employees, perform the services required herein, except as otherwise set forth. Consultant shall perform all services required herein as an independent contractor of City and shall remain at all times as to City a wholly independent contractor with only such obligations as are consistent with that role. Consultant shall not at any time or in any manner represent that it or any of its agents or employees are agents or employees of City. 4.5 City Cooperation. City shall provide Consultant with any plans, publications, reports, statistics, records or other data or information pertinent to services to be performed hereunder which are reasonably available to Consultant only from or through action by City. 5.0 INSURANCE 5.1 Insurance. Prior to the beginning of and throughout the duration of the Work performed under this Agreement, Consultant shall procure and maintain, at its cost, and submit concurrently with its execution of this Agreement, Commercial General Liability insurance against all claims for injuries against persons ordamages to property resulting from Consultant's acts or omissions rising out of or related to Consultant's performance under this Agreement. The insurance policy shall contain Last revised 5-20-14 Page 5 of 18 a severability of interest clause providing that the coverage shall be primary for losses arising out of Consultant's performance hereunder and neither City nor its insurers shall be required to contribute to any such loss. A certificate evidencing the foregoing and naming City and its officers and employees as additional insured (on the Commercial •General Liability policy only) shall be delivered to and approved by City prior to commencement of the services hereunder. The following policies shall be maintained and kept in full force and effect providing insurance with minimum limits as indicated below and issued by insurers with A.M. Best ratings of no less than A-:VI: Commercial General Liability (at least as broad as ISO CG 0001) $1 ,000,000 (per occurrence) $2,000,000 (general aggregate) Commercial Auto Liability (at least as broad as ISO CA 0001) $1 ,000,000 (per accident) Errors and Omissions Liability $1 ,000,000 (per claim and aggregate) Workers' Compensation (per statutory requirements) Consultant shall carry automobile liability insurance of $1 ,000,000 per accident against all claims for injuries against persons or damages to property arising out of the use of any automobile by Consultant, its officers, any person directly or indirectly employed by Consultant, any subcontractor or agent, or anyone for whose acts any of them may be liable, arising directly or indirectly out of or related to Consultant's performance under this Agreement. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant 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 Consultant's performance hereunder and neither City nor its insurers shall be required to contribute to such loss. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1 ,000,000 per claim and in the aggregate. The policy must "pay on behalf of" the insured and must include a Last revised 5-20-14 Page 6 of 18 provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Consultant shall carry Workers' Compensation Insurance in accordance with State Worker's Compensation laws with employer's liability limits no less than $1 ,000,000 per accident or disease. All insurance required by this Section shall be kept in effect during the term of this Agreement and shall not be cancelable without written notice to City of proposed cancellation. The procuring of such insurance or the delivery of policies or certificates evidencing the same shall not be construed as a. limitation of Consultant's obligation to indemnify City, its officers, employees, contractors, subcontractors, or agents. 5.2 Remedies. In addition to any other remedies City may have if Consultant fails to provide or maintain any insurance policies or policy endorsements to the extent and within the time herein required, City may, at its sole option: a. Obtain such insurance and deduct and retain the amount of the premiums for such insurance from any sums due under this Agreement. b. Order Consultant to stop work under this Agreement and/or withholdany payment(s) which become due to Consultant hereunder until Consultant demonstrates compliance with the requirements hereof. c. Terminate this Agreement. Exercise of any of the above remedies, however, is an alternative to any other remedies City may have. The above remedies are not the exclusive remedies for Consultant's failure tomaintain or secure appropriate policies or endorsements. Nothing herein contained shall be construed as limiting in any way the extent to which Consultant may be held responsible for payments of damages to persons or property resulting from Consultant's or its subcontractors' performance of work under this Agreement. 5.3 General Conditions pertaining to provisions of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1 . Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. Last revised 5-20-14 Page 7 of 18 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended toapply first and on a primary, non-contributing basis in relation to any other insurance or self insurance available to City. Last revised 5-20-14 Page 8 of 18 9. Consultant agrees to ensure that subcontractors, and any other party involved with the project that is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 10. Consultant agrees not to self-insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein (with the exception of professional liability coverage, if required) and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self-insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions. 11 . The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 12. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement 13. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 14. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. Last revised 5-20-14 Page 9 of 18 15. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as 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 Consultant under this agreement. Consultant expressly 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. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive. 18. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 19. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 20. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. 21 . Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claimor claims if they are likely to involve City. 6.0 INDEMNIFICATION. Last revised 5-20-14 Page 10 of 18 6.1 General Indemnification Provision. a. Indemnification for Professional.Liability. When the law establishes a professional standard of care for Consultant's Services, to the fullest extent permitted by law, Consultant shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents ("Indemnified Parties") from and against any and all claims, losses, liabilities of every kind, nature and description, damages, injury (including, without limitation, injury to or death of an employee of Consultant or subconsultants), costs and expenses of any kind, whether actual, alleged or threatened, including, without limitation, incidental and consequential damages, court costs, attorneys' fees, litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation, to the extent same are cause in whole or in part by any negligent or wrongful act, error or omission of Consultant, its officers, agents, employees or subconsultants (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of professional services under this agreement. With respect to the design of public improvements, the Consultant shall not be liable for any injuries or property damage resulting from the reuse of the design at a location other than that specified in Exhibit "A" without the written consent of the Consultant. b. Indemnification for Other Than Professional Liability. Other than in the performance of professional services and to the full extent permitted by law, Consultant shall indemnify, defend.and hold harmless.City, and any and all of its employees, officials and agents from and against any liability (including liability for claims, suits, actions, arbitration proceedings, administrative proceedings, regulatory proceedings, losses, expenses or costs of any kind, whether actual, alleged or threatened, including, without limitation, incidental and consequential damages, court costs, attorneys' fees, litigation expenses, and fees of expert consultants or .expert witnesses) incurred in connection therewith and costs of investigation, where the same arise out of, are a consequence of, or are in any way attributable to, in whole or in part, the performance of this Agreement by Consultant or by any individual or entity for which Consultant is legally liable, including but not limited to officers, agents, employees or subconsultants of Consultant. 6.2 Standard Indemnification Provisions. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this section from each and every subconsultant or any other person or entity involved by, for, with or on behalf of Consultant in the performance of this agreement. In the event Consultant fails to obtain such, indemnity obligations from others as required herein, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these Last revised 5-20-14 Page 11 of 18 i • requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this agreement or this section. a. Indemnity Provisions for Contracts Related to Construction. Without affecting the rights of City under any provision of this agreement, Consultant 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 Consultant will be for that entire portion or percentage of liability not attributable to the active negligence of City. b. Indemnification Provision for Design Professionals. 1 . Applicability of Section 6.2(b). Notwithstanding Section 6.2(a) hereinabove, the following indemnification provision shall apply to Consultants who constitute "design professionals" as the term is defined .in paragraph 3 below. 2. Scope of Indemnification. To the fullest extent permitted by law, Consultant shall indemnify, defend, and hold harmless City and City's agents, officers, officials, employees, representatives, and departments ("Indemnified Parties") from and against any and all claims, losses, liabilities of every kind, nature and description, damages, injury (including, without limitation, injury to or death of an employee of Consultant or subconsultants), costs and expenses of any kind, whether actual, alleged or threatened, including, without limitation, incidentaland consequential damages, court costs, attorneys' fees, litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and costs of investigation, that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, the negligence, recklessness, or willful misconduct of Consultant, any subconsultant, anyone directly or indirectly employed by them or anyone that they control. 3. Design Professional Defined. As used in this Section 6.2(b), the term "design professional" shall be limited to licensed architects, registered professional engineers, licensed professional land surveyors and landscape architects, all as defined under current law, and as may be amended from time to time by Civil Code § 2782.8. Last revised 5-20-14 Page 12 of 18 7.0 RECORDS AND REPORTS. 7.1 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning Consultant's performance of the services required by this Agreement as the Contract Officer shall require. 7.2 Records. Consultant shall keep such books and records as shall be necessary to perform the services required by this Agreement and enable the Contract Officer to evaluate the cost and d the performance of such services. Books and records pertaining to costs shall be kept and prepared in accordance with generally accepted accounting principals. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 7.3 Ownership of Documents. Originals of all drawings, specifications, reports, records, documents and other materials, whether in hard copy or electronic form, which, are prepared by Consultant, its employees, subcontractors and agents in the performance of this Agreement, shall be the property of City and shall be delivered to City upon termination of this Agreement or upon the earlier request of the Contract Officer, and Consultant shall have no claim for further employment or additional compensation as a resultof the exercise by City of its full rights of ownership of the documents and materials hereunder. Consultant shall cause all subcontractors to assign to City any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages suffered thereby. In the event City or any person, firm or corporation authorized by City reuses said documents and materials without written verification or adaptation by Consultant for the specific purpose intended and causes to be made or makes any changes or alterations in said documents and materials, City hereby releases, discharges, and exonerates Consultant from liability resulting from said change. The provisions of this clause shall survive the completion of this Contract and shall thereafter remain in full force and effect. • 7.4 Release of Documents. The drawings, specifications, reports, records, documents and other materials prepared by Consultant in the performance of services Under this Agreement shall not be released publicly without the prior written approval of the Contract Officer or as required by law. Consultant shall not disclose to any other entity or person any information regarding the activities of City, except as required by law or as authorized by City. 8.0 ENFORCEMENT OF AGREEMENT. Last revised 5-20-14 Page 13 of 18 8.1 California Law. This Agreement shall be construed and interpreted both as to validity and to performance of the parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such county, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 8.2 Disputes. In the event of any dispute arising under this Agreement, the injured party shall 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; provided that if the default is an immediate danger to the health, safety and 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 Section 8.7. 8.3 Retention of Funds. City may withhold from any monies payable to Consultant sufficient funds to compensate City for any losses, costs, liabilities, or damages it reasonably believes were suffered by City due to the default of Consultant in the performance of the services required by this Agreement. 8.4 Waiver. No delay or omission in the exercise of any right or remedy of a non defaulting party on any default shall impair such right or remedy or be construed as a waiver. City's consent or approval of any act by Consultant requiring City's consent or approval shall not be deemed to waive or render unnecessary City's consent to or approval of any subsequent act of Consultant. Any waiver by either party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 8.5 Rights and Remedies are Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the parties are cumulative and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other party. Last revised 5-20-14 Page 14 of 18 8.6 Legal Action. In addition to any other rights or remedies, either party may take legal action, at law or at equity, to cure, correct or remedy any default, to recover damages for any default, to compel specific performance of this Agreement, to obtain injunctiverelief, or to obtain any other remedy consistent with theoses ur of this Agreement. P P 9 8.7 Termination Prior To Expiration Of Term. This section shall govern any termination of this Agreement, except as specifically provided in the following Section 8.8 for termination for cause. City reserves the right to terminate this Agreement at any time, with or without .cause, upon thirty (30) days' written notice to Consultant. Upon receipt of any notice of termination, Consultant shall immediately cease all services hereunder except such as may be specifically approved by the Contract Officer. Consultant 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 thereafter in accordance with the Schedule' of Compensation or such as may be approved by the Contract Officer, except as provided in Section 8.3. 8.8 Termination for Default of Consultant. If termination is due to the failure of Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.2, take over work and prosecute the same to completion by contract or otherwise, and Consultant shall be liable to the extent that the total cost for completion of the services required hereunder exceeds the compensation herein stipulated (provided that City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to Consultant for the purpose of setoff or partial payment of the amounts owed City as previously stated in Section 8.3. 8.9 Attorneys' Fees. If either party commences an action against the other party arising out of or in connection with this Agreement, the prevailing party shall be entitled to recover reasonable attorneys' fees and costs of suit from the losing party. 9.0 CITY OFFICERS AND EMPLOYEES; NONDISCRIMINATION. 9.1 Non-liability of City Officers and Employees. No officer or employee of City shall be personally liable to Consultant, or any successor in interest, in the event or any default or breach by City or for any amount which may become due to Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 9.2 Conflict of Interest. No officer or employee of City shall have any personal interest, direct or indirect, in this Agreement nor shall any such officer or employee participate in any decision relating to the Agreement which affects his or Last revised 5-20-14 Page 15 of 18 her personal interest or the interest of any corporation, partnership or association in which she or he is, directly or indirectly, interested, in violation of any State statute or regulation. Consultant warrants that it has not paid or given and will not pay or give any third party any money or general consideration for obtaining this Agreement. 9.3 Covenant against Discrimination. Consultant covenants that, by and for itself, its heirs, executors, assigns, and all persons claiming under or through them, that there shall be no discrimination against or segregation of, any person or group of persons on account of race, color, creed, religion, sex, marital status, national origin or ancestry in the performance of this Agreement. Consultant shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, creed, religion, sex, marital status, national origin or ancestry. 10.0 MISCELLANEOUS PROVISIONS 10.1 Notice. Any notice, demand, request, consent, approval, communication either party desires or is required to give the other party or any other person shall be in writing and either served personally or sent by prepaid, first-class mail to the address set forth below. Either party may change its address by notifying the other party of the change of address in writing. Notice shall be deemed communicated forty-eight (48) hours from the time of mailing if mailed as provided in this section. To City: To Consultant: CITY OF LA QUINTA Terra Nova Planning & Research, Inc. Attn: Frank J. Spevacek, Attn: Nicole Criste, Principal City Manager 78-495 Calle Tampico 42635 Melanie Place La Quinta, California 92253 Suite 101 Palm Desert, California 92211 10.2 Integrated Agreement. This Agreement contains all of the agreements of the parties and all previous understanding, negotiations and agreements are integrated into and superseded by this Agreement. 10.3 Amendment. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in writing signed by both parties. • 10.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases, sentences, clauses, paragraphs, or sections of this Agreement Last revised 5-20-14 Page 16 of 18 which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 10.5 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. CITY OF LA QUINTA a California municipal corporation ie '. 041 ' / , f jrank Sp :cek, City Manager l e. ATTEST: t / L4 ,( T., Susan Maysels, City C Irk APPROVED AS TO FORM: SIGNED IN COUNTERPART William H. lhrke, City Attorney CONSULTA T: Terra . a Planni ► Research, Inc. By: d )j, .1.re, Ti/ r.�)�_�L Name: Nicole Sauviat Criste Title: Principal Date: 1.1 (gA i Last revised 5-20-14 Page 17 of 18 which are hereby declared as severable and shall be interpreted to carry out the intent of the parties hereunder. 10.5 Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by so executing this Agreement the parties hereto are formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the parties have executed this Agreement as of the dates stated below. CITY OF LA QUINTA a California municipal corporation SIGNED IN COUNTERPART Frank J. Spevacek, City Manager Date ATTEST: SIGNED IN COUNTERPART Susan Maysels, City Clerk APPROVED AS TO FORM:William H. Ihrke, City Attorney CONSULTA T: Terra N6 a Plannin.e-& Research, Inc. BY: Alif / . :0. .. A :.I Name: Nicole Sauviat Criste Title: Principal Date: 1-10A14 Last revised 5-20-14 Page 17 of 18 Exhibit A Scope of Services Schedule of Compensation Schedule of Performance Special Requirements Scope of Services Please see attached Exhibit "A" — "Proposal of On-Call Planning Services" dated April 7, 2014 submitted by Terra Nova Planning & Research, Inc. Schedule of Compensation With the exception of compensation for Additional Services, provided for in Section 2.2 of this Agreement, the maximum total compensation to be paid to Consultant under this Agreement is One Hundred Eighty Thousand Dollars ($180,000) ("Contract Sum"). The Contract Sum shall be paid to Consultant in installment payments made on a monthly basis and in an amount identified in Consultants Schedule of Compensation attached hereto as Exhibit "A" for the work tasks performed and properly invoiced by Consultant in conformance with Section 2.2 of the Agreement. Schedule of Performance Consultant shall complete all services identified in the Scope of Services, Exhibit "A" of this Agreement on an as needed basis. Special Requirements No special requirements apply to this agreement. Last revised 5-20-14 18 EXHIBIT "A" r -Al TERRA NOVA PLANNING & RESEARCH, INC. April 7, 2014 Mr. Les Johnson Community Development Director City of La Quinta 78-495 Calle Tampico La Quinta, CA 92253 RE: Proposal for On-Call Planning Services Dear Les: As recently discussed,this letter has been prepared to address your need for on-call planning and environmental services. The following briefly summarizes the tasks that could be assigned to us. Understanding of Project The City has, and would like to continue to assign Terra Nova currently planning case work on an'as needed' basis. The tasks which could be assigned to us include: • Staff presence at City's Planning Department when required, including regularly scheduled office hours if agreed upon with City staff. • Review and analysis of application materials for development related applications including Site Development Permits, Conditional Use Permits, Tract Maps and Specific Plans. • Coordination and meetings with applicants. • Preparation of environmental review for both case work assigned to us and from other City staff planners. • • Preparation of staff reports, conditions of approval and resolutions. • Preparation for and presentations to Architecture and Landscaping Review Board, Planning Commission and/or City Council. • Administration of files, timekeeping and other similar tasks as required. We will keep all original materials in the City's files at City Hall. If the City is able to provide a work space as it currently does at City Hall for us, we will operate from that work space. 42635 MELANIE PLACE, SUITE 101, PALM DESERT, CA 92211 (760) 341-4800 Mr.Les Johnson April 7,2014 Page 2 of 3 It is understood that Terra Nova is allowed to maintain duplicate files at its office in Palm Desert, if it chooses to do so. Terra Nova may work on assignments either at City Hall or at its office, based on project timelines and deadlines. We understand that the assignment of work is entirely at the City's discretion, and that this scope of work does not provide for any minimum or maximum assignment of work. Budget Terra Nova will bill on a time and materials basis, and will track time allocated to each project per City's project time tracking procedures. Invoicingwillbe case or project specific. Terra Nova will also maintain time logs for each project on the City's time log template. The hourly fees for our staff are provided on the attached fee schedule. Conclusion I believe that the above accurately represents our conversation. Please let me know if you have any questions or need additional information. Sincerely, <7(77D , Nicole Sauviat Criste Principal Mr.Les Johnson April 7,2014 Page 3 of 3 1 - TERRA NOVA PLANNING & RESEARCH, INC.® 42635 MELANIE PLACE, SUITE 101 PALM DESERT, CA 92211 STANDARD FEE SCHEDULE 2014 Terra Nova invoices its clients on a cost-basis using an hourly billing system. The scope of each planning effort is typically broken down by task and assigned estimated necessary staff time and the applicable hourly rate. Reimbursable expenses are charged on a cost basis, except where otherwise indicated. All payments for services rendered are to be made payable to Terra Nova Planning & Research, Inc. unless otherwise indicated. Clients are invoiced on a monthly basis, and invoices are due and payable upon receipt. A charge of 1.5% per month is added to all invoices over 30,days past due. The current fee schedule is provided below: Terra Nova Staff Hourly Rate Principal Planner $ 165.00 . Senior Planner $ 140.00 Associate Planner $ 115.00 Assistant Planner $ 95.00 Media Specialist $ 85.00 Graphic Design Specialist $ 60.00 Administrative Assistant $ 45.00 REIMBURSABLES Photo Copies (BW) $ 0.15 ea. (Color) $ 1.00 ea. Blueprints/Xerox (BW) $ 2.00/S.F. (Color) - $ 8.00/S.F. Computer Plotter $ 30.00/Hr. Telephone Toll Charges Cost FAX Transmittals Cost Reproduction, Special photographic services, document printing, aerial photogrammetry,postage, etc. Cost+15%. lizz,of AO RI® CERTIFICATE OF LIABILITY INSURANCE . b TE(M OINYa) THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. • IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER George Stettler,Agent License#0646868 NAME cT Bonny L Birch,License 0C36166 31855 Date Palm Drive,Suite 6 wN 9,L-XUL 76o-no-o7oo (Fuc.Ne):760-77-9282 Cathedral City,CA 92234-3100 .,AponE.ss: bonny@seorgestettler.net INSURER(S)AFFORDING COVERAGE MAIC S —INSURER A•State Farm General Insurance Company • 2575j. INSURED Terra Nova Planning&Research, Inc. INSURER B:Stale Farm Mutual Automobile Insurance Comp ny 25178 42635 Melanie Place,Suite 101 • INSURER C: Palm Desert,CA 92211-9113 INSURER O: • INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POUCIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THC POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POUCIES DESCRIBED HEREIN 1S SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.UMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR' TYPEOF INSURANCE JADULL • POLICY EFF POLICY EXP LTR I INSR WVD' POLICY NUMBER (MMIDD/YYYY} LIMITS A GENERAL ERAL UABIUTY 90-BP-DO6fi-0 0810112013 08/0112014 EACH OCCURRENCE E 2,000,000 DAMAGE TO RENTED X COMMERCULLGENERALW101LtTY PREMISES(Es oovrrance} $ 300,000 CLAIMS-MAGE n OCCUR /{/ MED EXP(My one person) S 5,000 —- ne,x. GENERAL AGGREII ADV GATE INJURY S 2.000,000 _ V/�1f�/,• GENERAL AGGREGATE S 4,000,000 �GEMLAGGRE[G''A�T'E)UMITAPPLIE�SPER: • Wy PRODUCTS-COMPIOPAGG S 4.000,000 5-(1 POLICY f l JEC I l LOC $ B'.AUTOMOBILE UA8IUTY Y I 248 9932 F29-55 1212912012 12/2912014 ( MBI SINGLI LIMIT S 1,000,000 X ANY AUTO 1 BODILY INJURY(Per person) $ AUTOOWNED AUTOS BODILY INJURY(Per accident) $ HIRED AUTOS AUTOS NON-ONMED (PROPERTY��)AMAGE 'S _ S UMBREU.A LIAR ^, OCCUR EACH OCCURRENCE I EXCESS UAB CLAIMS•MADE • AGGREGATE $ . DED 1 'RETENTIONS 1 S WORKERS COMPENSATION WCSTATU• OTI1- AND EMPLOYERS'UABIUTY YIN TORY LIMNS _ ER _ ANY PROPRIETORIPARTNERIEXECUTIVE �---p E.L EACH ACCIDENT S OFFICEtMEMBER EXCLUDED? D N I A I { rafter,M NH) LJ EL DISEASE-EA EMPLOYEE S II yes.desa0e unser DESCRIPTION DE OPERATIONS belay _ EL DISEASE-POLICY LIMIT S I I DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(Attach ACORD 101,Amin:sill Remarks Schedule,N more space ts required) CITY OF LA QUINTA,ITS OFFICERS,EMPLOYEES,CONTRACTORS,AND AGENTS,ARE COVERED AS ' ADDITIONAL INSUREDS.POLICY IS PRIMARY AND NON-CONTRIBUTORY,AND WAIVER OF SUBROGATION APPLIES. • CERTIFICATE HOLDER CANCELLATION CITY OF LA QUINTA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 78495 CALLE TAMPICO ACCORDANCE WITH THE POLICY PRO IONS. LA QUINTA,CA 92253 i A `REPRESENTATIVE ii /,s ►/ T' I 4 NO 101988 0 ACORO CORPORATION. All rights r ser.red. ACORD 25(2010/05) The ACORD name and logo are registered marks , •CORD 1001486 132849.6 11-15-2010 • • AI`ORD CERTIFICATE OF LIABILITY INSURANCE DAT E(MM/DO/YYYY) 07/02/2014 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED .REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement.A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT JOVANY M CALVILLO/LI C#OG40189 GEORGE STETTLER,LIC#0646868 Act cc PHONE 760-770-0700 I iuc.Not:760-770-9282 _ ADDRESS'.JOVANY GEORGESTETTLER.NET .----. 31855 DATE PALM DR STE 6 � CATHEDRAL CITY, CA 92234-3100 INSURER(S)AFFORDING COVERAGE NAIC0 1•N�� INSURER A:State Farm General Insurance Company L_ 26151 INSURED TERRA NOVA PLANNING&RESEARCH,INC. INSURER El:State Farm Mutual Automobile Insurance Company 25178 42635 MELANIE PLACE,SUITE 101 INSURER C: PALM DESERT,CA 92211-9113 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED.NOTWITHSTANDING ANY REQUIREMENT,TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN,THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POUCIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INS/ ADDL SUBR POLICY EFF POLICY EXP LTR TYPE OF INSURANCE IH$@POLICY NUMBER JMMFDluYrrY) (MIDMEYYYY)_ LIMITS A GENERAL LIABILITY I V 90-BP-D066-0 08/01/2014 08/01/2015 EACH OCCURRENCE S 2,000,000 1 ` DAMAGE rOlt'I:RED T X COMMERCIAL GENERAL LIABILITY CLAIMS-MADE EOCCUR PREMISES(Ea occurrence) $ 300,000 MED EXP(Any one person)_ S 5.000 PERSONAL&ADV INJURY _ S 2,000,000_ GENERAL AGGREGATE 5 4,000,000 GENT AGGREGATE LIM1TAPPLIESPER: PRODUCTS-COMP/OP AGO $ 4,000,000 51 POLICY n 288- n LOC S AUTOMOBILE LIABILITY EI F--- COMBINED SINGLE LIMIT I I (Ea accident) $ — — ANY AUTO BODILY INJURY(Pet person) $ ALL AUTOS® AUTOS SCHEDULED BODILY INJURY(Per accident) S HIRED AUTOS _ AWNED PROPERTY accident) S0AMAGE AUTOS S UMBRELLA LIAR OCCUR —~ - _EACH OCCURRENCE S EXCESS LIAR CLAIMS-MADE AGGREGATE _S DED I RETENTIONS S WORKERS COMPENSATION WC SrATU- OTH- AND EMPLOYERS'LIABILITY Y r N TORY LIMBS ER ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICE/MEMBER EXCLUDED? N/A❑ E.L EACH ACCIDENT 5 (Mandatory In NH) EL DISEASE.EA EMPLOYEE S It yes.desert*under SFSCRIPTION OF OPERATIONS below _ EL DISEASE-POLICY IMIT $ DESCRIPTION OF OPERATIONS/LOCATIONS I VEHICLES(Attach ACORD 101.Additional Remarks Schedule,If more space Is required) • CITY OF LA QUINTA,ITS OFFICERS,EMPLOYEES,CONTRACTORS,AND AGENTS,ARE COVERED AS ADDITIONAL INSUREDS.POLICY IS PRIMARY AND NON-CONTRIBUTORY,AND WAIVER OF SUBROGATION APPLIES. , • CERTIFICATE HOLDER CANCELLATION CIN OF LA QUINTA SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 78495 CALLE TAMPICO ACCORDANCE WIA6 E PO ROVISIONS. LA QUINTA,CA 92253 '' ' ' ' AUTHORI2..REP' N ATF I I I A f.."-.C.s.---".'''''. . " ©1988-2010 ACORD CORPORATION. All rights reserved. • ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD 1001486 132849.7 03-01-2012 , � • • TERRA-6 OP ID:T8 ACORLY DATE(MM/DDIYYYY) CERTIFICATE OF LIABILITY INSURANCE 10/14/2013 THIS CERTIFICATE IS ISSUED AS A MATTER OF.INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies) must be endorsed. If SUBROGATION IS WAIVED,subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsement(s). PRODUCERPhone: 949-365-5100 NAME: Tami Etcheverry Brakke-Schafnitz Ins.Brokers License#0428915 Fax: 949-365-5161 (aCNNo,E:t),949-365-5159 FAXNo):949-313-3310 28202 Cabot Road,Suite 600 E-MAIL DRESS:tami.etcheverry@sig.us Laguna Niguel,CA 92677-1251 House Accounts INSURER(S)AFFORDING COVERAGE NAIC# INSURER A:Landmark American Ins Company INSURED Terra Nova Planning INSURER B: Research Inc. INSURERC: 42635 Melanie Place,Ste 101 Palm Springs,CA 92211 INSURERD: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LTR INSR WVD POLICY NUMBER (MM/DDIYYYY) (MM/DD/YYYY) LIMITS GENERAL LIABILITY EACH OCCURRENCE S COMMERCIAL GENERAL LIABILITY DAMAGE TO RENTED PREMISES(Ea occurrence) S _ X CLAIMS-MADE OCCUR MED EXP(Any one person) $ PERSONAL&ADV INJURY $ GENERAL AGGREGATE $ • GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 7 POLICY PRO- 7 LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT (Ea accident) ANY AUTO BODILY INJURY(Per person) $ ALL OWNED —1 SCHEDULED BODILY INJURY(Per accident) $ AUTOS AUTOS HIRED AUTOS NON-0WNED PROPERTY DAMAGE $ AUTOS (Per accident) S UMBRELLA LIAB OCCUR EACH OCCURRENCE $ EXCESS UAB CLAIMS-MADE AGGREGATE $ DED RETENTION$ $ WORKERS COMPENSATION WC STATU- OTH- AND EMPLOYERS'LIABILITY Y/N TORY LIMITS ER ANY PROPRIETOR/PARTNER/EXECUTIVE E.L.EACH ACCIDENT $ OFFICER/MEMBER EXCLUDED? N/A • (Mandatory In NH) E.L.DISEASE-EA EMPLOYEE $ If yes,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ A Professional LHR822215 11/05/2013 11/05/2014 Aggregate 2,000,000 Liability Each Cim 1,000,000 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (Attach ACORD 101,Additional Remarks Schedule,If more space Is required) Evidence of Insurance CERTIFICATE HOLDER CANCELLATION CITYLQI SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of La Quinta THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Planning Department ATTN: Betty Sawyer 78-945 Calle Tampico AUTHORIZED REPRESENTATIVE La Quinta,CA 92253 fG& EtC,AVAte/V1-'k4-,' ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25(2010/05) The ACORD name and logo are registered marks of ACORD • • • POLICYHOLDER COPY STATE '@� SWI COMPENSATION P.O. BOX 8192, PLEASANTON, CA 94588 AUGi �Q�� INSURANCE FUND CERTIFICATE OF WORKERS' COMPENSATION INSURANCE ISSUE DATE: 09-01-2013 GROUP: POLICY NUMBER: 9066678-2013 CERTIFICATE ID: 2 CERTIFICATE EXPIRES: 09-01-2014 09-01-2013/09-01-2014 CITY OF LA QUINTA SP PO BOX 1504 • LA QUINTA CA 92247-1504 This is to certify that we have issued a valid Workers' Compensation insurance policy in a form approved by the California Insurance Commissioner to the employer named below for the policy period indicated. This policy is not subject to cancellation by the Fund except upon 30 days advance written notice to the employer. We will also give you 30 days advance notice should this policy be cancelled prior to its normal expiration. This certificate of insurance is not an insurance policy and does not amend, extend or alter the coverage afforded by the policy listed herein. Notwithstanding any requirement, term or condition of any contract or other document with respect to which this certificate of insurance may be issued or to which it may pertain, the insurance afforded by the policy described herein is subject to all the terms, exclusions, and conditions, of such policy. t'`NYNtAa Authorized Representative President and CEO EMPLOYER'S LIABILITY LIMIT INCLUDING DEFENSE COSTS: $1,000,000 PER OCCURRENCE. ENDORSEMENT #1600 - CRISTE, JOHN, P,S T - EXCLUDED. ENDORSEMENT #1600 - CRISTE, NICOLE, VICEPRES - EXCLUDED. ENDORSEMENT #2065 ENTITLED CERTIFICATE HOLDERS' NOTICE EFFECTIVE 09-01-2013 IS ATTACHED TO AND FORMS A PART OF THIS POLICY. • • EMPLOYER • TERRA NOVA PLANNING & RESEARCH,INC. SP 42635 MELANIE PL STE 101 PALM DESERT CA 92211 M0410 IREV.1-2012) PRINTED : 07-31-2013 IYY3 Policy No.: 90 BPD066 0 FE-6609 SECTION II ADDITIONAL INSURED ENDORSEMENT Policy No.: 90 BPD066 0 Named Insured: TERRA NOVA PLANNING & RESEARCH INC Additional Insured(include address): • CITY OF LA QUINTA 78495 CALLE TAMPICO LA QUINTA, CA 92253 WHO IS AN INSURED, under SECTION II DESIGNATION OF INSURED, is amended to include as an insured the Additional Insured shown above, but only to the extent that liability is imposed on that Additional Insured solely because of your work performed for that Additional Insured shown above. Any insurance provided to the Additional Insured shall only apply with respect to a claim made or a suit brought for damages for which you are provided coverage. The Primary Insurance coverage below applies only when there is an "X" in the box. ® Primary Insurance. The insurance provided to the Additional Insured shown above shall be primary insurance. Any insurance carried by the Additional Insured shall be noncontributory with respect to coverage provided to you. All other policy provisions apply. FE-6608 Printed in U.S.A. FE-6671 Page 1 of 1 WAIVER OF TRANSFER OF RIGHTS OF.RECOVERY AGAINST OTHERS TO US SCHEDULE Policy Number: 90 BPD066 0 Named Insured: TERRA NOVA PLANNING & RESEARCH INC Name and Address of Person or Organization: CITY OF LA QUINTA 78495 CALLE TAMPICO • LA QUINTA, CA 92253 The following is added to Paragraph 10.b. of SECTION I AND SECTION II—COMMON CONDITIONS: We waive any right of recovery we may have against the person or organization shown in the Schedule because of payments we make for injury or damage arising out of: a. Your ongoing operations; or b. Your work done under contract with that person or organization and included in the products- completed operations hazard. This waiver applies only to the person or organization shown in the Schedule. All other policy provisions apply. FE-6671 ©,Copyright,State Farm Mutual Automobile Insurance Company,2008 Includes copyrighted material of Insurance Services Office,Inc.,with its permission. FE-6671 Printed in U.S.A. (04/09) 700 STATEMENT OF ECONOMIC INTERESTS Date Received CALIFORNIA FORM Official use Only FAIR POLITICAL PRACTICES COMMISSION A PUBLIC DOCUMENT COVER PAGE Please type or print in ink. NAME OF FILER (LAST) (FIRST) (MIDDLE) Criste Nicole Sauviat 1. Office, Agency, or Court Agency Name (Do not use acronyms) Terra Nova Planning & Research, Inc. Division, Board, Department, District, if applicable Your Position • Principal ► If filing for multiple positions, list below or on an attachment. (Do not use acronyms) • Agency: Position: 2. Jurisdiction of Office (Check at least one box) ❑State ['Judge or Court Commissioner(Statewide Jurisdiction) ❑Multi-County ❑County of City of La Quinta 11 Other Consultant 3. Type of Statement (Check at least one box) ▪ Annual: The period covered is January 1, 2013, through ❑ Leaving Office: Date Left—J_/ December 31, 2013. (Check one) -or- The period covered is ,through 0 The period covered is January 1, 2013, through the date of December 31, 2013. leaving office. ❑ Assuming Office: Date assumed 0 The period covered is ,through the date of leaving office. ❑ Candidate: Election year and office sought, if different than Part 1: 4. Schedule Summary Check applicable schedules or"None." ► Total number of pages including this cover page: 3 ❑ Schedule A-1 -Investments–schedule attached Schedule C-Income, Loans, &Business Positions–schedule attached Schedule A-2-Investments–schedule attached ❑ Schedule D-Income–Gifts-schedule attached ❑ Schedule B-Real Property–schedule attached ❑ Schedule E-Income–Gifts–Travel Payments–schedule attached -Or- None-No reportable interests on any schedule 5. Verification MAILING ADDRESS STREET CITY STATE ZIP CODE (Business or Agency Address Recommended-Public Document) 42635 Melanie Place, Suite 101 Palm Desert CA 92211 DAYTIME TELEPHONE NUMBER E-MAIL ADDRESS(OPTIONAL) ( 760 ) 341-4800 ncriste@terranovaplanning.com I have used all reasonable diligence in preparing this statement. I have reviewed this statement and to the best of my knowledge the information contained herein and in any attached schedules is true and complete. I acknowledge this is a public document. I certify under penalty of perjury under the laws of the State of California that the for in 's true , c, -•t 06/10/2014 � ie Date Signed Signature �( (month,day,year) (File the originally;signed sta ement with .ur '•official.) FPPC Form 700(2013/2014) FPPC Advice Email:advice@fppc.ca.gov FPPC Toll-Free Helpline:866/275-3772 www.fppc.ca.gov SCHEDULE A-2 CALIFORNIA FORM 700 Investments, Income, and Assets FAIR POLITICAL PRACTICES COMMISSION Name of Business Entities/Trusts (Ownership Interest is 10% or Greater) Nicole Sauviat Criste ► 1. BUSINESS ENTITY OR TRUST 1. BUSINESS ENTITY OR TRUST Terra Nova Planning &Research, Inc. Name Name 42635 Melanie Place, Ste.101, Palm Desert, CA 92211 Address(Business Address Acceptable) Address(Business Address Acceptable) Check one Check one 0 Trust,go to 2 2 Business Entity,complete the box, then go to 2 0 Trust, o to 2 g 0 Business Entity, complete the box, then go to 2 GENERAL DESCRIPTION OF THIS BUSINESS GENERAL DESCRIPTION OF THIS BUSINESS FAIR MARKET VALUE IF APPLICABLE, LIST DATE: FAIR MARKET VALUE IF APPLICABLE, LIST DATE: ❑$0-$1,999 ❑$0-$1,999 ❑$2,000-$10,000 _J__/ 13 _J_/13 ❑$2,000-$10,000 /_/ 13 / /13 ❑Sio,00i -$100,000 ACQUIRED DISPOSED ❑$10,001 -$100,000 ACQUIRED DISPOSED Z$100,001 -$1,000,000 0$100,001 -$1,000,000 ❑Over$1,000,000 ❑ Over$1,000,000 NATURE OF INVESTMENT stockNATURE OF INVESTMENT ❑ Partnership ❑Sole Proprietorship ❑ Partnership ❑ Sole Proprietorship ❑ Other Other YOUR BUSINESS POSITION Vice President YOUR BUSINESS POSITION I.2. IDENTIFY THE GROSS INCOME RECEIVED(INCLUDE YOUR PRO RATA 2. IDENTIFY THE GROSS INCOME RECEIVED(INCLUDE YOUR PRO RATA SHARE OF THE GROSS INCOME TO THE ENTITY/TRUST) SHARE OF THE GROSS INCOME TO THE ENTITY/TRUST) ❑$o-$499 ❑$10,001 -$100,000 ❑$0-$499 ❑$10,001 -$100,000 ❑$500-$1,000 171 OVER$100,000 ❑$500-$1,000 ❑OVER$100,000 ❑$1,001 -$10,000 ❑$1,001 -$10,000 ►3. LIST THE NAME OF EACH REPORTABLE SINGLE SOURCE OF 3. LIST THE NAME OF EACH REPORTABLE SINGLE SOURCE OF INCOME OF$10,000 OR MORE(Attach a separate sheet if necessary.) INCOME OF$10,000 OR MORE(Attach a separate sheet if necessary.) ❑ None ] None ►4. INVESTMENTS AND INTERESTS IN REAL PROPERTY HELD OR 4. INVESTMENTS AND INTERESTS IN REAL PROPERTY HELD OR LEASED BY THE BUSINESS ENTITY OR TRUST LEASED BY THE BUSINESS ENTITY OR TRUST Check one box: Check one box: ❑ INVESTMENT ❑ REAL PROPERTY ❑INVESTMENT ❑ REAL PROPERTY Name of Business Entity,if Investment,g[ Name of Business Entity,if Investment,of Assessor's Parcel Number or Street Address of Real Property Assessor's Parcel Number or Street Address of Real Property Description of Business Activity gl Description of Business Activity cif City or Other Precise Location of Real Property City or Other Precise Location of Real Property FAIR MARKET VALUE IF APPLICABLE, LIST DATE: FAIR MARKET VALUE IF APPLICABLE, LIST DATE: ❑$2,000-$10,000 ❑$2,000-$10,000 ❑$10,001-$100,000 _a___/ 13 ___/_/13 ❑$10,001 -$100,000 / / 13 / /13 0$100,001 -$1,000,000 ACQUIRED DISPOSED ❑$100,001 -$1,000,000 ACQUIRED DISPOSED ❑Over$1,000,000 ❑Over$1,000,000 NATURE OF INTEREST NATURE OF INTEREST ❑ Property Ownership/Deed of Trust ❑Stock ❑ Partnership ❑ Property Ownership/Deed of Trust ❑Stock ❑ Partnership ❑ Leasehold ❑Other ❑ Leasehold ❑Other Yrs.remaining Yrs.remaining ❑ Check box if additional schedules reporting investments or real property ' ❑ Check box if additional schedules reporting investments or real property are attached are attached FPPC Form 700(2013/2014)Sch.A-2 Comments: FPPC Advice Email:advice@fppc.ca.gov FPPC Toll-Free Helpline:866/275-3772 www.fppc.ca.gov SCHEDULE C CALIFORNIA FORM 700 Income, Loans, & Business FAIR POLITICAL PRACTICES COMMISSION Positions Name (Other than Gifts and Travel Payments) Nicole Sauviat Criste ► 1.INCOME RECEIVED ► 1.INCOME RECEIVED NAME OF SOURCE OF INCOME NAME OF SOURCE OF INCOME Terra Nova Planning & Research, Inc. ADDRESS(Business Address Acceptable) ADDRESS(Business Address Acceptable) 42635 Melanie PI, Ste. 101, Palm Desert, CA 92211 BUSINESS ACTIVITY, IF ANY,OF SOURCE BUSINESS ACTIVITY, IF ANY,OF SOURCE Environmental& Land Planning Firm YOUR BUSINESS POSITION YOUR BUSINESS POSITION Vice President GROSS INCOME RECEIVED GROSS INCOME RECEIVED ❑$500-$1,000 ❑$1,001 -$10,000 ❑$500-$1,000 ❑$1,001 -$10,000 ❑$10,001 -$100,000 ®OVER$100,000 ❑$10,001 -$100,000 ❑ OVER$100,000 CONSIDERATION FOR WHICH INCOME WAS RECEIVED CONSIDERATION FOR WHICH INCOME WAS RECEIVED ©Salary ❑Spouse's or registered domestic partner's income ❑Salary ❑Spouse's or registered domestic partner's income ❑Loan repayment ❑ Partnership ❑ Loan repayment ❑ Partnership ❑Sale of ❑ Sale of (Real property,car,boat,etc.) (Real property,car;boat,etc.) ❑Commission or ❑ Rental Income,list each source.of$10,000 or more ❑Commission or ❑ Rental Income,list each source of$10,000 or more ❑Other ❑Other (Describe) (Describe) ► 2.LOANS RECEIVED OR OUTSTANDING DURING THE REPORTING PERIOD * You are not required to report loans from commercial lending institutions, or any indebtedness created as part of a retail installment or credit card transaction, made in the lender's regular course of business on terms available to members of the public without regard to your official status. Personal loans and loans received not in a lender's regular course of business must be disclosed as follows: NAME OF LENDER' INTEREST RATE TERM(Months/Years) ❑ None ADDRESS(Business Address Acceptable) SECURITY FOR LOAN BUSINESS ACTIVITY,IF ANY,OF LENDER ❑ None ❑ Personal residence ❑ Real Property Street address HIGHEST BALANCE DURING REPORTING PERIOD ❑$500-$1,000 City ❑$1,001 -$10,000 ❑ Guarantor ❑$10,001 -$100,000 ❑OVER$100,000 ❑Other (Describe) Comments: FPPC Form 700(2013/2014)Sch.C FPPC Advice Email:advice@fppc.ca.gov FPPC Toll-Free Helpline:866/275-3772 www.fppc.ca.gov I -. ; .. -:- - • .. • ,i• , ., - .4 4 , : =._ _ ____ _. .,_,. . ,_ . _.,_ ..__, =_ ..r ,%---_-;m_ , . . .....• ..:. ,: :, ..•• •.... . • . . ,gtitt-,=._,.,..______=_. . ______ .. ____ _-. 11111IF-5,-, =--.-- _._. --.• ----,,., .,—. ... -...- . ....-,...-,. 7:--••• -,7 78-495 Calle Tampico,La Quinta,CA 92253 • S. �•� • (760)777-7000 —c . " _ CERTIFICAT E�" ® _ _ — , — - c �f�T-TRAMSFERABLB I `, J I - — � — --- -.-=-. — • _ -- -_ DearBusiessw"�: —BTTSINESSLOCATION • — = OUTSIDE CITY LIMITS Please be aware that issuance of a business license by the City does not authorize you to conduct business in a building or tenant space that has not been approved for occupancy.by the Building and Safety Department.If you have any questions regarding.this issue,or if you are not sure if a Certificate of Occupancy has been — L.— — issued foymumztlac business,please contact Buildl nnd:Safet at • =__ === — (1t 7 12-- ®-- - -= — -- -= Tf nESSIY : IE: TERRA TUVPI�PLANNING/RSRCH INC == certe a havingpaid to iQua — eegTed,=liceuse igh rei:yy-granted said licenaceto1 ntt thctusineltiherein �etTO h for the period in Wei-ttrcP visions of Ordinance BUSINESS ADDRESS: • 42635 MELANIE PLACE STE 101 p d y PALM DESERT CA 92211 - is 2 this City.This ce Issby thehtat ofCalif on that the licensee Is subject to or exempt from licensing by State of California. — _ c BUSINESS LIC:NO: . 5 7 53 — ,,1