Exhibit 2 - Professional Services Agreement — Corona City Council, March 15, 2023

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(CITY ATTY: 05-19)

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT

WITH ONWARD ENGINEERING
(DESIGN SERVICES AND PROJECT MANAGEMENT – SIDEWALK GAP CLOSURE AT EAST CHASE DRIVE AND SMITH AVENUE, RFP NO. 23-017AC)

1. PARTIES AND DATE.

This Agreement is made and entered into this 15th day of March, 2023 (“Effective Date”) by and between the City of Corona, a municipal corporation organized under the laws of the State of California with its principal place of business at 400 South Vicentia Avenue, Corona, California 92882 (“City”) and Onward Engineering, a California corporation with its principal place of business at 300 South Harbor Blvd., Suite 814, Anaheim, California 92805 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

2. RECITALS.

2.1 Consultant.

Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing civil engineering design and project management services to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such services for the Sidewalk Gap Closure At East Chase Drive And Smith Avenue project (“Project”) as set forth in this Agreement.

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional civil engineering design and project management consulting services necessary for the Project (“Services”). The Services are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules, and regulations.

3.1.2 Term. The term of this Agreement shall be from March 15, 2023 to April 28, 2024 (“Term”), unless earlier terminated as provided herein. Consultant shall complete the Services within the Term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the Term of this Agreement one or more times by executing a written amendment pursuant to Section 3.6.8 below (each a “Renewal Term. The terms “Term” and “Renewal Term” may sometimes be generally and collectively referred to as “Term” in this Agreement.

3.2 Responsibilities of Consultant.

3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Consultant retains the right to perform similar or different services for others during the Term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

3.2.2 Schedule of Services. Consultant shall perform the Services within the Term of this Agreement, in accordance with the Schedule of Services set forth in Exhibit “B” attached hereto and incorporated herein by reference, and in accordance with any other completion schedule or milestones which may be separately agreed upon in writing by the Parties. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant’s conformance with the Schedule, City shall respond to Consultant’s submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.2.3 Conformance to Applicable Requirements. All Services performed by Consultant shall be subject to the approval of City.

3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Majdi Ataya and Justin Smeets.

3.2.5 City’s Representative. The City hereby designates Savat Khamphou, Public Works Director, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

3.2.6 Consultant’s Representative. Consultant hereby designates Muhammad Ataya, or his or her designee, to act as its representative for the performance of this Agreement (“Consultant’s Representative”). Consultant’s Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.

3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant agrees that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subconsultants shall have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the Term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub-consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.

3.2.9 Laws and Regulations; Employee/Labor Certifications. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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performs any work or Services knowing them to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees, and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.2.9.1 Employment Eligibility; Consultant. By executing this Agreement, Consultant verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Consultant. Consultant also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the Term of the Agreement. Consultant shall avoid any violation of any such law during the Term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Consultant shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Consultant’s compliance with the requirements provided for in Section 3.2.9 or any of its sub-sections.

3.2.9.2 Employment Eligibility; Subcontractors, Consultants, Subsubcontractors and Subconsultants. To the same extent and under the same conditions as Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and subconsultants performing any work or Services relating to the Project or this Agreement to make the same verifications and comply with all requirements and restrictions provided for in Section 3.2.9.1.

3.2.9.3 Employment Eligibility; Failure to Comply. Each person executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer of Consultant, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants, sub-subcontractors or subconsultants to meet any of the requirements provided for in Sections

3.2.9.1 or 3.2.9.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Consultant under Section

3.2.9.2); or (3) failure to immediately remove from the Project any person found not to be in compliance with such requirements.

3.2.9.4 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.2.9.5 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.2.9.6 Air Quality. To the extent applicable, Consultant must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Although the SCAQMD and CARB limits and requirements are more broad, Consultant shall specifically be aware of their application to "portable equipment", which definition is considered by SCAQMD and CARB to include any item of equipment with a fuel-powered engine. Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.2.10 Insurance.

3.2.10.1 Time for Compliance. Promptly following the Effective Date of this Agreement, but in no event before Consultant commences any Services under this Agreement, Consultant shall provide evidence satisfactory to the City that it has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.2.10.2 Minimum Requirements. Consultant shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Consultant, its agents, representatives, employees or subconsultants.

Consultant shall also require all of its subconsultants to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability: Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:

Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto), or if Consultant has no owned autos, Code 8 (hired) and 9 (non-owned); and (3) Workers’ DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. (B) Minimum Limits of Insurance. Consultant shall maintain limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal injury, advertising injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability:
$1,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease.

3.2.10.3 Professional Liability. Consultant shall procure and maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $1,000,000 per occurrence or claim, $2,000,000 aggregate. Consultant shall procure and maintain, and require its subconsultants to procure and maintain, for a period of five (5) years following completion of the Project, errors and omissions liability insurance appropriate to their profession. Such insurance shall be in an amount not less than $2,000,000 minimum per claim or occurrence or $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this Agreement and shall include, but not be limited to, claims involving infringement of intellectual property, including, but not limited to infringement of copyright, trademark or other intellectual property, invasion of privacy violations, electronic information or data theft, loss of, breach of, damage to, destruction of or misuse of electronic information or data, release of private information, alteration of electronic information, extortion and network security. The policy shall provide coverage for breach response costs, regulatory fines and penalties and credit monitoring expenses with limits sufficient to respond to these obligations.

3.2.10.4 Insurance Endorsements. The insurance policies shall contain or be endorsed (amended) to include the following provisions:
(A) General Liability. The general liability policy shall state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to liability arising out of work or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection therewith (the endorsement form shall be at least as broad as ISO Form CG 20 10 11 85 or both CG 20 37 and one of the following: CG 20 10, CG 20 26, CG 20 33 or CG 20 38); and (2) the insurance coverage shall be primary insurance coverage as respects the City, its directors, officials, officers, employees, agents, and volunteers (the endorsement form shall be at least as broad as ISO CG 20 01 04 13). Any insurance or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Consultant’s insurance and shall not be called upon to contribute with it in any way.

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(B) Waiver of Subrogation – Workers’ Compensation and
Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work or Services performed by the Consultant.
(C) All Coverages. If Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City is entitled to the broader coverage and/or higher limits maintained by Consultant. Thus, any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

3.2.10.5 Other Provisions; Endorsements Preferred. Consultant shall endeavor to provide endorsements regarding the following provisions, but nonetheless understands, acknowledges and agrees that the following provisions shall apply and that failure to comply shall be considered to be a breach of this Agreement by Consultant:
(A) Waiver of Subrogation – All Other Policies. Consultant hereby waives all rights of subrogation any insurer of Consultant’s may acquire against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of any insurance policy which arise from work or Services performed by the Consultant.

Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer. (B) Notice. Consultant shall either: (1) require its insurer to provide thirty (30) days prior written notice to the City before coverage is suspended, voided, or canceled; or (2) notify City in writing that such notice is not available and forward any notice of such actions to the City within two (2) business days from date of receipt by Consultant.

Consultant understands, acknowledges and agrees that this provision is in full force and effect even if the City does not receive a waiver of subrogation endorsement from the insurer.

3.2.10.6 Claims Made Policies. The following provisions shall apply to all policies that provide coverage on a claims-made basis: (A) the retroactive date must be shown and must be before the date on which any Services under this Agreement commence; (B) the insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Project; and (C) if coverage is canceled or not renewed and is not replaced with another claims-made policy with a retroactive date prior to the date on which any Services under this Agreement commence, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Project.

3.2.10.7 Deductibles and Self-Insurance Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Consultant to provide proof of ability to pay losses and related investigation, claims administration and defense expenses within the deductible or self-insured retention. The deductible or self-insured retention may be satisfied by either the named insured or the City.

3.2.10.8 Acceptability of Insurers. Unless under the circumstances a different rating is otherwise acceptable to the City in its sole and absolute discretion, insurance is to be placed with insurers which are satisfactory to the City and which meet either of the following criteria : (1) an insurer with a current A.M. Best’s rating no less than A-:VII and licensed as an admitted insurance carrier in California; or (2) an insurer with a current A.M.

Best’s rating no less than A-:X and authorized to issue the required policies in California.

3.2.10.9 Verification of Coverage. Consultant shall furnish City with original certificates of insurance, as well as amendatory endorsements or copies of the applicable policy language effecting coverage required by this Agreement. All documents must be received and approved by the City before any Services commence; provided, however, that failure to obtain the required documents prior to the commencement of Services shall not waive Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

3.2.10.10 Reporting of Claims. Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.2.10.11 Sub-Consultants. All sub-consultants shall comply with each and every insurance provision of this Section 3.2.10. Consultant shall therefore not allow any sub-consultant to commence work on any subcontract to perform any part of the Services until it has provided evidence satisfactory to the City that the sub-consultant has secured all insurance required under this Agreement.

3.2.10.12 Special Risk or Circumstances. The City reserves the right, in its sole and absolute discretion, to modify the requirements of this Section 3.2.10, including limits, based on any of the following: (A) the nature of the risk of the Services; (B) the prior experience of the insured; (C) the rating or other quality or characteristic of the insurer; (D) any special or unique coverage issues; and (E) any other special or unique circumstances.

3.2.11 Safety. Consultant shall execute and maintain its work and Services so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the Services and the conditions under which the Services are to be performed.

3.2.12 Payment Bond. The California Department of Industrial Relations (“DIR”) has communicated to the City that there is a possibility that a payment bond may be required for certain services provided in connection with a public works project. Since such a requirement is currently contrary to the industry standard for the services provided by Consultant under this Agreement and since there is no direct legal authority for this position, the City is not requiring Consultant to provide a payment bond at this time. However, the City hereby reserves the right to require the Consultant to obtain and provide a payment bond for some or all of the Services provided by the Consultant under this Agreement.

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If the City determines that a payment bond is required for the Services pursuant to Civil Code Section 9550 or any other applicable law, rule or regulation, Consultant shall execute and provide to City a payment bond in an amount required by the City and in a form provided or approved by the City. In the event a payment bond is required, the City agrees to compensate Consultant for all documented direct costs incurred by Consultant for such payment bond. The Parties shall memorialize the terms of such additional compensation and any other terms and conditions associated with the payment bond in an amendment to this Agreement.

3.2.13 Accounting Records. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement.

3.3 Fees and Payments.

3.3.1 Rates & Total Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation, including authorized reimbursements, shall not exceed One hundred nineteen thousand nine hundred forty-eight dollars ($119,948.00) (“Total Compensation”), without written approval of City’s Representative. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 30 days of receiving such statement, review the statement and pay all approved charges thereon.

3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City.

3.3.4 Extra Work. At any time during the Term of this Agreement, City may request that Consultant perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement.

Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

3.3.5 Prevailing Wages. Consultant is aware of the requirements of Chapter 1 (beginning at Section 1720 et seq.) of Part 7 of Division 2 of the California Labor Code, as well as Title 8, Section 16000 et seq. of the California Code of Regulations (“Prevailing Wage DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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Laws”), 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 the Total Compensation is $1,000 or more, Consultant and its subconsultants shall fully comply with the Prevailing Wage Laws for their employees and any others to whom such laws are applicable. Consultant and its subconsultants shall also be responsible for any and all violations and fines imposed on them pursuant to the Prevailing Wage Laws. Pursuant to SB 854, which amended the Prevailing Wage Laws, this Agreement would also be subject to compliance monitoring and enforcement by the California Department of Industrial Relations (“DIR”). Beginning April 1, 2015, no consultant or subconsultant may be awarded this Agreement unless registered with the DIR pursuant to Labor Code Section 1725.5. The City will report all necessary agreements to the DIR as required by the Prevailing Wage Laws. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant’s principal place of business and at the Project site. It is most efficient for the Consultant to obtain a copy of the prevailing wages in effect at the commencement of this Agreement from the website of the Division of Labor Statistics and Research of the DIR located at www.dir.ca.gov/dlsr/. In the alternative, Consultant may obtain a copy of the prevailing wages from the City’s Representative. Consultant shall defend, indemnify and hold the City, its elected officials, 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.

3.3.6 Apprenticeable Crafts. If the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, Consultant shall comply with the provisions of Section 1777.5 of the California Labor Code with respect to the employment of properly registered apprentices upon public works when Consultant employs workmen in an apprenticeable craft or trade. The primary responsibility for compliance with said section for all apprenticeable occupations shall be with Consultant.

3.4 Termination of Agreement.

3.4.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, as well as any authorized reimbursable expenses, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause.

3.4.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request.

3.4.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated.

3.5 Ownership of Materials and Confidentiality.

3.5.1 Documents & Data; 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, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically, electronically or otherwise recorded or stored, which are prepared or caused to be prepared by Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City's express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data on file for a minimum of five (5) years following completion of the Project, and shall make copies available to City upon the payment of actual reasonable duplication costs.

In addition, before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.5.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.5.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.5.4 Indemnification. Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.5.5 Confidentiality. All Documents & Data, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant. All Documents & Data shall not, without the prior written consent of City, be used or reproduced by Consultant for any purposes other than the performance of the Services.

Consultant shall not disclose, cause or facilitate the disclosure of the Documents & Data to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant that is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City.

3.6 General Provisions.

3.6.1 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective Parties at the following address, or at such other address as the respective Parties may provide in writing for this purpose:

Consultant:

Onward Engineering
300 South Harbor Blvd., Suite 814
Anaheim, CA 92805
Attn: Majdi Ataya
City:

City of Corona
400 South Vicentia Avenue
Corona, CA 92882
Attn: Savat Khamphou, Public Works Director
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Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.6.2 Indemnification. To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or persons, including wrongful death, to the extent arising out of, pertaining to, or incident to any alleged willful misconduct or negligent acts, errors or omissions of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all settlement amounts, expert witness fees and attorneys fees and other related costs and expenses. Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant. Consultant’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.

3.6.3 Governing Law; Government Code Claim Compliance. This Agreement shall be governed by the laws of the State of California. Venue shall be in Riverside County. In addition to any and all contract requirements pertaining to notices of and requests for compensation or payment for extra work, disputed work, claims and/or changed conditions, Consultant must comply with the claim procedures set forth in Government Code Sections 900 et seq. prior to filing any lawsuit against the City. Such Government Code claims and any subsequent lawsuit based upon the Government Code claims shall be limited to those matters that remain unresolved after all procedures pertaining to extra work, disputed work, claims, and/or changed conditions have been followed by Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

3.6.4 Time of Essence. Time is of the essence for each and every provision of this Agreement.

3.6.5 City’s Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.6.6 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the Parties.

3.6.6.1 Subconsultants; Assignment or Transfer. Consultant shall not subcontract any portion of the Services required under this Agreement, except as expressly DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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authorized herein, without the prior written approval of the City. Subcontracts, if any, shall include a provision making them subject to all provisions of this Agreement. Consultant shall also not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to subcontract or take any other action not authorized herein shall be null and void, and any subconsultants, assignees, hypothecates or transferees shall acquire no right or interest by reason of such action.

3.6.7 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subconsultants of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

3.6.8 Amendment; Modification. No supplement, modification or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties.

3.6.9 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel or otherwise.

3.6.10 No Third Party Beneficiaries. Except to the extent expressly provided for in Section 3.6.6, there are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.6.11 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.6.12 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City’s Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the Term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.6.13 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement.

3.6.14 Attorney’s Fees. If either Party commences an action against the other Party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation shall be entitled to have and recover from the losing Party reasonable attorney’s fees and all other costs of such action.

3.6.15 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party.

3.6.16 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original.

3.6.17 Entire Agreement. This Agreement contains the entire Agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both Parties.

3.6.18 Funding Agreement Provisions. Funding for this Project is expected to be provided, in whole or in part, pursuant to the Riverside County Transportation Commission Agreement for Funding Under SB821 Bicycle and Pedestrian Facilities Program, Agreement No. 22-62-058-00 entered into between the City and the Riverside County Transportation Commission on or about May 28, 2022. Consultant shall also fully and adequately comply with the provisions included in Exhibit “D” (Grant Agreement Requirements) attached hereto and incorporated herein by reference (“Grant Agreement Requirements”). With respect to any conflict between such Grant Agreement Requirements and the terms of this Agreement and/or the provisions of state law, the more stringent requirement shall control. [SIGNATURES ON NEXT 2 PAGES]
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CITY’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT

WITH ONWARD ENGINEERING
(DESIGN SERVICES AND PROJECT MANAGEMENT – SIDEWALK GAP CLOSURE AT EAST CHASE DRIVE AND SMITH AVENUE, RFP NO. 23-017AC) IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the date first written above.

CITY OF CORONA
By: _________________________
Savat Khamphou, P.E.

Public Works Director/City Engineer
Reviewed By: _________________________
Kenny Nguyen, P.E.

CIP Manager/Assistant City Engineer
Reviewed By: _________________________
Gerardo Sanabria
Associate Engineer
Reviewed By: _________________________
Yasmin Lopez
Purchasing Manager
Attest:
_________________________
Sylvia Edwards, City Clerk
City of Corona, California
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CONSULTANT’S SIGNATURE PAGE FOR

CITY OF CORONA

PROFESSIONAL SERVICES AGREEMENT

ONWARD ENGINEERING
a California corporation
By: _________________________
Majdi Ataya
President
By: _________________________
Muhammad Ataya
Secretary
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EXHIBIT “A”

SCOPE OF SERVICES

BACKGROUND AND PROJECT DESCRIPTION
The Project will consist of sidewalk improvements, driveways, and curb ramps in the following locations: along the north side of Chase Drive between Gilbert Avenue and Thacker Drive, the west side of Thacker Drive from the existing sidewalk (mid-block) to Chase Drive (approximately 340 linear feet), and a section on the east side of Smith Avenue south of the State Route 91 freeway to Pleasant View Avenue within the City right-of-way as depicted herein. The purpose of the project is to improve accessibility, safety, and mobility for pedestrians by constructing new sidewalk and curb ramps that will connect to the existing sidewalk on both ends within each of the project limits. In addition, a new curb and gutter will be constructed for the new sidewalk, and the new curb and gutter will connect and align with the existing curb and gutter on both ends of the project limits. Consultant shall accomplish this task within City’s right-of-way and acquire construction easements as needed. All proposed improvements shall comply with City of Corona Standards, the California Manual on Uniform Traffic Control Devices (California MUTCD), and Americans With Disabilities Act of 1990 (ADA) standards.

The Project will include, but is not limited to, the installation of new retaining walls, parkway, sidewalk (remove and replace noncompliant sidewalk sections on Thacker Street), curb and gutter, ADA compliant curb ramps, adjust street pavement elevation to match new curb and gutter street improvements, traffic signs (as needed), and utilities; removal, relocation, and installation of mailboxes, street signs, drainage facilities as needed, utility boxes, water meters conduits, other utilities, street lights within sections of street per Corona’s Standards, driveways, and pillars, with the consideration of replacing decorative retaining walls, fences, driveways, and pillars in-kind; removal of drain pipes; removal and replacement of landscape, irrigation, trees, striping, and signs; adjustment to grade of existing manholes, utility boxes and utilities; removal, adjustment, and installation of residential stair or pathway access to properties, if needed; and consideration of property access to residents during construction. The Project will require coordination with other utility companies as well as residents to adjust or relocate their utilities as needed. Consultant must prepare temporary construction easement.

The general scope of work is to provide improvement plans, specifications, and cost estimates for the proposed Project. For the Project, Consultant shall:
a) Include the existing field topography conditions in the final PS&E; b) Perform geotechnical analysis and analytical calculations for items such as earthwork, grading, and surveying;
c) Prepare an estimate for the various bid schedule items that adequately reflect the costs for the work;
d) Complete and ready PS&E package for public bidding purposes; DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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e) Coordinate and prepare responses to bidders’ questions; f) Answer questions regarding the Technical Provisions, design drawings, or conflicts in the design during the bidding process and pre-construction meeting. The Project Manager shall coordinate with Consultant in the preparation of the addenda necessary due to omissions or conflicts in the design.
g) Prepare Traffic Control Plans.

PROJECT SCHEDULE
Consultant shall provide a schedule of anticipated services to meet the scope of work. The schedule shall be submitted with a list of tasks and sub-tasks, including agency review time (allow agency review time of 3 weeks for 50% submittal, 2 weeks for 90% submittal, and 2 weeks for 100% submittal), internal quality assurance (QA)/Quality Control (QC) and calendar days anticipated to complete each of the identified tasks and sub-tasks. Said schedule shall reflect the project to be completed within 17 weeks from the date of issuance of Notice to Proceed.

SCOPE OF CONSULTING ENGINEERING SERVICES:

Consultant is expected to conduct the preliminary and final design to meet the City of Corona Standards, the California Manual on Uniform Traffic Control Devices (California MUTCD), and the Americans With Disabilities Act of 1990 (ADA) standards, research existing site conditions and prepare final engineering plans, a construction cost opinion, bid sheet list with quantities, engineering construction support services, record drawings, and recommended construction duration in working days. Consultant shall prepare technical specifications in Greenbook Special Provisions format, and the City will provide Greenbook-format technical specifications for the consultant to edit as necessary for project-specific requirements. All engineering work including traffic control plans shall be performed by a Professional Engineer registered in the State of California. All surveying work shall be performed by a Licensed Surveyor registered in the State of California. All reports, plans, technical specifications, and cost opinions will be to a level of professional competence that is common among engineers performing like services. All final reports, plans, technical specifications, and cost opinions shall be stamped and signed by the Civil Engineer responsible for the work. In addition, Consultant shall include the preparation of Traffic Control Plans.

Prepare plans in AutoCAD 2017.dwg format and provide a CD (or DVD) to the City in this format containing the plans (including all xrefs and CTB files) along with GIS shapefiles and PDF files.

Prepare final drawings for bidding and construction on 24-inch x 36-inch paper. Prepare a final drawing in permanent form on 24-inch x 36-inch mylar. The original drawings and digital files shall be the property of the City.

Project Administration
Consultant shall monitor the quality of all deliverables, calculations, and all other work products.

Provide the deliverables listed in other sections of the scope of work. At a minimum, budget for the following items:

A) Meetings
a) Kick-off meeting with City Staff
b) 50% Submittal
c) 90% Submittal
d) 100% Submittal
e) Pre-Construction
B) Submittals
a) 50% Submittal
b) 90% Submittal
c) 100% Submittal
d) Final Submittal
e) Record Drawings
Research Existing Conditions, Survey
Research existing conditions and plans as necessary for the design of requested improvements.

This Task includes, but is not necessarily limited to, the following items:

A) Research – Perform research of records including utility companies and other agency records as necessary to secure information required to identify, locate, and accurately layout all existing utilities, improvements, easements, and rights-of-way within project limits that may interfere with the proposed improvements. The information to be researched will be, as a minimum, the following:
a) Review existing utility and street record drawing plans. b) Perform utility investigation/coordination and provide utility relocation recommendations, if necessary.
c) Perform field investigation and measurement to assess existing site conditions. d) Provide a copy of all utility notifications and responses prior to the first progress payment request.

B) Surveying and Site Visit – The Engineer shall complete a topographic survey map of the project site to prepare a base map of the street plan. Develop a base map of DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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the existing alignment, including public right-of-way, easements, property lot lines, street centerlines, monuments, basis-of-bearing, and benchmarks. Control points shall be confirmed and shown on the plans. Conduct site visits to identify all existing improvements (driveways, retaining walls, fences, trees, curb ramps, etc.) and conditions that may affect the design and construction of the proposed project.

Evaluate the project site to determine required improvements (curb and gutter, sidewalk infill for connection to existing sidewalks, driveways, etc.) and existing site conditions.

C) Utility Locating/Potholing – Perform necessary research to identify all existing utilities and potential conflicts. Pothole existing utilities to verify depth and location (assume 25 potholes). Measure and identify in the potholing report the depth of pavement and the base material at each location potholed. Provide all required traffic control and surface repair necessary for potholing work. The Consultant shall conform to safety provisions of OSHA’s Construction and Safety Manuals.

Final Engineering and Preparation of Construction Contract Documents Final Engineering shall include detailed engineering calculations, design, construction plans, specifications, and engineer’s construction cost estimate for the Project that will enable the City to advertise and award the construction contract for the project. Plans shall conform to the City’s format and standards.

Plans and work shall include the completion of:
a) Title sheet.
b) Vicinity and location map.
c) Construction Survey Services
d) Title block; north arrow; scale(s); project title; project number; standard symbols; construction notes; construction legend; telephone numbers of utilities and other affected agencies and businesses, including Hospital, Fire Department, and Police Department; the City of Corona Logo, details, Council Member names, and Underground Service Alert; and basis of bearing and bench mark. e) General notes and abbreviations.
f) Existing improvements, including but not limited to the base map, property lines, curb & gutter, sidewalk, centerline, right-of-way, utility lines (above and underground), drainage facilities, water meters, gas and water valves, fire hydrants, sewer and storm drain manhole, and any other existing improvements that may need to be adjusted to grade or relocated due to the proposed sidewalk installation, field topographic survey/design survey, striping, traffic signs, and/or pavement markings, block walls/posts, trees, irrigation systems, gates, and other DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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details deemed necessary by the City for a contractor to complete construction of work.
g) Prepare typical cross-sections where street every one-hundred feet or where improvements change based on the survey data and define the existing street cross fall, longitudinal street slope, and construction quantity tabulation per City requirements.
h) Plans shall be plotted at 1” = 40’ with 1” = 4’ vertical. All improvements shall conform to City Standards. The Engineer may reference standard details where applicable but shall also incorporate those details into the plans. Plans shall include all the pertinent information necessary for the construction of the improvements such as property lines, City right-of-way, home address, etc... i) Typical section of street with underground utilities. j) Technical specifications conforming to the “Greenbook.” k) Construction details, detailed cost opinion, bid schedule, and bid item descriptions. Reference City Standard details in the plans, where applicable. l) Technical specifications conforming to the Greenbook Special Provisions format.

The City will provide sections of technical specifications. The Consultant is to edit city-furnished specifications using track changes feature to facilitate City review.
m) Process plans with City staff for approval and makes corrections as appropriate.

In addition, Consultant shall prepare plans and specifications that comply with ADA requirements.

Plans that are considered 50% complete shall contain items listed above in “a-g”. City will review and return 50% plans with comments pertaining to required improvements for the project.

Consultant shall incorporate comments and include items “a” thru “l” listed above in the 90% submittal. Plans and project documents submitted as 100% shall incorporate all comments from the City. Consultant shall provide a digital copy of the approved final/signed sealed project plans in AutoCAD 2017 .dwg format and Portable Document Format (PDF) to the City on a compact disc (CD).

Engineer’s Construction Cost Opinion (100% and Final Document) a) Engineer’s construction cost opinion and quantity takeoff (in MS Excel format) for use by the City to advertise for bid.
b) Bid schedule/measurement and payment.
c) Estimated bidding/construction schedule.

Deliverables
a) 50% Submittal: Two (2) sets of 24-inch x 36-inch and two (2) sets of 11-inch x 17-inch plans on bond paper and 1 electronic (PDF file).

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b) 90% Submittal: Two (2) sets of 24-inch x 36-inch and two (2) sets of 11-inch x 17-inch plans on bond paper, 2 specification paper copies, and 1 electronic (PDF file).
c) 100% Submittal: Two (2) sets of 24-inch x 36-inch and two (2) sets of 11-inch x 17-inch plans on bond paper, 2 specification paper copies, Engineer’s construction cost opinion, bid form, and 1 electronic (PDF file). d) Final Submittal: Engineer’s Construction Cost Opinion, 1 signed/sealed plan set mylar copy, 1 bid form and cost opinion plus electronic, 1 signed/sealed specifications paper copy, and 1 electronic (MS Word and PDF) Bidding Services
A) Bidding Phase Support - Assist the City in providing clarification and preparing information to be used in addenda as needed for ten (10) questions that may arise during the bidding process. City will prepare and make available to plan holders any required addenda. Attend the pre-bid meeting and assist the City with bid evaluations and recommendation of bid award.

B) Conformed Plans - Prepare conformed plans for use in constructing the project. The conformed plans shall reflect changes made during bidding and will be noted as a revision to the final design plans.

Engineering Construction Services
Consultant shall assist the City during the construction of the project by performing the items listed below:

A) Engineering Support – Assist the City with the following:

1. Provide professional engineering services to address and respond to up to ten (15) Requests for Information (RFI’s) from the contractor,

2. Prepare supplementary sketches and details as required to resolve field construction problems that may be encountered,

3. Review and provide recommendations regarding proposed change orders, as needed, and

4. Attend pre-construction meeting and up to two (3) additional office or construction site meetings during construction.

B) Review of Submittals – Review up to twenty (20) submittals for completeness and conformance with the contract pans, specifications, and documents. Determine that any deviations or substitutions submitted by the Contractor shall be equal to or of better quality than specified in the contract documents. Provide recommendations and review with input from City staff. All substitutions shall receive City concurrence prior to approval. Assume each submittal will require at least two separate reviews DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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before approval. Submittals, other than large drawings, will be provided in PDF format by the contractor. Return a scanned image (PDF) file, with the Consultants review stamp and wet signature, of each preliminary and final submittal which has been reviewed for conformance with the contract documents.

C) Minor Plan Revisions – Budget 20 hours of staff time for minor plan revisions.

D) Preparation of Record Documents (As-Builts) – The construction contract will require the contractor to provide to the City for review and approval one set of as-built plans showing the design changes made during the course of construction. Consultant shall prepare record drawings from contractor and construction inspector as-built drawing, markups, and field notes. Submit the following:
a) One (1) set of 24-inch x 36-inch mylar “Record Drawings” b) One (1) CD (or DVD) with the record drawing files saved in AutoCAD 2017.dwg, GIS shapefile, and PDF formats.

Change Orders (Change to Scope of Work)
All changes (increase or decrease in scope) must be submitted in writing for City review and approval. Consultant shall submit a cost fee proposal for all changes. The City will evaluate and if appropriate will issue a Notice to Proceed for each Change Order separately.

PROJECT SITE MAP
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EXHIBIT “B”

SCHEDULE OF SERVICES
[PROJECT SCHEDULE ON FOLLOWING PAGE]
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ID TASKS
Site Research Phase 10 3/29/2023 4/11/2023
1 Kick-Off Meeting 1 3/29/2023 3/29/2023
2 Research and Review Available Data 2 3/30/2023 3/31/2023 3 Utility Research, Notification, and Coordination (First Notice) 2 3/30/2023 3/31/2023 4 Geotechnical Investigation 1 4/3/2023 4/3/2023
5 Topographic Survey - Laser Scanning 5 4/3/2023 4/7/2023 6 Drone Mapping 2 4/10/2023 4/11/2023
Preliminary Design Phase 35 4/10/2023 5/26/2023
7 Base Sheets 5 4/10/2023 4/14/2023
8 Site Evaluation 1 4/17/2023 4/17/2023
9 50% Plans and Estimate 15 4/17/2023 5/5/2023
10 Submit 50% Plans and Estimate to City 1 5/8/2023 5/8/2023 11 Utility Research, Notification, and Coordination (Second Notice) 2 5/8/2023 5/9/2023 12 City Review of 50% Plans and Estimate 15 5/8/2023 5/26/2023 Final Design Phase 40 5/29/2023 7/21/2023
13 Legal Descriptions and Plats 5 5/29/2023 6/2/2023
14 Drainage Memo 10 5/29/2023 6/9/2023
15 Utility Coordination 30 5/29/2023 7/7/2023
16 Utility Potholing 10 5/29/2023 6/9/2023
17 Traffic Control Plans 10 5/29/2023 6/9/2023
18 90% PS&E 10 5/29/2023 6/9/2023
19 Submit 90% PS&E to City 1 6/12/2023 6/12/2023
20 City Review of 90% PS&E 10 6/12/2023 6/23/2023
21 100% PS&E 5 6/26/2023 6/30/2023
22 Submit 100% PS&E to City 1 7/3/2023 7/3/2023
23 City Review of 100% PS&E 10 7/3/2023 7/14/2023
24 Final PS&E 3 7/17/2023 7/19/2023
25 Submit Final PS&E 1 7/20/2023 7/20/2023
26 Utility Research, Notification, and Coordination (Final Notice) 1 7/21/2023 7/21/2023 Bid Assistance/Construction Support Phase 180 7/24/2023 3/29/2024 27 Bidding and Construction Support 60 7/24/2023 10/13/23 28 Construction Support 120 10/16/2023 3/29/2024

DAYS BEGIN END
2023 2024
MARCH APRiL MAY JUNE JUly November December JANUARY FeBRUARY MARCH 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30 august september october
5 10 15 20 25 30 1 5 10 15 20 25 30 1 5 10 15 20 25 30
SECTION 2: Technical Proposal
300 S. Harbor Blvd.

Suite 814
Anaheim, CA. 92805
Request for Proposals, Design Services And Project Management, Sidewalk Gap Closure At East Chase Drive And Smith Avenue for The City of Corona Public Works Department,RFPNO. 23-017AC 33 DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 CA\DD\02000.50101\1401461.15
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EXHIBIT “C”

COMPENSATION
[FEE SCHEDULE ON FOLLOWING PAGE]
DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 SECTION 2: Technical Proposal
300 S. Harbor Blvd.

1.1 Kick-Off Meeting 4 4 4 12 $1,760.00 $- $1,760.00

1.2 Progress Meetings (x5) 3 3 6 $840.00 $- $840.00

1.3 Plan Check Meetings (x2) 2 2 4 $560.00 $- $560.00

1.4 Research and Review Available Data 8 8 16 $2,240.00 $- $2,240.00

1.5 Utility Research and Notification 8 32 40 $5,360.00 $- $5,360.00

1.6 Geotechnical Investigation (3 Boreholes) 2 1 3 $430.00 $7,188.00 $7,188.00 $7,618.00

1.7 Topographic Survey - Laser Scanning 16 26 42 $10,010.00 $- $10,010.00

1.8 Drone Mapping 8 8 $1,200.00 $- $1,200.00
TASK 1 SUB-TOTAL 4 35 66 26 131 $22,400.00 $7,188.00 $- $- $7,188.00 $29,588.00 TASK 2 - PRELIMINARY DESIGN

2.1 Base Sheets 8 24 32 $4,320.00 $- $4,320.00

2.2 Site Evaluation 4 4 8 $1,120.00 $- $1,120.00

2.3 50% PS&E 12 40 120 172 $23,520.00 $- $23,520.00
TASK 2 SUB-TOTAL 12 52 148 0 212 $28,960.00 $- $- $- $- $28,960.00 TASK 3 - FINAL DESIGN

3.1 Land Titles, Legal Descriptions, and Plats for TCE Acquisition (4 Parcels) 2 2 $300.00 $15,180.00 $15,180.00 $15,480.00

3.2 Drainage Memo 1 20 21 $3,160.00 $- $3,160.00

3.3 Utility Coordination 12 12 24 $3,360.00 $- $3,360.00

3.4 Street Lighting & Conduit 1 20 $3,160.00 $- $- $3,160.00

3.5 Traffic Control Plans (Smith only) 2 12 30 44 $6,020.00 $- $6,020.00

3.6 90% PS&E 8 40 80 128 $17,680.00 $- $17,680.00

3.7 100% PS&E 4 16 40 60 $8,240.00 $- $8,240.00

3.8 Final PS&E 1 2 8 11 $1,500.00 $- $1,500.00
TASK 3 SUB-TOTAL 17 124 170 0 311 $43,420.00 $- $15,180.00 $- $15,180.00 $58,600.00 TASK 4 - BID ASSISTANCE/CONSTRUCTION SUPPORT PHASE

4.1 Bid Assistance/Construction Support 3 12 4 19 $2,800.00 $- $2,800.00 TASK 4 SUB-TOTAL 3 12 4 0 19 $2,800.00 $- $- $- $- $2,800.00 TOTAL HOURS AND COSTS 673 $97,580.00 $22,368.00 $119,948.00 design smarter. build better.

Onward Engineering Fee Proposal to Provide:

Professional Engineering Services to the City of Corona for the Sidewalk Gap Closure at East Chase Drive and Smith Avenue Project.

QA/QC
Manager
$160.00
hourly
Project
Manager
$150.00
hourly
Project
engineers
$130.00
hourly
Survey
Crew
$305.00
hourly
OE
TOTAL HOURS TOTAL cost
SubConsultant
TOTAL cost
OE
TOTAL cost

ONWARD ENGINEERING SUB-CONSULTANTS

GEOTECHNICAL

SERVICES

NOORZAYGEO
LS

SURVEYING

SERVICES

CL SURVEY
LS

POTHOLING

SERVICES

C-BELOW
LS
e Fee Proposal Exhibit “C” Compensation
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30 (CITY ATTY: 05-19)
EXHIBIT “D”

FUNDING AGREEMENT REQUIREMENTS
Consultant and all subconsultants shall comply with all applicable federal, state and local laws, rules, regulations, ordinances, and requirements of the Funding Agreement between the Riverside County Transportation Commission (“Funding Agreement”) and the City, attached hereto and incorporated herein by reference.
[FUNDING AGREEMENT ATTACHED ON FOLLOWING PAGES]
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RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT FOR FUNDING UNDER SB 821 BICYCLE AND

PEDESTRIAN FACILITIES PROGRAM
(Transportation Development Act Article 3; Senate Bill 821) This Funding Agreement ("AGREEMENT") is entered into as of ______ __, 2022 ("Effective Date"), by and between the RIVERSIDE COUNTY TRANSPORTATION COMMISSION ("RCTC") and the CITY OF CORONA ("RECIPIENT"). RCTC and RECIPIENT may be referred to herein individually as a "Party" and collectively as the "Parties."

RECITALS
A. RCTC is a county transportation commission created and existing pursuant to California Public Utilities Code Sections 130053 and 130053.5.

B. Under RCTC's SB 821 Bicycle and Pedestrian Facilities Program ("PROGRAM"), cities and counties in the County of Riverside are notified of the availability of PROGRAM funding and a call for projects ("CALL FOR PROJECTS") is anticipated to be issued biennially by RCTC.

C. On February I
81 , 2021, a CALL FOR PROJECTS was published by RCTC seeking applications for FY 2021/22 PROGRAM funding, which applications were reviewed in accordance with the applicable evaluation criteria included in the CALL FOR PROJECTS.

D. Based on the application attached as Attachment 1 and incorporated herein by this reference, RECIPIENT has been selected to receive PROGRAM funding for its proposed FY21/22 Sidewalk Gap Closure Project ("PROJECT").

E. Funding for the PROJECT shall be provided pursuant to the terms contained in this AGREEMENT and pursuant to applicable PROGRAM policies adopted by RCTC, which are attached hereto and incorporated herein as Attachment 2.

NOW, THEREFORE, in consideration of the preceding recitals and the mutual covenants and consideration contained herein, the Parties mutually agree as follows:

1. Incorporation of Recitals. The Parties acknowledge and agree that the above recitals are true and correct, and hereby incorporate those recitals by this reference into the AGREEMENT.

2. RCTC Funcling Amount. RCTC hereby agrees to distribute to the RECIPIENT, on the terms and conditions set forth herein, a sum not to exceed Four Hundred Thirty-Two Thousand Five Hundred Dollars ($432,500), to be used exclusively for reimbursing the RECIPIENT for eligible expenses as described herein ("FUNDING AMOUNT"). RECIPIENT acknowledges

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and agrees that the FUNDING AMOUNT may be less than the actual and final cost of the PROJECT, which final costs are the sole responsibility of RECIPIENT, and RCTC will not contribute PROGRAM funds in excess of the maximum authorized in this Section 2 unless otherwise mutually agreed to in writing by the PARTIES. In the event the FUNDING AMOUNT is not fully utilized by RECIPIENT for the PROJECT, the unused FUNDING AMOUNT must be returned to RCTC within ninety (90) ninety days of a written request by RCTC unless RECIPIENT can demonstrate in writing, subject to written approval by RCTC in its sole discretion, the following: (i) valid reason for why PROJECT costs were significantly lower than the estimate included in RECIPIENT’s attached application for funding, and (ii) written proposal for how any unused FUNDING AMOUNT will be used for a proposal to support the PROJECT or other use that supports the goals and requirements of the PROGRAM.

2.1 Eligible Project Costs. Reimbursement for PROJECT costs (“REIMBURSEMENT”) may only include those items expressly allowed for under Article 3 of the Transportation Development Act (California Public Utilities Code section 99200 et seq.), which provides that funding shall be allocated for the construction, including related engineering expenses, of facilities based on the PROGRAM policies adopted by RCTC, provided that such items are included in the scope of work included in the application, attached as Attachment 1 (“SCOPE OF WORK”). All PROJECT costs not included in the SCOPE OF WORK and not expressly permitted under Article 3 of the Transportation Development Act and the PROGRAM policies shall be considered ineligible for REIMBURSEMENT. In the event the SCOPE OF WORK needs to be amended, RECIPIENT shall submit a letter requesting such amendment, the reasons for the requested change and confirmation that costs associated with the proposed amendment are eligible for PROGRAM reimbursement for written approval by RCTC, which approval is subject to RCTC’s discretion.

In the event of any ambiguity between this AGREEMENT, PROGRAM policies, and applicable law, the following order of precedence will govern: (1) Applicable law; (2) PROGRAM policies; (3) this AGREEMENT. In the case of any conflict between this Agreement and any of its attachments, the body of this Agreement shall govern.

2.2 Timing for Project Completion. In accordance with the PROGRAM policies attached hereto as Attachment 2, RECIPIENT has thirty six (36) months to complete the PROJECT from March 1, 2022, unless otherwise agreed to in writing by the PARTIES. If the PROJECT is not completed within thirty six (36) months, RCTC shall have the sole discretion to delete the PROJECT from the PROGRAM and reprogram the funding for future approved PROGRAM projects. RECIPIENT will not be reimbursed until the PROJECT is accepted as complete in writing by RCTC following the submission of the PROGRAM funding claim form (“CLAIM FORM”) attached hereto and incorporated herein as Attachment 3. In the event additional time is needed for the completion of the PROJECT, RECIPIENT may submit a letter to RCTC requesting an extension of time to complete the PROJECT with an explanation of why the PROJECT cannot be completed under the existing schedule for completion included as Attachment 1, attached hereto and incorporated herein. Before and after PROJECT photographs must be included with the CLAIM FORM upon PROJECT completion, as well as copies of paid invoices and any other backup requested for repayment and audit purposes.

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2.3 Increases in Project Funding. The FUNDING AMOUNT may, at RCTC’s sole discretion, be augmented with additional PROGRAM funds and local agency match funds proportionate to the amounts included in Section 3 if there is a FUNDING AMOUNT balance and the RECIPIENT provides justification as to the reason for the funding increase. Any such increase in the FUNDING AMOUNT must be approved in writing by RCTC’s Executive Director and RCTC shall be under no obligation whatsoever to approve any increase in the FUNDING AMOUNT. No such increased funding shall be expended to pay for any PROJECT work already completed.

2.4 Cost Savings. In the event that bids or proposals for the PROJECT are lower than anticipated, or there are cost savings for any other reason, the FUNDING AMOUNT shall be reduced through an amendment to the AGREEMENT mutually agreed to in writing by the Parties. RECIPIENT shall inform RCTC of any cost savings and any cost savings shall be returned to RCTC or may be reprogrammed with written approval by RCTC for other RECIPIENT projects that align with the PROGRAM. No PROGRAM funding may be used for projects not approved by RCTC. If RECIPIENT provides a local match commitment and there are cost savings on the PROJECT, RCTC will still be reimbursed at the matching ratio as presented in the Project application despite such cost savings in accordance with PROGRAM policies.

2.5 No Funding for Temporary Improvements. Only segments or components of the PROJECT that are intended to form part of or be integrated into the PROJECT may be funded by PROGRAM funds. No improvement(s) which is/are temporary in nature, including but not limited to temporary lanes, curbs, or drainage facilities, shall be funded with PROGRAM funds except as needed for staged construction of the PROJECT.

2.6 Review and Reimbursement by RCTC. Upon receipt of the final detailed invoice from the RECIPIENT clearly documenting work completed and corresponding costs, RCTC may request additional documentation or explanation of the SCOPE OF WORK costs for which reimbursement is sought. Undisputed amounts shall be paid by RCTC to the RECIPIENT within thirty (30) days. In the event that RCTC disputes the eligibility of the RECIPIENT for reimbursement of all or a portion of an invoiced amount, the Parties shall meet and confer in an attempt to resolve the dispute. Additional details concerning the procedure for the RECIPIENT’s submittal of invoices to RCTC and RCTC’s consideration and payment of submitted invoices are set forth in Attachment 3.

2.7 Recipient’s Funding Obligation to Complete the Work. In the event that the PROGRAM funds allocated to the SCOPE OF WORK represent less than the total cost of the PROJECT, RECIPIENT shall be solely responsible for providing such additional funds as may be required to complete the PROJECT. RCTC has no obligation with respect to the safety of any SCOPE OF WORK performed at a PROJECT site. Further, RCTC shall not be liable for any action of RECIPIENT or its contractors relating to the condemnation of property undertaken by RECIPIENT or construction related to the PROJECT.

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2.8 Recipient’s Obligation to Repay Program Funds to RCTC. In the event it is determined, whether through a post-completion audit or otherwise, the PROJECT was not completed in accordance with the PROGRAM requirements or this AGREEMENT, RECIPIENT agrees that any PROGRAM funds distributed to RECIPIENT for the PROJECT shall be repaid in full to RCTC. The Parties shall enter into good faith negotiations to establish a reasonable repayment schedule and repayment mechanism which may include, but is not limited to, withholding of Measure A Local Streets and Roads revenues, if applicable. RECIPIENT acknowledges and agrees that RCTC shall have the right to withhold any Measure A Local Streets and Roads revenues due to RECIPIENT, in an amount not to exceed the total of the PROGRAM funds distributed to RECIPIENT, and/or initiate legal action to compel repayment, if the RECIPIENT fails to repay RCTC within a reasonable time period not to exceed one hundred eighty (180) days, including any good faith negotiations, from receipt of written notification from RCTC that repayment is required due to failure to comply with the PROGRAM policies or this AGREEMENT.

2.9 Records Retention and Audits. RECIPIENT shall retain all PROJECT records in an organized manner for a minimum of three (3) years following completion of the PROJECT. PROJECT records shall be made available for inspection by RCTC upon request. If a post PROJECT audit or review indicates that RCTC has provided reimbursement to the RECIPIENT in an amount in excess of the maximum PROGRAM provided for in this Section 2, or has provided reimbursement of ineligible PROJECT costs, the RECIPIENT shall reimburse RCTC for the excess or ineligible payments within thirty (30) days of notification by RCTC.

This Section 2.9 does not supersede any rights or remedies provided to RCTC under Section 2.8 or applicable law.

3. Recipient’s Local Match Contribution. RECIPIENT shall provide at least Seventy-Six Thousand Dollars ($76,500) of funding toward the SCOPE OF WORK, as indicated in RECIPIENT’S application attached as Attachment 1 and submitted to RCTC in response to its CALL FOR PROJECTS. RECIPIENT costs related to (i) preparation and administration costs related to invoices, billings and payments; (ii) any RECIPIENT fees attributed to the processing of the SCOPE OF WORK; and (iii) expenses for items not included within the attached SCOPE OF WORK shall be borne solely by the RECIPIENT and shall not qualify towards RECIPIENT’s local match requirement in this Section 3.

4. Term: The term of this AGREEMENT shall be from the date first herein above written until:
(i) the date RCTC formally accepts the PROJECT as complete, pursuant to Section 2.2; (ii) termination of this AGREEMENT pursuant to Section 14; or (iii) RECIPIENT has fully satisfied its obligations under this AGREEMENT. All applicable indemnification and insurance provisions of this AGREEMENT shall remain in effect following the termination of this AGREEMENT.

5. Recipient Responsibilities. RECIPIENT shall be responsible for all aspects of the PROJECT, in compliance with all applicable state and federal laws, including: (i) development and approval of plans, specifications and engineer’s estimate in accordance with all applicable laws, regulations and building codes; obtaining any necessary

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environmental clearances; right of way acquisition; and, obtaining all permits required by impacted agencies prior to commencement of the PROJECT; (ii) all aspects of procurement, contracting, and administration of the contracts and claims for the PROJECT; (iii) all construction management of any construction activities undertaken in connection with the PROJECT, including surveying and materials testing; and, (iv) development of a budget for the PROJECT and SCOPE OF WORK prior to award of any contract for the PROJECT, taking into consideration available funding, including PROGRAM funds.

6. Indemnification. RECIPIENT shall defend, indemnify and hold RCTC, its officials, governing board members, officers, employees, agents, and consultants free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property, persons or government funding agency, including wrongful death, to the extent arising out of or incident to any intentional or negligent acts, errors or omissions of the RECIPIENT, its officials, officers, employees, agents, and consultants related to a breach of this AGREEMENT or any act or omission arising out of the activities governed by this AGREEMENT. RECIPIENT’S obligation to indemnify includes without limitation the payment of all consequential damages and reasonable attorneys’ fees, expert witness fees and other related costs and expenses of defense. RECIPIENT shall defend, at its own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against RCTC, its officials, officers, employees, agents, and consultants in connection with this AGREEMENT. RECIPIENT shall pay and satisfy any judgment, award or decree that may be rendered against RCTC, its officials, officers, employees, agents, and consultants in any such suits, actions or other legal proceedings, including any settlement.

RECIPIENT’s obligation to indemnify shall not be restricted to insurance proceeds.

7. Expenditure of Funds by Recipient Prior to Execution of Agreement. RECIPIENT may commence the Project starting March 1, 2022, and costs incurred following such date will be eligible for reimbursement under this AGREEMENT, provided they otherwise meet the requirements herein, and provided that this AGREEMENT is executed no later than June 1, 2022.

8. Compliance with Applicable Laws and Insurance. RECIPIENT agrees to comply with all applicable laws and regulations, including public contracting laws, requirements for any local state or federal funding used, and records retention and performance reporting requirements concerning the SCOPE OF WORK and PROJECT, which applicable laws and regulations shall be passed on to contractors by RECIPIENT as applicable. RECIPIENT shall have the responsibility of making sure the appropriate amounts of insurance are included in all applicable agreements for the construction of the PROJECT and RCTC shall be named as an Additional Insured on all insurance certificates obtained for the completion of the PROJECT.

PROJECT insurance funds shall be looked to first for the repayment of any claims determined to have merit.

9. Representatives of the Parties. RCTC’s Executive Director, or his or her designee, shall serve as RCTC’s representative and shall have the authority to act on behalf of RCTC for all purposes under this AGREEMENT. RECIPIENT’s representative shall be the individual

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identified in the Project application as RECIPIENT’S representative to RCTC.

RECIPIENT’S representative, or designee, shall have the authority to act on behalf of RECIPIENT for all purposes under this AGREEMENT and shall coordinate all activities with RCTC concerning the SCOPE OF WORK under the RECIPIENT’s responsibility.

RECIPIENT shall work closely and cooperate fully with RCTC’s representative and any other agencies which may have jurisdiction over or an interest in the PROJECT.

10. Monitoring of Progress by RCTC. RECIPIENT shall allow RCTC’s designated representative, or designee, to inspect or review the progress of the work at any reasonable time with prior written notice by RCTC. RCTC may request that the RECIPIENT provide RCTC with progress reports concerning the status of the SCOPE OF WORK and PROJECT completion.

11. Binding on Successors in Interest. Each and every provision of this AGREEMENT shall be binding and inure to the benefit of the successors in interest of the Parties. Due to the specific obligations contemplated herein, this AGREEMENT may not be assigned by any Party hereto except with the prior written consent of the other Party.

12. Independent Contractors. Any person or entities retained by RECIPIENT or any contractor shall be retained on an independent contractor basis and shall not be employees of RCTC.

Any personnel performing services on the PROJECT shall at all times be under the exclusive direction and control of the RECIPIENT or contractor, whichever is applicable. The RECIPIENT or contractor shall pay all wages, salaries and other amounts due such personnel in connection with their performance of services on the SCOPE OF WORK and as required by law. The RECIPIENT or contractor shall be responsible for all reports and obligations concerning such personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance and workers’ compensation insurance.

13. Conflicts of Interest. For the term of this AGREEMENT, no member, officer or employee of RECIPIENT or RCTC, during the term of his or her service with RECIPIENT or RCTC, as the case may be, shall have any direct interest in this AGREEMENT, or obtain any present or anticipated material benefit arising therefrom.

14. Termination. This AGREEMENT may be terminated for cause or convenience as further specified below.

14.1 Termination for Convenience. Either RCTC or RECIPIENT may, by written notice to the other party, terminate this AGREEMENT, in whole or in part, for convenience by giving thirty (30) days’ written notice to the other party of such termination and specifying the effective date thereof.

14.2 Effect of Termination for Convenience. In the event that RECIPIENT terminates this AGREEMENT for convenience, RECIPIENT shall, within one hundred eighty (180) days, repay to RCTC in full all PROGRAM funds provided to RECIPIENT under this AGREEMENT. In the event that RCTC terminates this AGREEMENT for convenience, RCTC shall, within ninety (90) days, distribute to the RECIPIENT PROGRAM funds in an amount

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equal to the aggregate total of all unpaid invoices which have been received from RECIPIENT regarding the SCOPE OF WORK for the PROJECT at the time of the notice of termination; provided, however, that RCTC shall be entitled to exercise its rights under Section 2.6, including but not limited to conducting a review of the invoices and requesting additional information from RECIPIENT. This AGREEMENT shall terminate upon receipt by the non-terminating party of the amounts due it under this Section 14.

14.3 Termination for Cause. Either RCTC or RECIPIENT may, by written notice to the other party, terminate this AGREEMENT, in whole or in part, in response to a material breach hereof by the other Party, by giving written notice to the other Party of such termination and specifying the effective date thereof. The written notice shall provide a thirty (30) day period to cure any alleged breach. During the thirty (30) day cure period, the Parties shall discuss, in good faith, the manner in which the breach can be cured.

14.4 Effect of Termination for Cause. In the event that RECIPIENT terminates this AGREEMENT in response to RCTC's uncured material breach hereof, RCTC shall, within ninety (90) days, distribute to the RECIPIENT PROGRAM funds in an amount equal to the aggregate total of all unpaid invoices which have been received from RECIPIENT regarding the SCOPE OF WORK for the PROJECT at the time of the notice of termination. In the event that RCTC terminates this AGREEMENT in response to the RECIPIENT's uncured material breach hereof, the RECIPIENT shall, within one hundred eighty (180) days, repay to RCTC in full all PROGRAM funds provided to RECIPIENT under this AGREEMENT. Notwithstanding termination of this AGREEMENT by RCTC pursuant to this Section 14.4, RCTC shall be entitled to exercise its rights under Section 2.6, including but not limited to conducting a review of the invoices and requesting additional information. This AGREEMENT shall terminate upon receipt by the terminating Party of the amounts due it under this Section 14.4.

14.5 No Program Funding. In the event that RCTC determines there are inadequate PROGRAM funds for whatever reason, RCTC shall have the ability to immediately terminate the AGREEMENT with written notice to RECIPIENT. In the event that RCTC terminates this AGREEMENT under this Section 14.5, RCTC shall, within ninety (90) days, distribute to the RECIPIENT PROGRAM funds in an amount equal to the aggregate total of all unpaid invoices which have been received from RECIPIENT regarding the SCOPE OF WORK for the PROJECT at the time of the notice of termination; provided, however, that RCTC shall be entitled to exercise its rights under Section 2.6, including but not limited to conducting a review of the invoices and requesting additional information from RECIPIENT.

14.6 Cumulative Remedies. The rights and remedies of the Parties provided in this Section 14 are in addition to any other rights and remedies provided by law or under this AGREEMENT.

15. Notice. All notices hereunder shall be in writing and shall be effective upon receipt by the other Party. All notices and communications, including invoices, between the Parties to this AGREEMENT shall be addressed as set forth below and provided by any of the following methods (i) personally delivered; (ii) sent by electronic mail, with a subject line clearly identifying this AGREEMENT, read receipt requested, and a cc: provided to the identified

DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 17336.00005\34820120.1

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staff; (iii) sent by first-class mail, return receipt requested; or (iv) sent by overnight express delivery service with postage or other charges fully prepaid. Notwithstanding the foregoing, notices of dispute or termination sent by electronic mail must be followed by hard copy mailed notice to be effective.

TO RCTC: TO RECIPIENT:

Anne Mayer
Executive Director
RCTC
4080 Lemon Street, 3rd Floor
Riverside, California 92501
Phone: (951) 787-7141
e-mail: [email protected]
cc: [email protected]
Savat Khamphou
Public Works Director
City of Corona
400 S. Vicentia Ave
Corona, Ca 92882
(951) 264-8907
[email protected]
Any party may update its address and contact information by providing written notice of the new information to the other Parties in accordance with this Section 15.

16. Prevailing Wages. RECIPIENT and any other person or entity hired to perform services on the SCOPE OF WORK are alerted to the requirements of California Labor Code Sections 1770 et seq., which require the payment of prevailing wages where the SCOPE OF WORK or any portion thereof is determined to be a “public work,” as defined therein. RECIPIENT shall ensure compliance with applicable prevailing wage requirements by any person or entity hired to perform the SCOPE OF WORK or any portion thereof falling within the definition of “public work.” RECIPIENT shall defend, indemnify, and hold harmless RCTC, its officers, employees, consultants, and agents from any claim or liability, including without limitation reasonable attorneys’ fees, arising from any failure or alleged failure to comply with California Labor Code Sections 1770 et seq. on the PROJECT.

17. Equal Opportunity Employment. The Parties represent that they are equal opportunity employers and they shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, sexual orientation, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.

18. Entire Agreement. This AGREEMENT embodies the entire understanding and agreement between the Parties pertaining to the matters described herein and supersedes and cancels all prior oral or written agreements between the Parties with respect to these matters. Each Party acknowledges that no Party, agent or representative of the other Party has made any promise, representation or warranty, express or implied, not expressly contained in this AGREEMENT, that induced the other Party to sign this document. Modifications to this AGREEMENT shall be in the form of a written amendment executed by authorized representatives of the Parties to be bound.

DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 17336.00005\34820120.1

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19. Governing Law and Severability. This AGREEMENT shall be governed by, and be construed in accordance with, the laws of the State of California. If any portion of this AGREEMENT is found to be unenforceable by a court of law with appropriate jurisdiction, the remainder of the AGREEMENT shall be severable and survive as binding on the Parties.

20. Attorneys’ Fees. If any legal action is initiated for the enforcement/interpretation of this AGREEMENT, or because of any alleged dispute, breach, default or misrepresentation in connection with any of the provisions of this AGREEMENT, the successful or prevailing party shall be entitled to recover reasonable attorneys’ fees, witness fees and other costs incurred in that action or proceeding, in addition to any other relief to which it may be entitled as determined by a court of law or appointed decider under alternative legal proceedings.

21. No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

22. Section Headings and Interpretation. The section headings contained herein are for convenience only and shall not affect in any way the interpretation of any of the provisions contained herein. The AGREEMENT shall not be interpreted as being drafted by any Party or its counsel.

23. No Waiver. Failure of RCTC to insist on any one occasion upon strict compliance with any of the terms, covenants or conditions in this AGREEMENT shall not be deemed a waiver of such term, covenant or condition, nor shall any waiver or relinquishment of any rights or powers hereunder at any one time or more times be deemed a waiver or relinquishment of such other right or power provided under applicable law.

24. Time of Essence. Time is of the essence for each and every provision of this AGREEMENT.

25. Counterparts. This AGREEMENT may be executed in any number of counterparts, each of which shall be deemed to be an original, but all which together will constitute but one agreement.

26. Form of Signatures. A manually signed copy of this Agreement which is transmitted by facsimile, email or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original executed copy of this Agreement for all purposes. This Agreement may be signed using an electronic signature.
[SIGNATURES ON NEXT PAGE]

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SIGNATURE PAGE
TO
AGREEMENT NO. 22-62-058-00

RIVERSIDE COUNTY TRANSPORTATION COMMISSION
AGREEMENT FOR FUNDING UNDER SB 821 BICYCLE AND PEDESTRIAN

FACILITIES PROGRAM
IN WITNESS WHEREOF, the Parties have caused this AGREEMENT to be signed by their duly authorized representatives as of the Effective Date.

RCTC
By:____________________________
Name: _____Anne Mayer__________
Title: ____Executive Director_______

RECIPIENT

CITY OF CORONA
By:____________________________
Name: _________________________
Title: __________________________

APPROVED AS TO FORM
Best Best & Krieger LLP
By: _________________________
Title: General Counsel

APPROVED AS TO FORM
By: _____________________________
Name: ___________________________
Title: ____________________________

DocuSign Envelope ID: D92B21B3-F6C7-4CB8-8EB3-BD42683A7F6D DocuSign Envelope ID: DE66E76D-0167-4F06-87E5-F36984933143 DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 Certificate Of Completion
Envelope Id: DE66E76D01674F0687E5F36984933143 Status: Completed Subject: Complete with DocuSign: Onward Engineering PSA - Sidewalk Gap Closure RFP 23-017AC Final 2-27-2...

Source Envelope:

Document Pages: 40 Signatures: 1 Envelope Originator:

Certificate Pages: 2 Initials: 0 Carolyn Appelt
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
400 S Vicentia Ave
Corona, CA 92882
[email protected]
IP Address: 64.29.226.10
Record Tracking
Status: Original
3/2/2023 5:24:42 PM
Holder: Carolyn Appelt
[email protected]
Location: DocuSign
Security Appliance Status: Connected Pool: StateLocal
Storage Appliance Status: Connected Pool: City of Corona, CA Location: DocuSign Signer Events Signature Timestamp
Yasmin Lopez
[email protected]
Purchasing Manger
Security Level: Email, Account Authentication
(None) Signature Adoption: Pre-selected Style
Using IP Address: 52.243.155.252
Sent: 3/2/2023 5:36:37 PM
Viewed: 3/6/2023 8:19:39 AM
Signed: 3/6/2023 8:19:45 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
In Person Signer Events Signature Timestamp
Editor Delivery Events Status Timestamp
Agent Delivery Events Status Timestamp
Intermediary Delivery Events Status Timestamp
Certified Delivery Events Status Timestamp
Carbon Copy Events Status Timestamp
Purchasing
[email protected]
Security Level: Email, Account Authentication
(None)
Sent: 3/6/2023 8:19:47 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Laura Lopez
[email protected]
Executive Assistant
Security Level: Email, Account Authentication
(None)
Sent: 3/6/2023 8:19:48 AM
Viewed: 3/6/2023 9:15:46 AM
Electronic Record and Signature Disclosure:

Not Offered via DocuSign
Witness Events Signature Timestamp
Notary Events Signature Timestamp
DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8 Envelope Summary Events Status Timestamps
Envelope Sent Hashed/Encrypted 3/2/2023 5:36:37 PM
Certified Delivered Security Checked 3/6/2023 8:19:39 AM Signing Complete Security Checked 3/6/2023 8:19:45 AM
Completed Security Checked 3/6/2023 8:19:48 AM
Payment Events Status Timestamps
DocuSign Envelope ID: 18724E9A-E483-469E-AE44-5158F12289B8

Corona City CouncilMarch 15, 2023

Corona City Council
March 15, 2023