other provisions or applications of this Chapter that can be given effect without the invalid provision(s) or application, and to this end, the provisions of this Chapter are declared to be severable.
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 81 APPENDIX B: CUDAHY PARCEL DATA SUMMARY
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 82
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 83
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 84 APPENDIX C: ANNUAL REPORT SERVICE METICS
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 85 APPENDIX D: SURVEY OF RENT STABILIZATION PROGRAMS
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 86 Jurisdiction
Approved
By
Ordinance
Effective Date
Population
(2020
Census)
Rent Review
Board/
Committee
Rental
Registration
Required
Rental
Registration
Fee
Alameda City City Council Ordinance No.
3249 effective
9/4/19.
78,280 Rent Review
Advisory
Committee
Required $155/fully
regulated
units;
$105/partially
regulated
units;
$0/rental units
occupied
by subsidized
tenants
Baldwin Park City Council 12/4/19
effective
1/3/20.
72,176 None Required $28/unit
Bell Gardens City Council 9/12/2022 37,927 None Required $156/unit Berkeley Voter Rent
Stabilization
6/3/80; Tenant
Buyout
3/14/17. ADU
Clarification,
Emergency
Exemption
11/3/20.
124,321 Rent
Stabilization
Board
Required $250/full
regulated unit;
$150/partially
regulated
units;
$37/subsized
unit;
$70/summer
sorority/frater
nity outside
member rental
unit
Culver City City Council Mediation:
5/11/19.
40,799 None Required $167/unit
Rent Control
and
Tenant
Protections,
10/30/20.
East Palo Alto City Council Tenant
Protections
30,034 Rent
Stabilization
Required $222/nonexempt unit
5/6/14; Rent Board
Stabilization
06/08/2010.
Last
amended
11/8/16.
Hayward City Council 6/25/19
effective
7/25/19.
162,954 None Not Required Complaint
Based Fees
$40/residentia
l covered
rental unit,
$19/residentia
l rental
unit
Inglewood City Council 5/19/2011 107,762 Rental Housing Board
Required $206/unit
$92/unit
Section 8
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 87 Jurisdiction
Approved
By
Ordinance
Effective Date
Population
(2020
Census)
Rent Review
Board/
Committee
Rental
Registration
Required
Rental
Registration
Fee
Los Angeles
City
City Council 4/21/79. Last
amended 5/20.
3,898,747 Rental Housing
Oversight
Commission
Required $38.75/unit
Oakland City Council 10/7/80. Last
amended
6/4/2019.
440,646 Residential
Rent and
Relocation
Board
Required $101/unit
Richmond Voter Fair Rent
adopted
116,448 Rent Board Required $218/unit fully
covered,
11/08/16.
Relocation
$123/unit
partially
adopted
12/20/16,
covered and
effective
01/2017.
government
subsidized
San Francisco Board of
Supervisors
6/79. Last
amended
12/19.
873,965 Rent Board Required $59.00/apartm
ent unit,
$29.50/residen
tial hotel room
Santa Ana City Council 10/19/2021 310,227 TBD TBD $100/unit Santa Monica Voter Charter:
4/10/79. Last
93,076 Rent Control Required $198/unit
amended 2010. Board
Tenant
Relocation:
2/27/90 last
amended
3/28/17.Tenan
t
Harassment:
10/10/95 last
amended
01/13/15.
Unincorporate
d Los Angeles
County
Board of
Supervisors
Effective
04/1/20.
1,057,162 Rental Housing
Oversight
Commission
Required Before 4/22 -
Free, May -
Sept 2022 -
$90/fully
covered units
West
Hollywood
City Council 6/27/85. Last
amended
12/2019.
35,757 Rent
Stabilization
Commission
Required $144/unit full
$60/unit
partial
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 88 APPENDIX E: RENT STABILIZATION POLICIES (2023)
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 89 Municipality Restriction Ordinance
Alameda Landlords are limited to the base rent charged as of 9/1/19 plus the Annual General Adjustment (AGA). For tenancies beginning after 9/1/19, the base rent is the initial rent amount.
The AGA is calculated using 70% of the regional Consumer Price Index (CPI), with a 1% floor and 5% ceiling. Each year in May the Program Administrator announces the AGA effective
September 1st. A Landlord who does not increase rent by the full amount allowed annually can "bank" the unused portion and impose it in a later year. A new AGA of 3.5% went into effect on September 1, 2022. However, special Pandemic "winddown" rules apply. See the Alameda Rent Program FAQ.
Alameda, California Code
of Ordinances
§§ 6-58.10 - 6-58.155
Antioch Effective 7/23/22 landlords may increase rent once every 12 months, limited to 60 percent of the local CPI or 3%, whichever is less. Single-family homes without accessory units,
condominiums and cooperatives are exempt as are units first certified for occupancy after 2/1/95.
Antioch Municipal Code
Title 11,
Chapter 1. §§ 11-1.01
- 11-1.013. Rent
Stabilization.
Baldwin Park Rent is effectively limited to 5% per 12-month period (based on the Consumer Price Index) of the "base rent ceiling" (rent in effect on 3/5/19, or if none the initial rent charged on the first day of tenancy).
Baldwin Park
Code of Ordinances
Chapter 11
§§ 129.01 - 129.78
Bell Gardens Rent increases are limited to 50% of the local CPI or 4%, whichever ls less.
Bell Gardens Municipal
Code
Chapter 5.62,"Rent
Stabilization", and
Chapter 5.63, "Tenant
Eviction Protections".
Berkeley Each January 1st rent ceilings are increased by the Annual General Adjustment (AGA). The AGA is set by October 31 of the preceding year, but has been 65% of the percentage increase of the regional Consumer Price Index (CPI) since 2005. Landlords or tenants may petition for exception.
Berkeley Municipal Code
§§ 13.76.110 - 13.76.120
Beverly Hills Landlord may increase rent once every 12 months, limited to 3% of the current rent, or the regional Consumer Price Index (CPI), whichever is higher.
Beverly Hills Municipal
Code § 4-6- 3
City of Commerce Rent increases are expressly subject to the provisions of AB 1482 California Tenant Protections Act(Cal. Civ. Code
§§ 1946.2 and 1947.12).
City of Commerce
Municipal Code §§
19.40.010 - 19.40.090
Culver City The rent as of 10/30/20 on then-existing tenancies, or the initial rent charged on tenancies beginning thereafter, is the "base rate" from which increases are calculated.
Increases are limited per 12-month period to the average annual change in the Consumer Price Index (CPI) with a cap of 5%; if the CPA increase is less than 2%, the cap is 2%. Landlords can petition for an increase above the cap amount. (CCMC §
15.09.215).
Culver City Municipal
Code §§ 15.09.200 -
15.09.270
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 90 Municipality Restriction Ordinance
East Palo Alto Annual rent increases are limited to 80% of the percentage increase in the regional Consumer Price Index (CPI). Overall increase may not exceed 10% in any 12- month period.
East Palo Alto, California
Code of Ordinances §§
14.04.040, 14.04.090
- 100
Fairfax Rent increases are limited to 60% of the percentage increase in the regional consumer price index (CPI) annually. Overall increase may not exceed 5% total. The cap is retroactive to 2/2/22.
Fairfax Town Code Title
5, Business.
Chapter 5.55 "Rent
Stabilization Program" §§
5.55.010-5.55.120.
Gardena Rent increases exceeding 5% are subject to mediation and binding arbitration.
Gardena Municipal Code
§§ 14.04.010 - 14.04.300
Glendale No limit on rent increases but increases exceeding 7% over any 12-month period may trigger relocation payments if tenants choose to vacate rather than renew.
Glendale Municipal Code
§§ 9.30.10 - 9.30.100
Hayward Rent increases are limited to 5% per year absent exception.
Landlords may "bank" annual increases, but aggregate rent increases cannot exceed 10% in any year.
Hayward Municipal Code
§§ 12:1.01 - 12:1.21
Inglewood The base rent amount for calculations is the rent in effect on 6/18/19 or the initial rent for tenancies starting thereafter.
Only one increase is allowed every 12 months, calculated from the day the increase first takes effect.
For residential properties with five or more units, the maximum increase is 3% or the cost of inflation (whichever is greater), as measured by the local CPI. The increase cannot exceed 10%. For residential properties with four or less units, the maximum increase is 5% PLUS the cost of inflation as measured by the local CPI. The increase cannot exceed 10%.
Inglewood Municipal
Code §§ 8-125 - 8-
234
Los Angeles Only one rent increase is allowed every 12 months based upon the regional Consumer Price Index (CPI). Effective July 1, 2020, the annual allowable increase is 3%.
Los Angeles Municipal
Code §§
151.00 - 155.09
Unincorporated
Los Angeles
County
Only one rent increase is allowed annually, based on the change in the regional Consumer Price Index (CPI) up to a total of 8% including pass-throughs and fees.
Los Angeles County Code
§§ 8.52.010 - 8.52.200
Los Gatos Rent may be increased only once annually and the increase cannot exceed the greater of 5% of existing rent, or 70% of the regional Consumer Price Index (CPI). The landlord can always increase rent with tenant's written consent.
Los Gatos Town Code
§§ 14.80.010 -
14.80.315
Mountain View Rents may be raised starting September 1st each year by Boarddetermined amount that is no less than 2%, nor more than 5%, of the existing rent. Landlords may "bank" annual rent
increases.
Mountain View Code of
Ordinances §§ 1700 -
1720
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 91 Municipality Restriction Ordinance
Oakland Rent may be increased once in any twelve-month period.
Increases are limited based upon the local Consumer Price Index (CPI) or to prior "banked" increases but cannot exceed 60% of the percentage increase in the CPI for April of that calendar year from April of the immediately preceding calendar year, or 3%, whichever is lower. From 8/1/22 through 7/31/23 the limit is 3%.
However, landlords may increase rent up to 5% for each
qualifying additional tenant. Owners may also increase the rent when a tenant doesn't use the unit as a principal residence.
Subtenants are also protected from overcharging by primary tenants.
Oakland Municipal Code
§ 8.22.065 et seq.
Oxnard Rent increases are limited to 4% annually, and one increase in any twelve (12) month period.
Oxnard City Code §§ 27-
21 – 27-23
Palm Springs Only one rent increase is allowed annually, limited to 75% of the increase in the regional Consumer Price Index (CPI). Rent control is permanently removed after the tenant voluntarily vacates or is evicted for cause. As a result, few properties remain subject to rent control.
Palm Springs Municipal
Code §§
4.02.010 - 4.08.190
Pasadena Only one rent increase is allowed annually, limited to 75% of the increase in the regional Consumer Price Index (CPI).
Pasadena Municipal Code
§§ 1801-1824
Richmond Only one increase is allowed annually, limited to the lower of either 60% of the increase in the regional Consumer Price Index (CPI), or 3% of current rent, whichever is lower.
Richmond Code of
Ordinances §§
11.100.010 -
11.100.130
Sacramento Rent increases cannot exceed 5% plus the percentage of annual increase in the cost-of-living adjustment promulgated by the U.S. Department of Labor, Bureau of Labor Statistics. The total increase is capped at 10% annually, and only one increase is allowed in any 12- month period.
Sacramento City Code
§§ 5.156.010 -
5.156.150
San Francisco Annual rent increases are limited to 60% of the regional Consumer Price Index (CPI).
San Francisco
Administrative Code
§ 37.3
San Jose The "Annual General Increase" is limited to the monthly rent for the previous 12 months, multiplied by 5% via one annual increase. The Landlord must petition for a higher increase.
San Jose Municipal Code
§17.23.310
Santa Ana Rent increase are expressly for buildings with certificate of occupancy on or before 1/1/95, annual rent increases are limited to the lower of 3% per year, or 80% of the percent change in the Consumer Price Index over the most recent 12- month period. The allowable increase is published no later than June 30 of each year.
Santa Ana Municipal Code
§§ 8- 1998.1 –
8- 1998.3.
Santa Barbara Rent increase are expressly subject to the provisions of AB 1482 California Tenant Protections Act(Cal. Civ. Code
§§ 1946.2 and 1947.12).
Santa Barbara Municipal
Code §§
26.50.010 - 26.50.070
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 92 Municipality Restriction Ordinance
Santa Monica The Rent Control Board determines each year's increase ("General Adjustment" or GA). The Maximum Allowable Rent (MAR) for any unit is its base rent plus the increase allowed per the annual GA.
In November 2022 voters approved Measure RC, which caps future general adjustments at 3% beginning February 2023, and reduces the MAR to .8% through August 2023 - effectively bringing the 2023 average rent increase to 3%. The city has a helpful webpage for determining allowable increases here.
Santa Monica City
Charter Amendment
§§ 1800 - 1821
Thousand Oaks Rent control is very limited–it only applies to tenants who have resided in the same unit since 1987.
Thousand Oaks Rent
Stabilization Ordinances
Nos. 755- NS, 956-NS,
1284-NS
West Hollywood Rent increases are limited to 75% of the increase in the regional Consumer Price Index (CPI) during the preceding 12 months.
West Hollywood
Municipal Code §§
17.36.020 et seq.
https://www.nolo.com/legal-encyclopedia/california-rent-control-law.html Source: Nolo.com a wholly owned subsidiary of MH Sub I, LLC
Cost of Services Study: City of Cudahy Rent Stabilization Program Page | 93 Revenue & Cost Specialists, LLC
1519 E Chapman Ave, Ste C
Fullerton, CA 92831
Tel (714) 992-9020
www.revenuecost.com
Blank Page
“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024
STAFF REPORT
Date: December 3, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager/Executive Director
By: Johncito “John” Peraza, Assistant to the City Manager Subject: Republic Services Proposal for SB1383 Amendment Implementation and Compliance
RECOMMENDATION
The City Council is requested to select either Proposal 2 or Proposal 3 submitted by Republic Services for the implementation and compliance of SB1383.
BACKGROUND
As of January 1, 2022, all residents and businesses in California are required to recycle food and yard waste. Acceptable materials include food waste, green waste, landscape and pruning waste, non-hazardous wood waste and food-soiled paper products.
SB1383 requires local governmental agencies to provide organic waste services within its jurisdiction. Organic waste includes food, green material, landscape, prunings, lumber, wood, paper products, printing and writing paper. The City of Cudahy contracts with Republic Services for recycling and trash hauling services.
Effective July 1, 2024, SB1383 requires local governmental agencies to begin enforcing the said regulations. The regulations aim to divert 75% of organic waste from landfills and a 20% increase in edible food recovery by January 1, 2025.
The City of Cudahy is currently non-compliant with the regulations set forth by SB1383. The City has been in ongoing discussions with Republic Services since November 2023 to discuss a contract amendment for SB1383 implementation and compliance services.
Item Number
14A
“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024
ANALYSIS
The City of Cudahy is currently non-compliant with SB1383. CalRecycle has informed the city that findings of it implementation audit are to be expected to be released by December 1, 2024.
Republic Services has provided the city with three potential options to consider as follows to implement service for organic waste in the city. “Term” to be defined as the tenure of the existing agreement with Republic Services.
• Proposal 1: Term Remains the same
o Residential Year 1 will start at $32.92 per month. Commercial Year 1 will start at $463.53 per month. No changes will be made to the city’s existing agreement with Republic Services and will keep the annual increase tied to the Consumer Price Index for regional and disposal levels.
• Proposal 2: Term Remains the same
o Residential Year 1 will start at $29.93 per month and see an increase to $32.92 in the second year. Commercial Year 2 will start at $421.39 and see an increase to $463.53 in the second year. The annual increase will be tied to the Consumer Price Index related to Water, Sewer and Trash levels.
• Proposal 3: Term extension of three years
o Residential Year 1 will start at $29.93, $31.40 in the second year and $32.92 in the third year. Commercial Year 1 will start at $421.39, $442.04 in the second year and $463.53 in the third year. The annual increase will be tied to the Consumer Price Index related to Water, Sewer and Trash levels. This option extends the existing term by three years.
On August 20, 2024, the City Council selected Proposals 2 and 3 for further review. The Council directed City Staff to return to a future meeting with additional information on these proposals from Republic Services. This report should include a detailed breakdown of cost increases and
“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024
their accuracy, an overview of education and outreach efforts conducted, the number of waivers collected, how many multi-family units could accommodate an additional bin, the number of commercial units (including multi-family and mobile home parks) in Cudahy, and the potential effects of SB 1383 on these units.
The City contracted Ugarte and Associates LLC to conduct SB1383 implementation outreach and waiver canvassing to the business community and multi-family properties. The services were provided during the term of the contract being September 26, 2024 – November 4, 2024, following a fourteen (14) days extension authorized by City Manager on October 21, 2024. The communications firm conducted an outreach campaign that included text messaging, phone banking, and conducting door-to-door visits. CalRecycle advised that waiver requests forms must be requested by the property owners. The outreach conducted placed an emphasis on property owners in sharing the effects of SB1383 and simultaneously offering assistance with submitting a waiver request form to the City for review.
Businesses and properties targeted for outreach were contacted three times. Ugarte and Associates LLC reached out 150 business properties and 200 multi-family (4+ units) properties. 100 business or property owners expressed an interest in applying for a waiver. 15 applications have been submitted to the City for review. Based on guidelines provided by CalRecycle, Republic Services will review if submitted waiver request forms meet the criteria for a de minimums, space constraint or third-party hauling waiver.
CONCLUSION
Recommending that the City Council select either Proposal 2 or Proposal 3 submitted by Republic Services for the implementation and compliance of SB1383.
STRATEGIC PLAN CORRELATION
Goal D: Financial Stability and Transparency
2. Provide regular updates to the City Council and community about the City’s finances.
FINANCIAL IMPACT
There will be no current impact to the City’s General Fund. Based on the final decision of the City Council of the above options, contract amendments will be prepared. The updated rates will be sent to the customers to pay via Republic Services for the cost of implementation of SB 1383.
“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024
ATTACHMENTS
A. Republic Services Proposal Cudahy CA SB1383
SB1383 Compliance
RSG Proposal for SB1383 Amendment
Implementation and Compliance
July 18, 2024
Attachment APage 173 of 1219
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page i
Table of Contents
Executive Summary....................................................................................................1 Customer Care .......................................................................................................1 Our Values .............................................................................................................1 Local Leadership with National Support......................................................................3 Sustainability .........................................................................................................4 Safety ................................................................................................................4 Talent ................................................................................................................5 Climate Leadership ..............................................................................................5 Communities.......................................................................................................5 Sustainability as a Platform for Growth ......................................................................5 Renewable Energy ...............................................................................................5 Polymer Centers/Blue Polymer ..............................................................................6 Environmental Services ........................................................................................7 Public Education and Outreach.....................................................................................8 Website .................................................................................................................8 Republic Services App .............................................................................................8 Reference Guides & Collateral...................................................................................8 Welcome Packet .....................................................................................................9 Annual Education Updates........................................................................................9 Oops Tags..............................................................................................................9 Presentations to Schools and Other Community Organizations......................................9 Creating Sustainability Focused Generations ...........................................................9 Public Events........................................................................................................11 Curbing Contamination ..........................................................................................11 Pricing Proposal .......................................................................................................12 Recommendation to Proceed .....................................................................................12
SB1383 Compliance
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page 1
Executive Summary
Republic Services is the national leader
in environmental services. We currently
partner with more than 2,000
municipalities to deliver essential
services while making meaningful
progress toward your climate action
plans.
Customer Care
Republic Services is so much more than a
traditional hauler of municipal recycling and
waste. By offering differentiated products,
services and experiences to meet our
customers’ wants and needs, we drive
customer loyalty and satisfaction. We
continue to invest in and enhance our
customer-facing technology. We also use
our RISE platform for visibility into our
dispatch and collection operations. This
technology equips our dispatchers with realtime routing information and enhanced data visualization tools. RISE has significantly
increased connectivity with our customers,
offering them the ability to “Track My Truck”
— which further improves productivity and
transforms our overall operations.
We know our customers care about
recycling, and they have demonstrated a
willingness to pay for it. We work with our
municipal partners in transforming recycling
into a more durable, economically
sustainable business model. Recycling is
essential to our sustainability platform, and
we continue to invest in it for the long term.
Most evident is our innovation and
investment to develop the nation’s first
polymer and Blue Polymer centers, which
deliver the production-quality plastic
polymers and olefins to enable true plastic
circularity, with capacity to cover all of our
operations in North America.
Our Values
Republic Services is your low-risk,
best value partner
▪ 30 years continuously serving Cudahy,
CA
▪ Customer-centric ‒ 94% customer
retention
▪ Safer ‒ 33% better safety performance
than industry average over the last
decade
▪ Environmental Responsibility ‒ #15 on
Barron’s 2023 100 Most Sustainable
Companies
▪ The country’s second largest collector of
plastics
Figure 1. Your Low-Risk, Best Value Partner. Republic Services is proud to lead the industry in many key factors that make us a preferred partner for municipal recycling and waste services.
Strengths of our Company Benefits to Municipality
99.9% pickup reliability rate Happy community; fewer calls to city hall 33% better safety performance than industry
average over the last decade
Fewer incidents; safer community streets for
children at play
Simple solutions for your community
recycling and waste needs
Easy access to solutions for the growing
number of waste streams
Recognized as #15 on the 2023 Barron’s list
of 100 Most Sustainable Companies
Peace of mind that your partner is a global
leader in sustainable initiatives
Most advanced, integrated Customer
Resource Centers in the industry
Hundreds of trained agents networked
together nationwide, organized in pods that
focus on your market
Web- and smartphone-based app for easy
access by community residents to relevant
information
Stronger communications and easier alert
and news dissemination
Robust community education and outreach Communities educated on recycling produce less contamination and greater diversion
SB1383 Compliance
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page 2
Our company culture is anchored in five core
values that guide us as we serve our
customers every day.
▪ Safe – We protect the livelihoods of our
colleagues and our communities.
▪ Committed to Serve – We go above
and beyond to exceed our customers’
expectations.
▪ Environmentally Responsible – We
take action to improve our environment.
▪ Driven – We deliver results the right
way.
▪ Human-Centered – We respect the
dignity and unique potential of every
person.
By adhering to these core values, and
constantly striving to improve on them, we
deliver superior service and lead the
industry as the most sustainable partner for
municipalities.
Figure 2. Five core values guide us as we serve our customers every day.
SB1383 Compliance
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page 3
Local Leadership with National
Support
Our local team is vital to the continued
successful delivery of this contract and its
daily operations. This team’s unique
combination of experience ensures quality
service for the duration of the contract. Our
local and area management teams have
extensive experience operating and
managing waste companies, and they have
longevity in the region. Because of this, we
are proactive in anticipating customers’
needs and adjusting to market changes. We
also implement best practices to continue
improving our operations and customer
service.
General Manager- Jason Bond
Operations Manager- Amias Callender
Maintainace Manager- Robert Deiro
Municipal Manager- Jorge Herrera Avila
Municipal Supervisor- Ruben Martinez
While our local business operation teams are
fully empowered and accountable for
delivering on our commitments, they are
also backed by the support and breadth of
our area and corporate leadership teams.
Together these teams are capable of
amassing expertise and support to respond
to any challenge, even during times of crisis
such as COVID-19 and natural disasters. In
times like this, our area and corporate
teams activate to ensure our people are safe
and assets are operational so we can quickly
return to normal operations. This is a
considerable benefit and risk mitigation to
Cudahy, CA that many other providers in
the industry are unable match.
Figure 3. Local team with a national network. Republic Services delivers essential services and Emergency Response across North America.
SB1383 Compliance
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page 4
Sustainability
The breadth and scope of our sustainability
platform is earning noteworthy recognition.
Our safety program leads the industry. Our
fleet is reducing its carbon impact. And our
landfills generate renewable energy.
We are Sustainability in Action™. We are
guardians of our environment and shoulder
the responsibility of protecting it. We lead
by example, working diligently to decrease
our vehicle emissions, create innovative
landfill technologies, generate and use
renewable energy, and cultivate community
engagement and employee growth
opportunities. We are privileged to serve
millions of customers nationwide.
Republic Services’ multifaceted sustainability
platform revolves around four elements:
Safety, Talent, Climate Leadership and
Communities. These elements form the
foundation of our 2030 Sustainability Goals.
Safety
We prioritize safety above all else. When
people feel safe, they can fully participate in
the daily opportunities available to them.
Republic Services has a consistently low
occurrence of incidents and accidents. We’re
known for our strict focus on safety and
corresponding best-in-industry, multifaceted and well-organized safety program.
We have a 33% better safety performance
than the industry average for the last 10
years based on OSHA recordable data.
Employees, the public and rate payers all
benefit from our dedication to safety. We
have been and will continue striving to be
the safest waste services company in North
America.
Figure 4. Our 2030 Sustainability Goals encompass Safety, Talent, Communities and Climate Leadership.
SB1383 Compliance
RSG Proposal for SB1383
Amendment Implementation
and Compliance
Competition Sensitive Page 5
Talent
Engaged employees are the greatest
indicator of our success. We provide ongoing
job training, growth and development
opportunities for our employees at every
level. We are invested in them and look for
meaningful ways to demonstrate our
appreciation for the hard work and
dedication they show every day. Our
inclusion and diversity efforts help to ensure
everyone can bring their best selves to work
each day.
Republic Services’ local offices are staffed
with a team of nearly 200 professionals who
take personal responsibility for serving
customers with care. We are an industry
leader with a national network, decades of
experience, diversified capabilities and
expertise serving clients of all sizes —
including, proudly, Cudahy, CA.
Climate Leadership
In 2017, Republic Services announced its
Sustainability Platform, and from it, our
2030 Sustainability Goals were born. These
ambitious goals help us do best by our
environment, keep us accountable to
responsible disposal and benchmark our
successes.
Communities
We are dedicated to being a good neighbor
in the communities where we live and work.
This includes investing in customer
engagement, philanthropic giving,
volunteerism, environmentally responsible
infrastructure, and operating in our markets
at the highest standards.
Republic Services’ community engagement
plan is based on the needs of communitybased organizations and civic and business entities in Cudahy, CA. We have a track
record of giving to and spending in Cudahy,
CA.
Sustainability as a Platform
for Growth
Our sustainability efforts include major
investments in our planet’s future. We
actively innovate and drive the industry in
new directions, which will ultimately
transform the ways in which recyclable
materials achieve circularity. We are also
dramatically reducing emissions attributed
to landfills and fleet vehicles. Four relevant
examples of our effort and leadership are
outlined below and directly relate to our
third-party recognition and awards.
Renewable Energy
Our landfills safely and responsibly handle
our customers’ waste. These sites also
provide a lesser-known benefit: renewable
energy production.
When organic waste breaks down in a
landfill, the natural process creates biogas,
which largely consists of methane. We
capture this gas though collection systems
and, for many years, have utilized it to
generate energy. Our legacy landfill gas-toenergy (LFGTE) projects produce electricity for the public utility grid.
Today, demand for renewable energy is
driven by efforts to decarbonize and reduce
emissions, so our focus has shifted to
producing renewable natural gas (RNG).
RNG can be used for a variety of
applications to displace conventional gas
from fossil fuels. As a transportation fuel,
RNG can reduce emissions up to 70%, which
has made it highly valued in the
marketplace.
To help meet this rapidly growing demand,
we recently announced a joint venture with
bp to develop 40 landfill RNG projects across
the U.S. This venture is the nation’s largest
RNG portfolio build-out to date, offering
both environmental and economic
sustainability.
Once fully operational, these projects are
expected to generate approximately 12.5
million MMBtu of RNG annually — equivalent
to the average annual natural gas usage of
nearly 200,000 residential customers in the
United States. We are already engaged in 68
LFGTE projects around the country, and
these additional deployments give us scale
to make a significant, direct climate impact.
Once all 40 projects are operational in 2027,
we anticipate capturing and beneficially
reusing 70% of our total landfill gas and
making significant progress toward our
Renewable Energy goal.
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Polymer Centers/Blue Polymer
Plastics circularity has traditionally been a
challenge in the recycling industry. While
many people do their best to recycle, the
lifecycle potential of different recycled
materials is not broadly understood. While
an aluminum can is generally recycled back
into a new can, a water bottle or detergent
jug is more likely to be remade into
products such as textiles, carpet or
construction pipe instead of a new bottle or
jug. These “downcycled” products have few
options for further recycling, so their
lifecycle tends to be finite — not circular.
But demand is growing for recycled plastics
that can be reused in consumer packaging,
and the current supply is not keeping up.
Republic Services wants to keep plastic
packaging in the circular economy.
We have an innovative solution: the
Republic Services Polymer Center, the
nation’s first integrated plastics recycling
facility. The facility is designed to directly
address increasing demand from consumer
brands and packaging manufacturers for
recycled plastic, driving value for recovered
resins and enabling greater circularity.
Our first Polymer Center in Las Vegas
processes plastics from Republic Services’
recycling facilities. More centers are
planned.
Republic Services has entered into a joint
venture with Ravago, a leader in polymer
recycling and distribution, to create Blue
Polymers, a partnership to advance
circularity in the plastics industry. The new
facilities will utilize recycled polyethylene
and polypropylene from Republic Services’
Polymer Centers to create high-quality,
recycled resin for consumer packaging and
other applications. The process will convert
high-density polyethylene and polypropylene
into fully formulated products for use in both
food-grade and non-food-grade sustainable
applications.
Figure 5. Recognition supports our approach. Engaged employees and leadership make Republic Services an employer of choice.
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Environmental Services
In May 2022, Republic Services acquired US
Ecology, a leading provider of environmental
solutions offering treatment, recycling and
disposal of hazardous, non-hazardous and
special waste.
This acquisition allows us to provide
customers with the most complete set of
environmental services in the industry.
US Ecology adds a national platform of
difficult-to-replicate assets and talent to
Republic Services, including: nine specialty
waste landfills with five hazardous waste
landfills; 16 RCRA-permitted treatment,
storage and disposal facilities (TSDFs);
seven wastewater treatment facilities; and
more than 100 environmental services field
locations.
Customers with multiple recycling and waste
service needs value the ability to consolidate
services with a single partner that has a
successful track record of safety, compliance
and environmental responsibility.
These important new service capabilities
mean we can now safely and responsibly
manage more of the non-standard waste
collection and processing tasks that are
critical to all municipalities across the
country. Residential customers can enjoy
drop-off or collection programs for
household hazardous waste, electronics,
universal waste or medical sharps.
Commercial and industrial customers can
now expand their collection program to
include vacuum cleanout services, collection
of oils or solvents, or other unique materials
that come from the business or
manufacturing process.
Lastly, municipalities can now enjoy a single
partner that supports cleanups of
abandoned waste, homeless encampments
and drug labs seized by police, as well as
emergency response to spills, remediation
or natural disasters.
For example, the Republic Services team
was at the forefront of cleanup efforts after
an oil spill off Southern California’s coast in
October 2021. A third party’s pipeline had
ruptured, resulting in more than 125,000
gallons of crude oil washing ashore. When
called into service, we quickly mobilized 250
people who supported recovery efforts
including the collection, transport and
disposal of oil-soaked waste.
Figure 6. Emergency Response Services
– We were at the forefront of cleanup efforts
after an oil spill off Southern California’s
coast in October 2021.
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Public Education and
Outreach
Public education is critical to
maintaining an efficient and costeffective program for environmental services in your community.
The goal of Republic Services’ public
education and outreach program is to
educate residents on industry trends and
best practices, and the specific programs in
your contract. We do this by engaging
community groups and business
associations, to educate residents and
businesses about the key elements of the
program, including relevant program
changes, and highlighting customer service,
cost, environmental benefits and state
requirements.
Website
The Republic Services website is designed to
be a one-stop resource for current and
potential customers. They will find news
updates, collection information and
educational tools. The educational program
provides in-depth information for both
residential and commercial customers, and
the programs are downloadable and can be
used for outreach and environmental
initiatives.
RepublicServices.com provides in-depth
content specific to residential and
commercial needs. If the customer is
directly billed by Republic Services, they can
also inquire into billing-related questions or
even view and securely pay their bill.
Residential customers will also find
resources for recycling and environmental
needs.
Business pages allow users to login and
view/pay their bills, view billing history, and
schedule pickups. Commercial users will also
find resources on how to responsibly dispose
of electronics waste, hazardous household
material, and other environmentally harmful
materials.
On the main page of RepublicServices.com,
visitors will be able to view a video clip of
recycling education that features our “closed
loop” recycling collection program. This
video can easily be edited to focus on any
new initiatives agreed upon with Cudahy,
CA. Additionally, residents can view a video
on our new Plastics Polymer center featuring
our innovative techniques for creating
plastics circularity.
Republic Services App
Our application for mobile devices can be
used to schedule a pick-up, report a missed
pick-up, receive service notifications, search
additional products and services, and much
more. It can be easily downloaded from the
App Store for Apple users or for Android
users from Google Play.
Reference Guides & Collateral
As part of the initial program
implementation our ongoing education
We develop and maintain a library of
public education programs and
materials that our municipalities can
leverage to drive awareness
▪ Instant access to information via
website and the Republic Services app
▪ Facility tours
▪ School education and take-home
materials
▪ Videos and public service
announcements
▪ Community newsletters
Figure 7. Republic Services’ Website.
RepublicServices.com is a one-stop resource.
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efforts, we provide the following materials to
ensure that residents are fully aware of the
services provided by Republic Services and
how to properly use these services.
Welcome Packet
At the commencement of service, Republic
Services will provide an initial information
packet to residents. This packet will contain
information on the services offered and
proper preparation procedures. In addition,
the packet will contain information on
additional services and products offered by
Republic Services as well as a collection day
reminder for their specific location. This
packet will also be made available to new
residents that move into Cudahy, CA.
Annual Education Updates
Republic Services will mail each household
an annual reference guide for collection
services. This reference guide will contain
information on collection services as well as
any updates for acceptable or unacceptable
materials. The reference guide will also
contain information on new products and
services available to residents.
Oops Tags
Oops tags are our first line of education for
residents that have placed unacceptable
items at the curb for collection. Drivers and
route supervisors will leave an oops tag with
the resident if a material cannot be picked
up. Oops tags will provide the reason why
the item was not picked up as well as a
phone number to call for further follow up
information.
Presentations to Schools and
Other Community
Organizations
Republic Services is a well-known friend,
supporter and partner to local schools in
Cudahy, CA. We believe that providing an
environmental education to students will
build a foundation and an appreciation to
preserving and protecting the planet.
Students, in turn, bring this knowledge back
to their families and become catalysts for
promoting sustainable habits at home.
Republic Services provides teachers, staff
and students with training on proper
diversion and disposal practices. We place
significant emphasis on the importance of
recycling as it diverts reusable materials
from being disposed in and allows for a
longer lifespan for local landfills.
We provide education on all aspects of
environmental stewardship including trash,
electricity, water, paper, chemical, and
emissions reductions. Our goal is to
empower students to utilize what they have
learned in their school communities about
environmental sustainability to make a
global impact.
Creating Sustainability Focused
Generations
In order to teach and influence the future
generations in our municipalities, Republic
Services will engage school administrators,
faculty, staff and students in efforts to drive
public education in the scholls. Once
enrolled, the entire school community will
Figure 8. Online Options. About 2.6 customers
use Republic Services online and app-based
solutions to instantly access important
information on services.
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receive specialized education based on that
group’s role in promoting recycling.
Republic Services will include the following
elements when addressing the education
and training needs of each community
member:
1.) Communication and Feedback
Republic Services will communicate the
availability of educational resources to each
school’s administrators through a variety of
outlets prior to the opening of school each
fall. In addition, a recycling representative
will follow up and respond to school/teacher
requests for educational materials,
resources, and presentations throughout the
year.
2.) Logistical Training
Republic Services will meet with
administrators, faculty, facilities personnel,
and parents (through PTA meetings and
other means) initially, and as needed, to
establish and provide training on internal
materials capture systems. We will provide
educational curriculum and program how-to
information in a fun format, such as
storytelling, recycling relays, competitions,
waste audits and videos. Educational
curriculum, activities and presentations are
geared toward grade level/age groups.
3.) Recycling Champions
Republic Services will work with all schools
within the district to identify a recycling
champion within each school who will act as
the school’s recycling coordinator. This
coordinator will monitor faculty, staff and
administrators for optimal, proper recycling
program participation, knowledge, and
utilization of educational resources provided
by Republic Services and other sources.
They will also communicate recycling
program results to students and staff.
4.) District Recycling Committee
Republic Services proposes that the school
district recycling committee be comprised of
the identified recycling champions named in
item 3 above and headed by a district
administrator and a Republic Services
recycling representative. The recycling
committee will meet according to need and
district preference until recycling programs
are functional in all schools.
5.) Recycling Education
All educational materials will be provided in
the primary languages represented in the
student body of the district and can be
found at RecyclingSimplified.com
Republic Services involvement with local
schools goes beyond how we can help with
environmental education; we also believe in
supporting students at all levels. For
example, we provide educational and safety
programs at local schools featuring
characters such as Recycling Rosie, Garbage
Gus and Driver Mike.
The presentation is interactive and features
information on how to recycle and teaches
children how to be safe around collection
vehicles. Children receive a complimentary
coloring book that reinforces the safety
message. At the end of the presentation,
children are escorted out to the parking lot,
where a Republic Services truck and driver
are on hand so that children can sit in the
cab, view the controls, and ask the driver
questions.
Republic Services also encourages an annual
recycling contest among local elementary
schools. Each school is challenged to reduce
waste, recycle more, and separate their food
scraps for composting. Schools will compete
for the greatest year-over-year diversion
results (measured Fall through early
Figure 9. Engaging kids through schools. We
believe that providing an environmental
education to students will build a foundation and
an appreciation to preserving and
protecting the planet.
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Spring). The winning school is rewarded
with an all-expenses paid recycling fair that
will feature multiple activity stations
including recycled art projects, an
opportunity to view the inside of a recycling
collection truck, and products made from
recycled materials.
In addition to providing a unique and
comprehensive school outreach program,
Republic Services plans to reach out to
various community organizations such as
the Chamber of Commerce, Rotary, business
associations and other appropriate groups to
provide detailed recycling outreach
education and offer tools and support for
successful programs.
Public Events
Republic Services will be a true leader in
Cudahy, CA, not only because of our
dedication to excellence in service, but
because we are a proud community partner.
We participate in numerous community
events on an annual basis and propose to
build on these existing efforts by partnering
with Cudahy, CA.to develop and launch a
sustainability-themed outreach schedule for
public events.
The program would involve creating a family
of “green” recycling-specific educational
hand-outs, and a common, customizable
booth design that could be used at local
street fairs, art festivals and concerts.
Republic Services will not only continue to
provide service and assistance to community
events, we will also work with event
planners to bring additional value. This
would include upfront planning for logistics
detail, such as placement of dumpsters,
providing a full contingent of dumpsters at
each collection point with clear messaging to
encourage recycling participation, clean up
services, sponsorships and educational
materials.
We see this as an opportunity to engage
with the community to become even
stronger and more vibrant. Cudahy, CA can
count on Republic Services to be a true
corporate citizen and community partner in
greening the Cudahy, CA service area and
educating residents and businesses every
step of the way.
Curbing Contamination
The best way to reduce contamination is at
the source, with both restricted access lids
and spot checks.
Our drivers are well trained to check for and
document contamination every time they
service a cart or dumpster. The driver can
then remotely update the account to reflect
the contamination note, allowing our
dedicated staff to notify the customer and
offer one-on-one assistance. We work
closely with each customer to develop a
solution to their contamination problem. We
can also provide resources to the city they
can share with residents and property staff.
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Pricing Proposal
Previously, Republic Services has provided
pricing to do a full waiver review on behalf
of the City of Cudahy.
We proposed this with promptness as the
priority and with our partnership we propose
the faster option to be the less expensive
option.
25 days to complete- $24,977.00
50 Days to complete- $29,415.71
As for Hauling and an Amendment we have
the following rate structure.
Residential- $32.92/month
Commercial - $463.53/Month
Each rate now includes trash, recycling and
organics services and be the largest step
towards full compliance with the state.
As we mentioned on our meeting, this rate
assumes 90% participation (10% waivers)
and continuing the CPI language as current.
(90% CPI-All Urban with disposal
component).
Recommendation to
Proceed
Our recommendation would be to start the
waiver process and simultaneously start an
amendment to work through. Either we can
provide that or if you have a draft
agreement, we’d be happy to start there.
Since it will be difficult to nail our
assumptions until we know the full impact of
waivers, we recommend negotiating and
finalizing the cost sheet as the last piece.
Additional Options to
Consider
After careful consideration Republic Services
have come up with two alternative proposals
that achieve the same compliance objectives
with different pricing and a simplified annual
increase methodology. These options in
addition to the original shall present three
paths forward for consideration.
Both proposals below assume set pricing for
the years outlined below and there after
would increase by 100% CPI- Water, Sewer,
Trash with no disposal pass through
component. This simplifies the methodology
and the increase trend closer in line with our
cost increases. In a separate attachment,
we have included 2016-Current for that
proposed index.
First Alterative- 7 Years
Fixed pricing for first two years then CPIWST thereafter.
Year 1 Residential- $29.93
Year 2 Residential- $32.92
Year 1 Commercial- $421.39
Year 2 Commercial- $463.53
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Second Alternative- 10 years (3-year
extension)
Fixed pricing for 3 years with CPI WST
thereafter.
Year 1 Residential- $29.93
Year 2 Residential- $31.40
Year 3 Residential- $32.94
Year 1 Commercial- $421.39
Year 2 Commercial- $442.04
Year 3 Commercial- $463.70
Looking forward to discussions with the City
of Cudahy, we appreciate the partnership
Republic Services has with the city.
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“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024 Page 1 of 2
STAFF REPORT
Date: December 3, 2024
To: Honorable Mayor/Chair and City Council/Agency Members From: Alfonso Noyola, City Manager
By: Raul Diaz, Public Works Director
Subject: Approval of Professional Services Agreement to Provide Design Phase Engineering Services for the Cudahy Citywide Signal Improvements – HSIP Cycle 11 Project – Project No. TRE-009
RECOMMENDATION
The City Council is requested to award a Professional Services Agreement (PSA) to Kimley-Horn and Associates, Inc. (Kimley-Horn) to provide design phase engineering services for the preparation of PS&E Plan, Specifications, and Estimates) for the Cudahy Citywide Signal Improvements – HSIP Cycle 11 Project – Project No. TRE-009 (Project), not to exceed $108,092.01.
BACKGROUND
1. In September of 2022, City staff submitted an application for Highway Safety Improvement Program (HSIP) Cycle 11 grant for a total project cost of $1,353,100 requesting $1,217,790 in HSIP funds.
2. On March 8, 2023, Caltrans released the listing of projects approved for funding under the HSIP Cycle 11, including the City of Cudahy project with a total project cost of $1,353,100 of which HSIP Funds $1,217,790 for the project.
3. On August 15, 2024, the City sent out a Request for Proposals (RFP) to provide design engineering services for the preparation of PS&E (plan, specifications, and estimates) for Cudahy Citywide Signal Improvements Project.
4. On September 11, 2024, two (2) firms submitted proposals, Kimley-Horn and TJKM Transportation Consultants, for the requested engineering design services. The proposals were evaluated based on the established criteria identified in the RFP, including compliance with the RFP requirements, project understanding, approach, experience of Item Number
14B
“Serving The People” "Sirviendo A La Comunidad"
Staff Report
12/03/2024 Page 2 of 2
assigned staff, similar project experience, schedule efficiency, and references.
ANALYSIS
The City was awarded $ 1,217,790 of HSIP Cycle 11 Funds for the Cudahy Citywide Signal Improvements project with a total project cost of $1,353,100. The proposed Project improvements are at signalized intersections along Live Oak Street, Clara Street and Atlantic Avenue. The proposed project involves replacement of traffic signal heads with new retroreflective backplates, installation of high visibility crosswalks and incorporating Lead Pedestrian Interval (LPI) pedestrian signal timing.
City staff issued a Request for Proposal (RFP) to have a Design Consultant provide a complete set of construction documents (plans, specifications, and estimates) approved by all involved jurisdictional and regulatory agencies and is ready for construction bidding for the improvements outlined the RFP and attached documents, including meeting all permit requirements to obtain a permit from the City of Cudahy.
The proposed services from Kimley-Horn include preparing plans, specifications, and estimates for the proposed project and providing bidding and construction phase support services as well as traffic signal timing charts and as-built record drawings.
CONCLUSION
If the City Council approves, City staff will execute the Professional Services Agreement with Kimley-Horn and issue a Notice to Proceed.
STRATEGIC PLAN CORRELATION
Goal E (City Infrastructure and Service Delivery), Objective:
1. Ensure high-quality infrastructure to continue multimodal connectivity throughout the community.
FINANCIAL IMPACT
The Funding for this project will be provided by the project funding with the HSIP Cycle 11 grant funding 90% and 10% City matching special revenue funds.
ATTACHMENTS
A. Design Phase Engineering Services RFP
B. Kimley-Horn Proposal and Fee Schedule
C. Draft Professional Services Agreement between the City of Cudahy and Kimley-Horn
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATE)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
DELIVERY ADDRESS
City of Cudahy
5220 Santa Ana St,
Cudahy, CA 90201
Attn: Ron Bow
Interim Public Works Director
REQUIRED NUMBER OF PROPOSALS
Three (3) hard copies and one (1) electronic
copy (pdf)
CONTACT INFORMATION FOR INQUIRIES
contact via e-mail only, no telephone calls
Ron Bow
Interim Public Works Director
[email protected]
PRE-PROPOSAL MEETING
None
PROPOSAL DUE DATE
September 11, 2024, 4:00 PM
Attachment APage 191 of 1219
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California Table of Contents
Table of Contents
1. Introduction 1
2. Project Description 1
3. RFP Schedule 1
4. Scope of Services 2
5. Key Personnel 4
6. City’s Standard Professional Services Agreement 4
7. Insurance Coverage Limits and Requirements 5
8. Consultant Selection Methodology 5
9. Prevailing Wage Rates 6
10. Contract Award 6
11. Required Format for Technical Proposal Submittal 7
12. Fee Estimate Proposal Submittal 8
13. Questions Regarding This RFP 8
14. Proposal Submittal Protocol 8
15. Pre-Contractual Expenses In Responding To The RFP Preparation 9 Attachments:
Attachment A – Affidavit of Non-Collusion
Attachment B – Claims History
Attachment C – Sample Professional Services Agreement
Attachment D – Project Funding Application
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California Cover Page
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E
(PLAN, SPECIFICATIONS AND ESTIMATES)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
To interested and qualified Consultants:
The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN
ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN,
SPECIFICATIONS AND ESTIMATES) FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT, HSIP CYCLE 11 PROJECT, HSIPL-5369(016).
Requirements for this RFP are enclosed.
In order to be considered in the selection process, interested parties shall submit three (3) hard copies and one (1) electronic copy (pdf) of their Proposals no later than September 11, 2024, 4:00 PM, to:
Ron Bow
Interim Public Works Director
5220 Santa Ana St,
Cudahy, CA 90201
If you have any questions, please contact via email (no telephone calls):
Ron Bow
Interim Public Works Director
[email protected]
Late proposals will not be accepted.
Sincerely,
Ron Bow
Interim Public Works Director
City of Cudahy
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 1
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
1. INTRODUCTION
The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN
ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN,
SPECIFICATIONS AND ESTIMATES) FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT, HSIP CYCLE 11 PROJECT, HSIPL-5369(016).
2. PROJECT DESCRIPTION
The proposed traffic safety improvements include installation of retro-reflective backplates, implementation of Leading Pedestrian Interval (LPI) timing, re-stripe crosswalks to implement high-visibility crosswalks, upgrading controllers, cabinets and battery backup systems at various signalized intersections.
This project (including the requested design services) will be funded by state funds, there are no federal funds involved.
Proposed improvements are described in detail in the Project Funding Application (see Attachment D. Project Funding Application). at various signalized intersections.
3. RFP SCHEDULE
Below is the tentative RFP schedule and is subject to change by the City:
Request for Proposals Posted and Issued August 15, 2024 Deadline for Receipt of Questions August 30, 2024, 5:00 PM Addendum (if necessary) to Respond to Questions September 4, 2024, 5:00 PM Deadline for Receipt of Proposals (RFP Due
Date)
September 11, 2024, 4:00 PM
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 2
Contract Awarded by City Council (tentative) Oct 2024
4. SCOPE OF SERVICES
The project scope includes preparation of all necessary plans and to provide to the City a complete PS&E Bid Package ready for bidding. The following description of work defines the general project requirements. Associated tasks and provisions necessary for a complete project, but not specifically defined herein are to be addressed in the proposal and undertaken within the proposed “Not to Exceed” contract fee.
The scope of work generally includes:
Task 1. Project Management
a. Attend a pre-design (kick-off) meeting with City staff after the award of contract to conduct introductions, discuss scope of work, information needed from various City departments, overall schedule and the implementation process. b. Coordinate bi-weekly progress virtual meetings with City staff to update the City of the project progress, and schedule status. This is also a time for the Consultant to ask any questions of the City or bring up any design issues encountered. c. Coordinate meetings to review the preliminary design, 60%, 90% and 100% submittals with City staff.
d. Provide a detailed project schedule with continuous updates, and executive summary of project status to be submitted with each monthly invoice. e. Maintain continuous awareness of the status of each task as it proceeds and make provisions to expedite and resolve any difficulties that may impede progress.
Task 2. Utility Coordination
a. The Consultant shall ensure the final design is compatible with all utilities within the project area whether they are protected in place, removed, installed, relocated, adjusted, or otherwise modified. This includes contacting each affected agency and coordinating the proposed improvements with them. Any necessary utility work should be incorporated into the construction schedule, if necessary. b. Coordinate with the affected utility companies within the project limits, and any applicable agencies, as necessary, and notify the utility company/agency of the project. Maintain a utility contact matrix documenting contacts, coordination, etc. with utility companies.
c. Perform all necessary research to establish the precise location of all utilities. All utilities (including overhead) must be identified and shown on the plans. d. The preliminary and finals plans are to be sent to all utility companies with a response request.
Task 3. Preliminary Engineering
a. Environmental. The project is assumed to be categorically exempt.
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 3
b. Right-of-Way. All work is assumed to be within existing public ROW. The design consultant shall perform research on available right-of-way maps, assessor parcel maps, and easement information within the project limits. Based on this information, existing ROW information shall be shown on the plans. If any TCEs (Temporary Construction Easements) are necessary, the consultant shall show them on the plans. The City will obtain TCE’s from adjacent property owners. c. Review base data documents including as-built improvement plans, utility information, survey information, and other available record data. d. Conduct necessary field surveys to assess existing conditions of the project area. e. Develop preliminary design plans.
f. Prepare preliminary cost estimate. Identify special conditions that might create conflicts or change orders during construction and identify how to resolve these issues.
g. Prepare Technical specifications.
Task 4. Plans, Specifications & Estimate
a. Plans, Specifications and Estimate (PS&E) shall be provided at levels of completion of approximately 60%, 90% and 100%.
b. The City will provide review comments at the 60%, and 90% design phases. c. It is expected 100% plans will be complete and include comments and input from all stakeholders and appropriate City staff.
d. Specifications shall be furnished using the latest edition of Microsoft Word for Windows. The Consultant shall prepare the Specifications per City requirements and utilize the Standard Specifications for Public Works Construction (“Greenbook”) and Caltrans Standard Plans and Specifications for traffic signal related elements.
e. Estimate shall be prepared in spreadsheet format using Microsoft Excel. f. The Consultant shall create a comment matrix to verify all City comments are addressed with each submittal.
Caltrans LAPM Forms for PSE Certification and E-76 construction authorization:
The selected design consultant’s scope of work includes preparation of necessary technical documents, including necessary Caltrans LAPM Forms for PSE Certification and E-76 construction authorization after completion of PS&E Package, and all documents as necessary to provide the City an approved bid package ready for bid advertisement.
Task 5. Bidding and Construction Support
a. Respond to Requests for Information (RFIs) during the project advertisement period, and log questions and responses.
b. Prepare project addenda.
c. Attend the pre-construction meeting, job walk, and job-site meetings when requested by the City over the course of the construction schedule (assume 5 meetings).
d. Provide responses to the Contractor’s RFIs about the plans and specifications when requested by the City.
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 4
e. Provide responses and approvals to the Contractor’s submittals for materials and shop drawings when requested by the City.
Task 6. Prepare Record Drawings (As-Builts)
a. Prepare as-built drawings based on field red-lined as-built information provided by the City’s Construction Contractor.
Task 7. Prepare Traffic Signal Timing Charts
a. Consultant shall prepare local intersection traffic signal timing charts for each intersection as part of the project to be implemented by the construction contractor.
Submittal Format of documents prepared by the selected Design Consultant:
a. All submittals to City shall be made via electronic submittals. b. All submittal shall be in pdf format.
c. Final submittals shall be dwg (AutoCAD) for plans with wet signed mylars, specifications in MS Word, Estimates in Excel, and all other documents in pdf.
The above tasks are provided as general guidance to the proposing firms. The proposers shall review the RFP and attached documents and conduct any other documents review, research and field reviews as they deem necessary, and provide a detailed scope of services as part of their proposals.
It is the consultant’s responsibility to identify all necessary tasks and components, and provide all necessary services as required and in compliance with the Project Funding Application, Project Funding Agreement, this RFP and all applicable standards and requirements, and provide the City with a complete set of PS&E Bid Package approved by all regulatory and involved agencies.
5. KEY PERSONNEL
It is imperative that the key personnel providing the consulting services have the background, experience, and qualifications to complete the project. The City reserves the right to approve all key personnel individually for work on this contract. All key staff shall be named in the contract. After the contract is signed, the proposer may not replace key staff unless their employment is terminated or agreed upon by the City. The City must approve replacement staff before a substitute person is assigned to the Project.
The City reserves the right to request that the proposer replace a staff person assigned to the contract should the City consider such a replacement to be for the good of the project.
6. CITY’S STANDARD PROFESSIONAL SERVICES AGREEMENT
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 5
The RFP includes a sample of City’s Professional Services Agreement (Agreement) as Attachment C. Proposers shall review the Agreement and provide a statement that they will comply with all aspects of the Agreement, or provide any comments that they would like the City to consider. The City Attorney will review any comment received and make a final decision if all or part or any of such comments may be considered.
7. INSURANCE COVERAGE LIMITS AND REQUIREMENTS
Consultant shall provide Insurance Coverage Limits and Requirements as indicated in this RFP as provided in Attachment C.
8. CONSULTANT SELECTION METHODOLOGY
The proposals will be evaluated based upon several factors. These factors may include:
Evaluation Criteria Max
Points
Completeness of the Proposals and compliance with the required RFP format. 10
Project understanding, scope and approach to develop the project efficiently. 25
Experience and Qualifications of Key Staff. 25
Similar Project Experience, including familiarity with State and Federal procedures. 25
Effectiveness of Project Schedule showing how the proposer will be able to complete the design with required time duration 15 Total Points 100
As part of the evaluation, the City will also contact references listed in the proposal.
One-Step RFP: This Project will use One-Step RFP method per LAPM, as the scope of work is Project–specific and defined.
City Selection Panel will review the proposals received, and rank them based on the above Evaluation Criteria, and establish highest ranked consultant. The City may choose not to conduct oral interviews and negotiate a contract with the highest ranked consultant after the evaluation of written proposals.
At City’s discretion, the City may also conduct oral interviews with the top 3 ranked consultants. If oral interviews are conducted, the City will inform the selected proposers
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 6
and provide the evaluation criteria for oral interviews at that time. After evaluations, the City will select the consultant who has is ranked highest.
After ranking, cost negotiations will begin with the most qualified consultant and only their cost proposal will be opened. Should negotiations fail or result in a price that the local agency does not consider fair and reasonable, negotiations must be formally terminated and the local agency must then undertake negotiations with the second most qualified consultant. If the negotiations with the second most qualified firm are not successful, negotiations must be formally terminated and the local agency must then undertake negotiations with the third most qualified consultant, and so on, until the price is determined to be fair and reasonable by the local agency.
9. PREVAILING WAGE RATES
Depending upon the scope of work, the required contract provisions may include the California State Prevailing Wages (Federal Payment of Predetermined Minimum Wage applies only to federal-aid construction contracts). Prevailing wages will apply if the services to be performed will involve land surveying (such as flag persons, survey party chief, rodman or chainman), materials sampling and testing (such as drilling rig operators, pile driving, crane operators), inspection work, soils or foundation investigations, environmental hazardous materials and so forth. California State Prevailing Wage information is available through the California Department of Industrial Relations websites below. The selected Consultant will need to provide its Prevailing Wage Policy if their participation on the project includes prevailing wage work. The policy will include information on the accounting treatment of delta base and delta fringe, and verify the accounting treatment is consistent every year.
1. DIR FAQ website: http://www.dir.ca.gov/OPRL/FAQ_PrevailingWage.html
2. DIR Wage Determination website:
http://www.dir.ca.gov/oprl/DPreWageDetermination.htm
3. Caltrans Prevailing Wage Interpretive Guidance:
https://ig.dot.ca.gov/resources/interpretive-guidance
10.CONTRACT AWARD
Any contract resulting from this RFP will be awarded to a firm whose Proposal meet the technical requirements of the RFP and is evaluated as the highest ranked proposal.
Proposals will be ranked in accordance with the evaluation criteria stated in this RFP.
Negotiations regarding a fair and reasonable price will occur subsequent to consultant selection. Should the City be unable to obtain a fair and reasonable price through negotiations with the highest qualified proposer, the City shall enter into negotiations with the next highest qualified proposer and may award that contract if the parties are able to arrive at a fair and reasonable price. If that is unattainable, the City shall enter into
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 7
negotiations with the next highest qualified proposer in sequence until an agreement is reached.
11.REQUIRED FORMAT FOR TECHNICAL PROPOSAL SUBMITTAL
Please submit your Technical Proposal in the format specified below:
Cover Letter: Emphasize strong points of the project team and the firm’s experience.
Include the name, address, telephone number, title, and signature of the firm’s contact person for this proposal. The cover letter shall state that the submittal is valid for 90 days.
Table of Contents: Provide contents of proposal.
Section 1. Approach and Scope of Work: Provide your understanding of the project and describe your approach. Provide a detailed scope of work that the firm will utilize in providing requested services in efficient and cost-effective manner. In your approach, describe methods that you will use for quality control, budget/cost control, schedule control, and document control.
Section 2: Schedule: Provide a detailed project schedule. Use November 4, 2024 as the start date of City’s Notice to Proceed with the project. Show project tasks, durations, start and completion dates, time allocations for City review and other regulatory agency review and any outside agencies that may be involved in the review and approval process. The final PS&E shall be submitted within 3 months of City’s Notice to Proceed, excluding City and Caltrans review times.
Section 3. Project Team, Key Personnel and Resumes: Provide an organization chart showing the names and responsibilities of key personnel and subconsultants.
Provide resumes of all key personnel identified in the organization chart.
Section 4. Company Qualifications: Provide qualifications of prime consulting firm and sub-consultants.
Section 5. References: Provide 5 Public Agency references for similar projects.
Section 6. City’s Standard Professional Services Agreement (see Attachment C.
Sample Professional Services Agreement): The referenced attachment is City’s Standard Professional Services Agreement (Agreement), which will be executed by the selected consultant. Proposers shall review the Agreement and provide a statement that they will comply with all aspects of the Agreement or provide any comments that they would like the City to consider. Please note that the City does not guarantee that any revisions to the contract will be accepted. The selected consultant shall be prepared to execute the contract as is, if the City does not accept any changes
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 8
provided by the consultant.
Section 7. Addenda Acknowledgement: If any Addenda is issued by the City, the proposers shall include an acknowledgement of receiving such Addenda and their agreement with the terms and conditions stated in such Addenda. If no Addenda is issued, proposers shall state so in this section.
Section 8. Required Attachments:
Below attachments shall be signed and submitted with the proposal:
• Attachment A - Affidavit of Non-Collusion
• Attachment B - Claims History
The Fee Proposal shall be submitted in a separate envelope as indicated in the following section.
12.FEE ESTIMATE PROPOSAL SUBMITTAL
The Fee Estimate Proposal shall be submitted in a separate sealed envelope. Fee shall be provided in detail per each task identified on this RFP, including staff hours, hourly rates, and any subconsultant cost (if applicable). If subconsultant is proposed, provide the same detail with hours and hourly rates. Consultant shall also provide its Schedule of Standard Hourly Fee Rates.
13.QUESTIONS REGARDING THIS RFP
All questions regarding this RFP must be submitted via email:
Ron Bow
Interim Public Works Director
[email protected]
Questions regarding this proposal shall be submitted via email to the above contact within the deadline identified on the RFP Schedule. In response to all questions received by this date, City will issue an Addendum on the date identified on the RFP Schedule prior to the proposal submittal due date. The addendum will be emailed to all RFP recipients on record.
14.PROPOSAL SUBMITTAL PROTOCOL
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 9
Interested and qualified firms shall submit their proposals as follows:
• Envelope 1: Technical Proposal, 3 bound copy and 1 pdf file on thumb drive.
Please indicate on the Proposal Cover:
TECHNICAL PROPOSAL
Design Services for HSIPL-5369(016)
Cudahy Citywide Signal Improvements Project , HSIP Cycle 11 Project • Envelope 2: Fee Proposal, 3 bound copy and 1 pdf file on thumb drive.
Please indicate on the Proposal Cover:
FEE PROPOSAL
Design Services for HSIPL-5369(016)
Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project Proposal submittal due date is:
September 11, 2024, 4:00 pm
Proposals shall be addressed to:
City of Cudahy
5220 Santa Ana St,
Cudahy, CA 90201
Attn: Ron Bow
Interim Public Works Director
Late proposals will not be accepted.
15.PRE-CONTRACTUAL EXPENSES IN RESPONDING TO THE RFP PREPARATION The City shall not be liable for any pre-contractual expenses incurred by any proposer or by any selected consultant. Each proposer shall protect, defend, indemnify, and hold harmless the City from any and all liability, claims, or expenses whosoever incurred by, or on behalf of, the entity participating in the preparation of its response to this RFP. Precontractual expenses are defined as expenses incurred by proposers and the selected consultant, if any, in:
▪ Preparing and submitting information in response to this RFP ▪ Negotiations with the City on any matter related to this procurement ▪ Costs associated with interviews, meetings, travel or presentations ▪ All other expenses incurred by a proposer/consultant prior to the date of award and a formal notice to proceed.
The City reserves the right to amend, withdraw and cancel this RFP. The City reserves the right to reject all responses to this request at any time prior to contract
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 10
execution, or only award a partial contract for a limited scope of work. The City reserves the right to request or obtain additional information about any and all proposals.
END OF RFP
ATTACHMENTS TO FOLLOW
Attachment A Affidavit of Non-Collusion
Attachment B Claims History
Attachment C Sample Professional Services Agreement
Attachment D Project Funding Application
Attachment A, Page 1
ATTACHMENT A
AFFIDAVIT OF NON-COLLUSION
I state that I am _____________________________________ (title) of __________________________________ (name of firm) and that I am authorized to make this affidavit on behalf of my firm, and its owners, directors, and officers. I am the person responsible in my firm for the price(s) and the amount of this Offer.
I state that:
(1) The price(s) and amount of this Offer have been arrived at independently and without consultation, communication or agreement with any other Proposer or potential Proposer. (2) That neither the price(s) nor the amount of this Offer, and neither the approximate price(s) nor approximate amount of this Offer, have been disclosed to any other firm or person who is a Proposer or potential Proposer, and they will not be disclosed before Solicitation opening. (3) No attempt has been made or will be made to induce any firm or person to refrain from bidding on this contract, or to submit an Offer higher than this Offer, or to submit any intentionally high or noncompetitive Offer or other form of complementary Offer. (4) The Offer of my firm is made in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive Offer. (5) ________________________________________ (name of firm), its affiliates, subsidiaries, officers, directors and employees are not currently under investigation by any governmental agency and have not in the last four years been convicted of or found liable for any act prohibited by State or Federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding on any public contract, except as described in the attached appendix.
I state that________________________________________ (name of firm) understands and acknowledges that the above representations are material and important, and will be relied on by the City of Cudahy in awarding the contract(s) for which this Offer is submitted. I understand and my firm understands that any misstatement in this affidavit is and shall be treated as fraudulent concealment from the City of Cudahy of the true facts relating to the submission of Offers for this contract.
_________________________________________________
(Authorized Signature)
_________________________________________________
(Name of Company/Position)
Sworn to and subscribed before me this _______ day of __________________, 20___. _________________________________________________
Notary Public for California
My Commission Expires: __________________________
Attachment B, Page 1
ATTACHMENT B
CLAIMS HISTORY
Each Consultant shall submit a summary of whether or not any of the following events have occurred within the past (10) years and, if so, a brief description of the circumstances involved (including, without limitation, the names of parties involved, current status and final disposition of the matter of dispute):
Failure to disclose any circumstances requested in the following paragraphs is grounds for disqualification.
▪ Failure by Consultant or any sub-consultant to enter into a contract to which it has received an award by a public entity.
▪ Forfeiture of a bid or proposal bond by proposer or any sub-consultant. ▪ Termination for default under a contract awarded by a public entity to Consultant or any sub-consultant.
▪ Debarment of Consultant or any sub-consultant by any municipal, county, state, federal, or local agency (note: debarment is grounds for automatic disqualification). ▪ The filing of a lawsuit or arbitration in which the Consultant or a sub-consultant was a defendant or cross-defendant at any time within the past ten (10) years that involved the performance of project, program, or engineering services and that involved an amount in controversy sought to be recovered from Consultant or the sub-consultant of more than $100,000.00.
▪ Conviction of Consultant, a sub-consultant, or any of their principals or officers for violation of a state or federal antitrust law involving bid rigging, collusion, or restriction on competition between bidders, or conviction of violating any other federal or state law relating to bidding or contract performance (note: such conviction is grounds for automatic disqualification).
▪ Any publications involving firm or principals alleging or claiming corruption (such claims are grounds for automatic disqualification).
Any suspension, revocation, or other disciplinary proceeding relating to a contracting or professional license issued to proposer or a sub-consultant.
Attachment C
ATTACHMENT C
Professional Services Contract
PROFESSIONAL SERVICES AGREEMENT
([Replace w/ Name of Consultant - Replace w/ Brief Description of Engagement] ) THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this ___________day of _________________ 20______ (hereinafter, the “Effective Date”), by and between the CITY OF CUDAHY, a municipal corporation (“CITY”) and [____REPLACE WITH NAME OF CONSULTANT____], a [___REPLACE WITH TYPE OF ENTITY, E.G., CORPORATION? PARTNERSHIP? SOLE PROPRIETORSHIP? ETC.____] (hereinafter, “CONSULTANT”). For the purposes of this Agreement CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably.
WHEREAS, CITY wishes to engage CONSULTANT to provide the following specialized services:__________________________; and
WHEREAS, CITY’s in-house personnel is presently unable to perform the specialized services and tasks contemplated under this Agreement; and WHEREAS, CONSULTANT possesses the specialized training, skill, expertise and experience required to perform the services contemplated under this Agreement; and WHEREAS, CONSULTANT agrees to perform the various services and tasks set forth under this Agreement subject to the terms and conditions set forth herein; and NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:
I.
ENGAGEMENT TERMS
1.1 SCOPE OF SERVICES: Subject to the terms and conditions set forth in this Agreement and all exhibits attached and incorporated hereto, CONSULTANT agrees to perform the services and tasks set forth in Exhibit “A” (hereinafter referred to as the “Scope of Services”). CONSULTANT further agrees to furnish to CITY all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in DRAFT Page 207 of 1219
the Scope of Services shall hereinafter be referred to generally by the capitalized term “Work.”
1.2 TERM: This Agreement shall have a term of [___REPLACE TEXT WITH TERM PERIOD: X# of DAYS? MONTHS? YEARS?] commencing from [_REPLACE TEXT WITH START DATE OF TERM: CAN BE EITHER the “EFFECTIVE DATE”? SOME OTHER DATE?]. [OPTIONAL LANGUAGE: Upon the
conclusion of the Term, this Agreement shall renew automatically for a maximum of [_MAXIMUM NUMBER OF EXTENSION TERMS AND MAXIMUM DURATION OF EACH SUCH EXTENSION TERM. EDITOR’S NOTE: IT IS
RECOMMENDED THAT ANY INDIVIDUAL EXTENSION TERM NOT EXCEED
ONE YEAR IN DURATION AND THAT THE TOTAL NUMBER OF EXTENSION
TERMS NOT EXCEED A MAXIMUM OF TWO YEARS BEYOND THE END OF THE INITIAL TERM] …….., unless CITY issues written notice of its intent not to authorize an additional extension term(s). Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.
1.3 COMPENSATION:
A. CONSULTANT shall perform the various services and tasks set forth in the Scope of Services in accordance with the compensation schedule which is [_____THIS LANGUAGE MAY VARY DEPENDING ON THE LOCATION OF ANY APPLICABLE COMPENSATION SCHEDULE – SOME SCHEDULES
ARE EMBEDDED IN THE SCOPE OF SERVICES WHILE OTHERS CAN BE
FOUND IN A SEPARATE STAND-ALONE SCHEDULE WHICH SHOULD BE ATTACHED AS AN EXHIBIT TO THE AGREEMENT______] (hereinafter, the “Approved Rate Schedule”).
B. Section 1.3(A) notwithstanding, CONSULTANT’s total compensation during the Term of this Agreement or any extension term shall not exceed the budgeted aggregate sum of [___REPLACE WITH NOT-TO-EXCEED SUM____] (hereinafter, the “Not-to-Exceed Sum”), unless such added expenditure is first approved by the CITY acting in consultation with the Superintendent and the Director of Fiscal Services. In the event CONSULTANT’s charges are projected to exceed the Not-to-Exceed Sum prior to the expiration of the Term or any single extension term, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the Not-to-Exceed Sum or any other CITY-approved amendment to the compensation terms of this Agreement.
1.4 PAYMENT OF COMPENSATION: Reserved; No text.
1.5 ACCOUNTING RECORDS: CONSULTANT shall maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement.
DRAFT Page 208 of 1219
CITY shall have the right to access and examine such records, without charge, during normal business hours. CITY shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.
1.6 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT shall deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.
II.
PERFORMANCE OF AGREEMENT
2.1 CITY’S REPRESENTATIVES: The CITY hereby designates the Superintendent and [____REPLACE WITH TITLE OF CITY REPRESENTATIVE WHO WILL BE
ENGAGED IN THE DAY-TO-DAY ADMINISTRATION OF THE
CONTRACT_______] (hereinafter, the “CITY Representatives”) to act as its representatives for the performance of this Agreement. The Superintendent shall be the chief CITY Representative. The CITY Representatives or their designee shall act on behalf of the CITY for all purposes under this Agreement.
CONSULTANT shall not accept directions or orders from any person other than the CITY Representatives or their designee.
2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates [__INSERT NAME AND TITLE OF PERSON WHO IS CONSULTANT
REPRESENTATIVE FOR PURPOSES OF CONTRACT
ADMINISTRATION________] to act as its representative for the performance of this Agreement (hereinafter, “CONSULTANT Representative”). CONSULTANT Representative shall have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or his designee shall supervise and direct the performance of the Work, 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 Work under this Agreement. Notice to the CONSULTANT Representative shall constitute notice to CONSULTANT.
2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:
CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and shall be available to CITY staff and the CITY DRAFT Page 209 of 1219
Representatives at all reasonable times. All work prepared by CONSULTANT shall be subject to inspection and approval by CITY Representatives or their designees.
2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges and agrees to the following:
A. CONSULTANT shall perform all Work skillfully, competently and to the highest standards of CONSULTANT’s profession;
B. CONSULTANT shall perform all Work in a manner reasonably satisfactory to the CITY;
C. CONSULTANT shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.);
D. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
E. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
F. All of CONSULTANT’s employees and agents (including but not limited subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.
The Parties acknowledge and agree that CONSULTANT shall perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representatives in writing and in their sole and absolute discretion.
The Parties acknowledge and agree that CITY’s acceptance of any work DRAFT Page 210 of 1219
performed by CONSULTANT or on CONSULTANT’s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the highest standards of CONSULTANT’s profession.
2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it shall not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer shall be ineffective, null and void and shall constitute a material breach of this Agreement.
2.6 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work shall be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not 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 and shall assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like.
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, workers’ compensation insurance and the like.
2.7 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representatives to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, DRAFT Page 211 of 1219
contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant shall be promptly removed by CONSULTANT and shall not be re-assigned to perform any of the Work.
2.8 COMPLIANCE WITH LAWS: CONSULTANT shall keep itself informed of and in compliance with all applicable federal, State or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws shall include without limitation compliance with all applicable Cal/OSHA requirements.
2.9 NON-DISCRIMINATION: In the performance of this Agreement, CONSULTANT shall not discriminate against any employee, subcontractor, subconsultant, or applicant for employment because of race, color, creed, religion, sex, marital status, sexual orientation, national origin, ancestry, age, physical or mental disability or medical condition.
2.10 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and shall at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY. CONSULTANT shall be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants. CONSULTANT and all persons retained or employed by CONSULTANT shall have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.
III.
INSURANCE
3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain polices of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT shall procure and maintain the following insurance coverage, at its own expense:
A. Commercial General Liability Insurance: CONSULTANT shall procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage shall have minimum limits of no less than Two Million Dollars ($2,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate DRAFT Page 212 of 1219
for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.
B. Automobile Liability Insurance: CONSULTANT shall procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury and property damage.
C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.
D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and shall be endorsed to include contractual liability.
3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.
3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement shall be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance shall be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide.
As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representatives are authorized to authorize lower ratings than those set forth in this Section.
3.4 PRIMACY OF CONSULTANT’S INSURANCE: All polices of insurance provided by CONSULTANT shall be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed DRAFT Page 213 of 1219
officials, officers, employees, agents or volunteers shall be in excess of CONSULTANT’s insurance and shall not contribute with it.
3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement shall not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY.
3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.
Accordingly, CONSULTANT warrants, represents and agrees that its shall furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the CITY if requested. All certificates of insurance and endorsements shall be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any work or any of the Work. Upon CITY’s written request, CONSULTANT shall also provide CITY with certified copies of all required insurance policies and endorsements.
IV.
INDEMNIFICATION
4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein.
4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except DRAFT Page 214 of 1219
such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.
4.3 CITY shall have the right to offset against the amount of any compensation due CONSULTANT under this Agreement any amount due CITY from CONSULTANT as a result of CONSULTANT’s failure to pay CITY promptly any indemnification arising under this Article and related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.
4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers.
4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.
4.6 CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.
4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.
V.
TERMINATION
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5.1 TERMINATION WITHOUT CAUSE: CITY may terminate this Agreement at any time for convenience and without cause by giving CONSULTANT a minimum of five (5) calendar days prior written notice of CITY’s intent to terminate this Agreement. Upon such termination for convenience, CONSULTANT shall be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 7.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work. CONSULTANT shall be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, shall operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.
5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:
A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under Sections 5.2.B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONSULTANT shall cure the following Events of Defaults within the following time periods:
i. Within three (3) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement. Prior to the expiration of the 3-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has DRAFT Page 216 of 1219
commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period.
The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2 B.i. that exceeds seven (7) calendar days from the end of the initial 3-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced
efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT shall include, but shall not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY shall cure any Event of Default asserted by CONSULTANT within forty-five (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of DRAFT Page 217 of 1219
Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.4, above, shall be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT shall be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY shall operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach.
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.
F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or iv. The CITY may exercise any other available and lawful right or remedy.
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CONSULTANT shall be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy shall be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. 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.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto shall not operate to terminate any Article, Section or provision contained herein which provides that it shall survive the termination or normal expiration of this Agreement.
VI.
MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data shall be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, drawings, designs, renderings, specifications, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically.
This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT shall require all subcontractors and subconslutants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY shall be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.
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6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and shall not be disclosed by CONSULTANT without prior written consent by CITY. CITY shall grant such consent if disclosure is legally required. Upon request, all CITY data shall be returned to CITY upon the termination or expiration of this Agreement.
CONSULTANT shall not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California False Claims Act, Government Code Section 12650 et seq.
6.4 NOTICES: All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CONSULTANT: CITY:
[_REPLACE WITH Business Name of
Consultant_]
[_REPLACE WITH Business
Address_]
Attn: [_REPLACE WITH Name/Title of
Consultant’s chief contact ___]
Phone: [_REPLACE WITH Phone
Number_]
Fax: [_REPLACE WITH Fax
Number__]
Email: [_If available, REPLACE WITH
e-mail or simply delete_]
City of Cudahy
[Insert Name of Department/Division]
5220 Santa Ana Street
Cudahy, CA 90201
Attn: [___Title of CITY Contact___]
Phone: [___REPLACE WITH Dept
Phone__]
Fax: [___REPLACE WITH Dept
Fax___]
Such notices shall be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.
6.5 COOPERATION; FURTHER ACTS: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as is reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.
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6.6 SUBCONTRACTING: CONSULTANT shall not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.
6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains 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 and represents 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. 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.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS’ 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 attorneys’ fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the successors and assigns of the Parties.
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6.13 NO THIRD PARTY BENEFIT: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
6.14 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
6.15 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.
6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.
6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement shall control.
6.19 ENTIRE AGREEMENT: This Agreement including all attached exhibits is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, or entered into between CITY and CONSULTANT prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the Parties pursuant to Section 6.15, above.
6.20 COUNTERPARTS: .This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterparts shall be valid or binding unless made to all three counterparts in conformity with Section 6.16, above. One fully executed original counterpart shall be delivered to CONSULTANT and the remaining two original counterparts shall be retained by CITY.
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IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF CUDAHY:
By:______________________________
Alfonso Noyola, City Manager
Date:_____________________________
[REPLACE WITH BUSINESS NAME OF
CONSULTANT, E.G., ACME CORP., A
CALIFORNIA CORPORATION ETC.]:
By:______________________________
Name:____________________________
Title:_____________________________
Date:_____________________________
APPROVED AS TO FORM:
By:______________________________
Date:_____________________________
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Attachment D
ATTACHMENT D
Project Funding Application
STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION
APPLICATION FORM FOR LOCAL
HIGHWAY SAFETY IMPROVEMENT PROGRAM (HSIP)
LAPG 9-A (REV 04/2022)
Local Assistance Programs Guidelines
Application ID 07-Cudahy-1
APPLICATION SUMMARY
This summary page is filled out automatically once the application is completed.
After the application is finalized, please save this PDF form using the exact "Application ID" (shown below) as the file name.
Application ID 07-Cudahy-1
Important: Review and follow the Application Form Instructions step-by-step as you complete the application. Completing an application without referencing the instructions will likely result in an incomplete application or an application with fatal flaws that will be disqualified from the ranking and selection process.
Submitted By (Agency)
Cudahy
Caltrans District
07 Application Number
1 Out of
1 Project Location
Signalized Intersections Citywide
Project Description
Install retro-reflective backplates, other signal improvements, and implement Leading Pedestrian Interval (LPI) timing at all signals Citywide.
Re-stripe crosswalks to implement high-visibility crosswalks at all signalized intersections.
Application Category
Benefit Cost Ratio (BCR)
Total Project Cost
$1,353,100
HSIP Funds Requested
$1,217,790
Benefit Cost Ratio (BCR)
22.88
STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION
APPLICATION FORM FOR LOCAL
HIGHWAY SAFETY IMPROVEMENT PROGRAM (HSIP)
LAPG 9-A (REV 04/2022)
Local Assistance Programs Guidelines
Application ID 07-Cudahy-1
Basic Information
Date: Sep 12, 2022 Caltrans District: 07 MPO: SCAG
Agency: Cudahy County: Los Angeles County
Total number of applications being submitted by your agency: 1 Application Number (each application must have a unique number): 1 Check if this application is one of the multiple ones for the same project (please review the form instructions for explanation).
Contact Person Information
Name (Last, First): Hernandez-Torres, Aaron
Position/Title of Contact Person: Public Works Director/City Engineer Email: [email protected] Telephone: (323) 773-5143 Extension: 228 Address: 5220 Santa Ana Street
City: Cudahy Zip Code: CA 90201 (Enter only a 5-digit number) Application Category: Benefit Cost Ratio (BCR)
Project Information
Project Title:
-Be Brief (Limited to 100 Characters)
Citywide Signal Improvements
Project Location:
-Be Brief (Limited to 250 Characters)
-See Application Form Instructions
Signalized Intersections Citywide
Project Description:
-Be Brief (Limited to 250 Characters)
-See Application Form Instructions
Install retro-reflective backplates, other signal improvements, and implement Leading Pedestrian Interval (LPI) timing at all signals Citywide. Re-stripe crosswalks to implement high-visibility crosswalks at all signalized intersections.
Total Project Cost
$1,353,100
HSIP Funds Requested
$1,217,790
Benefit Cost Ratio (BCR)
(Required for a BCR application. Skip for Funding Set-Aside application)
22.88
STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION
APPLICATION FORM FOR LOCAL
HIGHWAY SAFETY IMPROVEMENT PROGRAM (HSIP)
LAPG 9-A (REV 04/2022)
Local Assistance Programs Guidelines
Application ID 07-Cudahy-1
1. Project Identification
Describe how the agency identified the project as one of its top safety priorities. Was a data-driven safety evaluation of their entire roadway network completed? Do the proposed project locations represent some of the agency's highest fatal and injury crash concentrations and types of crashes?
(Limited to 5,000 characters)
The City of Cudahy has recently completed a Local Roadway Safety Plan (LRSP), which analyzed Crossroads collision data between January 2017 to December 2021 across the City’s entire roadway network. Through this process a list of intersections and roadway segments with high incidences of collisions was developed. This process identified the need for signalized improvements at high collision locations Citywide. These locations represent the locations with some of the highest concentration of fatal and injury collisions Citywide.
The City has also completed a PACT document, which consists of a Pedestrian Target Safeguarding Plan (PTS), an Active Transportation Plan (AT Plan), a Complete Streets Ordinance (CSO), and a Trails Master Plan (TMP). This document has also identified several potential safety improvements which influenced the development of this HSIP project.
Countermeasure 1: Implement a Leading Pedestrian Interval (LPI) signal timing (S21PB) All signalized intersections were chosen for retroreflective backplates due to the high incidence of collisions at these locations. From January 2017 to December 2021, there were 375 collisions at signalized locations, resulting in 3 fatalities and 5 life-changing severe injuries. At this location there were 34 pedestrian and bicycle collisions. Implementation of Leading Pedestrian Interval (LPI) signal timing and high visibility crosswalks is recommended at all signalized intersections in the City. Leading Pedestrian Interval (LPI) timing and high visibility crosswalks have been shown to increase safety for pedestrians and bicyclists.
Countermeasure 2: Install retroreflective backplates at all Signalized Intersections (S02) All signalized intersections were chosen for retroreflective backplates due to the high incidence of collisions at these locations. From January 2017 to December 2021, there were 375 collisions at signalized locations, resulting in 3 fatalities and 5 life-changing severe injuries. At this location there were 34 pedestrian and bicycle collisions. Implementation of Leading Pedestrian Interval (LPI) signal timing and high visibility crosswalks is recommended at all signalized intersections in the City. Leading Pedestrian Interval (LPI) timing and high visibility crosswalks have been shown to increase safety for pedestrians and bicyclists.
Countermeasure 3: Implement High Visibility Crosswalks (S18PB) All signalized intersections were chosen for retroreflective backplates due to the high incidence of collisions at these locations. From January 2017 to December 2021, there were 375 collisions at signalized locations, resulting in 3 fatalities and 5 life-changing severe injuries. At this location there were 34 pedestrian and bicycle collisions. Implementation of Leading Pedestrian Interval (LPI) signal timing and high visibility crosswalks is recommended at all signalized intersections in the City. Leading Pedestrian Interval (LPI) timing and high visibility crosswalks have been shown to increase safety for pedestrians and bicyclists.
2. Prior Attempts to Address the Safety Issues
List all other projects/countermeasures that have been (or are being) deployed at the location(s) within the last 5 years. Applicants must identify all federal and/or state funds that have been used or approved within the proposed project limits within the last 5 years. Normally HSIP funding cannot be used to construct safety countermeasures at the same locations within 5 years. (Limited to 5,000 characters)
The City has been working on a traffic calming program to reduce speeds on City streets. The City is currently implementing a grant to improve the Atlantic Avenue Corridor to create a more multimodal / pedestrian friendly environment.
3. Other Comments
Explain here if this project has any special circumstances or if you have other comments. Enter “NA” if none. (Limited to 5,000 characters)
NA
STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION
APPLICATION FORM FOR LOCAL
HIGHWAY SAFETY IMPROVEMENT PROGRAM (HSIP)
LAPG 9-A (REV 04/2022)
Local Assistance Programs Guidelines
Application ID 07-Cudahy-1
STATE OF CALIFORNIA • DEPARTMENT OF TRANSPORTATION
APPLICATION FORM FOR LOCAL
HIGHWAY SAFETY IMPROVEMENT PROGRAM (HSIP)
LAPG 9-A (REV 04/2022)
Local Assistance Programs Guidelines
Application ID 07-Cudahy-1
Application Attachments (See Application Form Instructions) Please attach all files as needed. Note: files may not be attachable if file is open. Close before attach.
1. Local Roadway Safety Plan (LRSP) Certification (Required for all projects)
2. Engineer's Checklist
EngrCheckList-BCR2022_Signed.pdf
(Required for all projects)
3. Vicinity map/Location map
3_CudahyCitywide_Vicinity Map.pdf
(Required for all projects)
4. Project maps/plans showing existing and proposed conditions 4_CudahyHSIP_Project Improvements - Existing and Proposed.pdf (Required for all projects)
5. Pictures of Existing Condition
5_Pictures_Existing_Conditions.pdf
(Required for all projects)
6. HSIP Analyzer
6_CudahyCitywide_HSIPAnalyzer2022BCRsr.pdf
(Required for all projects)
7. Collision diagram(s)
7_CudahyHSIP_Collisions Map.pdf
(Required for a BCR application)
8. Collision List(s)
8_CudahyHSIP_Collision List.xlsx
(Required for a BCR application)
Warrant Studies
Check if the project includes new installation of certain traffic control devices (e.g., traffic signals, pedestrian signals, etc.). If yes, Traffic Signal Warrant 4, 5 and/or 7 must be met (CA MUTCD Chapter 4C).
9. Warrant Studies (Not required for this project)
Work on the State Highway System
Does the project include improvements on the State Highway System? Yes, and the project will be jointly-funded with Caltrans (Must be jointly-funded if the project is for intersection safety improvement involving SHS).
A formal Letter of Support from Caltrans District Traffic is required. The letter should include estimates of cost sharing.
Yes, but the project will not be jointly-funded with Caltrans.
A written correspondence from Caltrans District Traffic is required. The correspondence should indicate that Caltrans does not see issues that would prevent the proposed project from receiving an encroachment permit.
No.
10. Letter/email of Support from Caltrans (No SHS involved - not required for this project)
11. Additional narration, documentation, letters of support, etc. (Optional)
Santa Ana St
Crafton Way
Flora Ave Clarkson Ave Bear Ave
Patata St
Live Oak Ln
Santa
Ana
Alamo Ave
Pines
Otis Ave
Florence Ave
Atlantic Ave
Elizabeth St
Wilcox Ave
Walker
Ave
Walnut St
Ardine St
Olive St
Clara St
Cudahy Dr
Salt Lake Ave
Live Oak St
Cecilia St
River Rd
Cecelia St
Flower St
Fostoria St
Hartle Ave
Legend
Intersection Control
Type
Citywide Intersection
Improvement Locations
Cudahy Boundary ±
Atlantic Ave & Live Oak St
(example intersection)
1 1
1 1
2 1
2 Install retroreflective backplates on all signal heads (S02) Implement Leading Pedestrian Interval (S21PB) All improvements will be implemented in City right-of-way 1 1
1 3 Install high visibility pedestrian crosswalks (S18PB) 3 3
Wilcox Ave & Live Oak St
(example intersection)
1 1
1 2
1 2 Install retroreflective backplates on all signal heads (S02) Implement Leading Pedestrian Interval (S21PB) All improvements will be implemented in City right-of-way 1 3 Install high visibility pedestrian crosswalks (S18PB) 3 3
2
Clara St & Otis Ave
(example intersection)
1 1
1 2
1 2 Install retroreflective backplates on all signal heads (S02) Implement Leading Pedestrian Interval (S21PB) All improvements will be implemented in City right-of-way 1 1
3 Restripe high visibility pedestrian crosswalks (S18PB) 3 3
Existing Conditions: Atlantic Ave at Live Oak St (example intersection) Source: Google Maps
Existing Conditions: Wilcox Ave at Live Oak St (example intersection) Source: Google Maps
Existing Conditions: Otis Ave at Clara St (example intersection) Source: Google Maps
Santa Ana St
Crafton Way
Flora Ave Clarkson Ave Bear Ave
Patata St
Live Oak Ln
Santa
Ana
Alamo Ave
Pines
Otis Ave
Florence Ave
Atlantic Ave
Elizabeth St
Wilcox Ave
Walker
Ave
Walnut St
Ardine St
Olive St
Clara St
Cudahy Dr
Salt Lake Ave
Live Oak St
Cecilia St
River Rd
Cecelia St
Flower St
Fostoria St
Hartle Ave
Legend
Implement S02, S18PB,
and S21PB
Countermeasures
Collisions (2017-2021)
Cudahy Boundary ±
SCOPE OF WORK
Our scope of services has the following key tasks:
⬙ Project Management
⬙ Utility Coordination
⬙ Preliminary Engineering
⬙ PS&E
⬙ Bidding and Construction Support
⬙ Prepare Record Drawings (As-Builts)
⬙ Prepare Traffic Signal Timing Charts
Task 1: Project Management
Kimley-Horn will attend a pre-design (kick-off) meeting with City staff after the award of contract to conduct introduction, discuss scope of work, information needed from various City departments, overall schedule, and the implementation process. After the kick-off meeting, biweekly progress meetings will be scheduled as well as meetings to review the preliminary design, 60%, 90%, and 100% submittals with City staff.
This task will consist of project coordination with the team, administration, and set up and attendance at project meetings. Kimley-Horn’s administration efforts will be: initial development and maintenance of project schedule, work plan, budget, and filing system and process monthly invoices/progress reports. We will create and maintain a detailed schedule, updating it as needed to manage the project, and as requested by the City. Kimley-Horn will maintain continuous awareness of the status of each task and any difficulties that may impede progress will be communicated, resolved, and expedited to maintain project deadlines Task 1 Deliverables:
⬙ Attendance at up to six (6) project meetings
⬙ Electronic copy of meeting agendas and meeting minutes ⬙ Schedule updates at each submittal milestone (60%, 90%, 100%) Task 2: Preliminary Engineering
Kimley-Horn will prepare the Categorical Exception documents and coordinate with the City to receive approval. As this project is state funded as part of HSIP Cycle 11, local HSIPs must meet the requirements of the CEQA.
Environmental: Based upon our preparation of environmental documentation for similar projects and a review of the Project as presented in the RFP, Kimley-Horn anticipates that the Project will be categorically exempt under CEQA Guidelines Section 15301 – Existing Facilities. The Notice of Exemption (NOE) is a brief Project description and analysis/explanation as to why this exemption under CEQA Guidelines Section 15301 is appropriate and confirm that no exceptions or unusual circumstances exist. Kimley-Horn will file the NOE with the County Clerk.
Right-of-Way: Kimley-Horn understands the project will be completed within the public right-of-way. The project will not require any utility relocation or right-of-way acquisition or easements. Kimley-Horn will perform research and compile all available right-of-way maps, assessor parcel maps, and easement information within the Project limits. The right-of-way information will be shown on the plans. Any Temporary Construction Easements (TCEs) will be obtained by the City from adjacent property owners, and the consultant shall show them on the plans.
There is one intersection in the Project that will require extra coordination. Florence Ave and Atlantic Ave is sharing jurisdiction with the City of Bell. Kimley-Horn has worked with the City of Bell on previous projects and will go coordinate with the jurisdictions involved to fulfill signal improvement and timing requirements at these intersections.
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
i City of Cudahy • TRCALAD001848.2024
Attachment BPage 253 of 1219
Kimley-Horn will coordinate with City maintenance staff to open the traffic signal cabinets to document existing controllers and timing sheets. We will review base data documents, including as-built improvement plans, utility information, field survey information, and other available record data. Kimley-Horn will conduct field investigations at each of the intersections to document existing street and traffic signal equipment and assess existing conditions to identify any necessary upgrades as well as prepare preliminary engineering plans for each intersection that show tentative traffic signal improvements. Plans will be completed in AutoCAD Version 2024 and will be presented with one intersection per plan sheet at scale 1”=20’.
The following intersections will be included in the plan set:
1. Otis Avenue and Live Oak Street
2. Otis Avenue and Clara Street
3. Atlantic Avenue and Florence Avenue
4. Atlantic Avenue and Live Oak Street
5. Atlantic Avenue and Clara Street
6. Atlantic Avenue and Elizabeth Street
7. Atlantic Avenue and Santa Ana Street
8. Atlantic Avenue and Cecelia Street West
9. Atlantic Avenue and Cecelia Street East
10. Atlantic Avenue and Patata Street
11. Wilcox Avenue and Live Oak Street
12. Wilcox Avenue and Clara Street
13. Clara Street and River Road
The traffic signal improvement plans for the intersections above will include signing and striping and other traffic signal upgrades necessary for the upgraded traffic signal operations, such as new traffic signal cabinets, controllers, battery back-up systems, poles, mast arms, luminaire arms, audible pedestrian push buttons, pedestrian heads, signal heads, continental crosswalks and limit lines.
A preliminary engineer’s Opinion of Probable Construction Cost (OPCC) will be developed on Microsoft Excel based on the preliminary plans.
A project contingency will be included in the engineer’s opinion of probable costs to provide for cost increases and unknown issues that may arise but cannot be specifically identified at this stage.
Task 2 Deliverables:
⬙ Preparation of CEQA Categorical Exemption
⬙ Preliminary Engineering Plans (13 sheets) in PDF electronic format ⬙ Preliminary OPCC in PDF electronic format
Task 3: Plans, Specifications, & Estimate (PS&E)
Task 3.1: 60% PS&E Package
Based on one set of non-conflicting comments on the Preliminary Plans, Kimley-Horn will advance the construction documents to a 60% level of design. Kimley-Horn will adjust the design plans based on City comments. KimleyHorn will prepare a comment response matrix to be submitted with the 60% submittal. The comment response matrix will have the original comments, Kimley-Horn’s responses to the comments, and final resolution. Additional annotation will be added to the traffic signal plans based on the comments received by the City. The engineer’s OPCC will be updated based on the City’s comments.
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
ii City of Cudahy • TRCALAD001848.2024
We anticipate the following plan sheet counts for the Project:
⬙ Cover Sheet: one sheet
⬙ Notes, Legends, and Construction Details: one sheet
⬙ Traffic Signal Improvement Plans: 13 sheets
⬙ Estimated Total sheets: 15 sheets
We do not anticipate the following sheets to be part of the design at any stage of the Project:
⬙ Signing and Striping Plans
⬙ Civil Improvements
⬙ Communication Plans
⬙ Street Lighting Plans
Task 3.1 Deliverables:
⬙ One set of 60% plans in PDF electronic format
⬙ 60% OPCC in PDF electronic format
Task 3.2: 90% PS&E Package
Based on one set of non-conflicting comments on the 60% plans, Kimley-Horn will advance the construction documents to a 90% level of design. Kimley-Horn will adjust the design plans based on City comments. KimleyHorn will prepare a comment response matrix to be submitted with the 90% submittal. The comment response matrix will have the original comments, Kimley-Horn’s responses to the comments, and final resolution. Additional annotation will be added to the traffic signal plans based on the comments received by the City.
The engineer’s OPCC will be updated based on the City’s comments.
Task 3.2 Deliverables:
⬙ One set of 90% plans in PDF electronic format
⬙ Technical specifications in PDF electronic format
⬙ 90% OPCC in PDF electronic format
Task 3.3: 100% PS&E Package
Based on one set of non-conflicting comments from the 90% PS&E comments, Kimley-Horn will advance the PS&E to the 100% level of design. It is expected that the comments will not result in a major change in design. KimleyHorn will adjust the plans and technical specifications based on the City comments accordingly. Kimley-Horn will prepare a comment response matrix to be submitted with the Final submittal. The comment response matrix will have the original comments, Kimley-Horn responses to the comments, and final resolution. A licensed professional engineer will conduct a peer review and QC/QA of the design plans, OPCC, and technical specifications. A licensed professional engineer will stamp and sign all plan sheets for this submittal.
Task 3.3 Deliverables:
⬙ One set of 24”x36” hardcopy 100% plans with wet signed mylars and in .dwg format ⬙ One set of hardcopy technical specifications, electronic PDF, and electronic MS Word format ⬙ 100% OPCC in electronic PDF and Excel format
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
iii City of Cudahy • TRCALAD001848.2024
Task 3.4: Caltrans LAPM Forms for PSE Certification and E-76 Construction Authorization As this is a HSIP Cycle 11 state-funded project, Caltrans LAPM forms for PSE Certification and E-76 Construction Authorization is not required. Kimley-Horn will prepare and submit right-of-way self-certification forms as well as prepare and submit construction allocation request and other documents for Caltrans.
Task 3.4 Deliverables:
⬙ Right-of-Way self-certification package
⬙ Construction allocation package
Task 4: Bidding and Construction Support
This task consists of coordination and support during the bidding phase of the project. Kimley-Horn will attend the pre-bid meeting and assist City staff and/or potential contractors in answering pre-bid questions, and interpretations of the plans and specifications. Kimley-Horn will log those questions and provide responses to requests for information (RFI) during the bidding phase and prepare project addenda.
Kimley-Horn will also assist with coordination and support during the construction stages of the project. KimleyHorn will attend the preconstruction meeting and address items for the construction management team to be aware of. Kimley-Horn will be involved during construction stages by responding to RFIs, reviewing and responding to all submittals, and reviewing any proposed changes by the contractor during construction. We will attend up to 5 construction progress meeting or field meeting.
Task 4 Deliverables:
⬙ Prepare up to one project addenda
⬙ Response to pre-bid questions
⬙ Response to RFI and questions during bidding phase
⬙ Response to RFI’s and Submittal Reviews
⬙ Attendance of up to 5 meetings
Task 5: Prepare Record Drawings (As-Builts)
Kimley-Horn will prepare record drawing as-builts within 20 days after construction has been completed. Any comments and changes during construction as red-lined and noted by the contractor will be documented and annotated. Record drawings will be prepared in AutoCAD, and PDF electronic files shall be sent to the City.
Task 5 Deliverables:
⬙ Record drawings in PDF electronic format
Task 6: Prepare Traffic Signal Timing Charts
Kimley-Horn will prepare updated traffic signal timing sheets for the following intersections:
1. Otis Avenue and Live Oak Street
2. Otis Avenue and Clara Street
3. Atlantic Avenue and Florence Avenue
4. Atlantic Avenue and Live Oak Street
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
iv City of Cudahy • TRCALAD001848.2024
5. Atlantic Avenue and Clara Street
6. Atlantic Avenue and Elizabeth Street
7. Atlantic Avenue and Santa Ana Street
8. Atlantic Avenue and Cecelia Street West
9. Atlantic Avenue and Cecelia Street East
10. Atlantic Avenue and Patata Street
11. Wilcox Avenue and Live Oak Street
12. Wilcox Avenue and Clara Street
13. Clara Street and River Road
It is assumed that each intersection will have an existing timing sheet for Kimley-Horn’s reference. Per Caltrans guidelines, the implementation of LPI is not suggested at intersections that have protected-permissive left turn movements. Kimley-Horn will evaluate existing conditions and assist the City with making a decision for intersections with protected-permissive left turn movements.
The updated timing sheets will have: proposed signal timing parameters such as minimum bicycle greens, allred times, walk times, flashing don’t walk times, and yellow times. For each intersection, recommended phase timing parameters will be calculated by referencing the latest version of the CA MUTCD and recent aerial imagery measurements. For the intersections with new protected left turn phases, the phase diagrams on the updated traffic signal timing sheets will be updated to reflect the new phasing. The format of the updated timing sheets will be consistent with the proposed traffic signal controller software type.
Task 6 Deliverable:
⬙ Up to 13 updated traffic signal timing sheets in electronic Excel and PDF electronic format Task O: Optional Tasks
Task O.1: Utility Coordination
This task includes collecting data and information from the City, coordination with utility companies at up to 13 intersections.
Kimley-Horn will coordinate with the City to collect existing available data for the design. Sample data that will be requested includes but is not limited to the following:
⬙ Utility contacts
⬙ Existing as-builts pertinent to the project within the project vicinity including, but not limited to, existing traffic signal, roadway, and communication as-builts
⬙ Available electronic signal plans
Kimley-Horn will send out one utility notice letter to utility companies provided by the City. We will incorporate utility data received from utility companies to create a utility basemap that will be included in the plan.
Task O.1 Deliverables:
⬙ Utility basemapping in plan
⬙ Updated utility tracker file that includes a list of utility companies contacted, documents received, and a communication log with the utility companies
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
v City of Cudahy • TRCALAD001848.2024
Task O.2: Conduit Field Work
Kimley-Horn will open the pull boxes at up to 13 intersections within the corners of each intersection. We will take inventory of conduits that enter each pull box and take notes explaining the health of the conduits upon visual observation. Our team will verify if existing conduits have adequate space for potential rewiring of the intersection due to new controller and/or installation of APS cable.
It is assumed that pull boxes only labeled “Traffic Signal” will be opened. Pull boxes labeled “Electrical” or “Danger – Electrical” will not be opened. Pull boxes with damaged lids, screwed shut, not accessible on concrete sidewalk or median, or unable to open with reasonable force will not be opened. Pull boxes that are too full with wires and cables will be noted and not touched as to not damage existing wiring and cabling.
Task O.2 Deliverables:
⬙ Conduit tracing and conduit health field notes
Task O.3 Conduit Basemapping
After field review of conduit conditions, conduits in poor health will be considered for upgrades if new cable needs to be installed per the Project’s improvements. Conductor schedules and conduits will be shown for intersections where conduits will be installed.
Task O.3 Deliverables:
⬙ CAD basemap including existing conduits
PROPOSAL FOR
Design Services for HSIPL-5369(016) Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project
vi City of Cudahy • TRCALAD001848.2024
196.54% Overhead%
195.57% Overhead% w/o FCCM
Category/Title
10% Fee% Direct Rate $110.05 $87.37 $74.09 $60.43 $45.44 $54.05 $42.30 Billing Rate $358.87 $284.91 $241.61 $197.06 $148.18 $176.26 $137.94 Task 1 11 11 6 28 $ 7,172.76
Task 2 8 16 40 64 $ 11,951.06
Task 3 17 5 90 70 182 $ 35,633.27
3.1 5 40 40 85 $ 15,603.90
3.2 5 20 20 45 $ 8,699.13
3.3 5 10 10 25 $ 5,246.74
3.4 2 5 20 27 $ 6,083.50
Task 4 10 10 10 10 40 $ 8,420.48
Task 5 5 10 10 25 $ 5,246.74
Task 6 20 20 40 80 $ 14,700.45
51 5 20 157 170 6 10 419
$18,302.36 $1,424.55 $4,832.11 $30,938.49 $25,190.34 $1,057.53 $1,379.39 $ 83,124.77 $ 4,078.12
$ 2,078.12
$ 2,000.00
$ 87,202.89
Task O 8 20 95 123 $ 20,889.12
O.1 5 10 40 55 $ 9,692.09
O.2 1 5 25 31 $ 5,048.63
O.3 2 5 30 37 $ 6,148.40
Optional Tasks
Utility Coordination
Conduit Field Work
Optional Tasks
Preliminary Engineering
Plans, Specifications & Estimate
60% PS&E Package
90% PS&E Package
TOTAL COST:
City of Cudahy
Design of Citywide Signal Improvements Project
Kimley-Horn and Associates, Inc.
TOTAL HOURS TOTAL COST
Sr. Project
Support Project Support
Project Management
Professional I Analyst Sr.
Professional II
Sr.
Professional I Professional II
100% PS&E Package
Caltrans LAPM Forms for PSE Certification and E-76
Construction Authorization
Bidding and Construction Support
Prepare Record Drawings (As-Builts)
Prepare Traffic Signal Timing Charts
TOTAL HOURS
Subtotal Labor:
Other Direct Costs
Escalation
Expenses
Conduit Basemapping
2024
PROFESSIONAL SERVICES AGREEMENT
(Engagement: Citywide Signal Improvement Project)
(Parties: Kimley-Horn and Associates, Inc. and City of Cudahy) THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter, "Agreement") is made and entered into this _____ day of ________ 2024 (hereinafter, the "Effective Date") by and between the CITY OF CUDAHY, a municipal corporation (hereinafter, "CITY") and KIMLEY-HORN AND ASSOCIATES, INC. (hereinafter, "CONSULT ANT"). For the purposes of this Agreement, CITY and CONSUL TANT may be referred to collectively by the capitalized term "Parties." The capitalized term "Party" may refer to CITY or CONSUL TANT interchangeably, as appropriate.
RECITALS
WHEREAS, CITY requires engineering services for the preparation of PS&E (Plan, Specification and Estimate) for Citywide Signal Improvement Project - HSIP Cycle 11 - City Project No. TRE-009; and
WHEREAS, CITY staff has determined that CONSUL TANT possesses the experience, skills and training necessary to competently provide such services to CITY; and
WHEREAS, the execution of this Agreement was approved by the Cudahy City Council at its Regular Meeting of _________ , 2024, under Agenda Item No.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSUL TANT agree as follows:
I.
ENGAGEMENT TERMS
1.1 TERM: This Agreement shall have a term of ONE (1) year, (hereinafter, the "Term"), commencing from the Effective Date. Nothing in this Section shall operate to prohibit or otherwise restrict the CITY's ability to terminate this Agreement at any time for convenience or for cause as provided under Article V (Termination), below. The Term may be extended for an additional one-year period at the option of the CITY, provided that CITY provides CONSULT ANT with written notice of CITY's intent to exercise CITY's option to extend the term of the Agreement no less than thirty (30) days prior to the expiration of the Term or any prior extension term. In the event CITY exercises its option to extend this Agreement, all terms, conditions, and provisions of this Agreement shall remain in effect and govern the duties, responsibilities, and liabilities of the parties hereto.
1.2 SCOPE OF SERVICES:
1 3rd December
December 3
Attachment CPage 260 of 1219
A. Subject to the terms and conditions of this Agreement, CONSUL TANT agrees to provide the services and tasks described in that certain Request for Proposals of CITY entitled "RFP to Provide Design Engineering Services For The Preparation of PS&E (Plan, Specifications And Estimates) For Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project, HSIPL-5369(016)" (hereinafter, "CITY RFP") and the written proposal of CONSUL TANT entitled "Technical Proposal for HSIPL-5369(016) Cudahy Citywide Signal Improvement Project" (hereinafter, the "CONSUL TANT Proposal"). The CITY RFP and the CONSULT ANT Proposal are attached and incorporated hereto as Exhibit "A" and "B" respectively. The term "Scope of Services" shall be a collective reference to the CITY RFP and the CONSUL TANT Proposal. The capitalized term "Services" shall be a collective reference to all the various services and tasks referenced in the Scope of Services. In the event of any conflict or inconsistency between the provisions of the document entitled CITY RFP and the provisions of the document entitled CONSUL TANT Proposal, the requirements of the document entitled CITY RFP shall govern and control but only to the extent of the conflict or inconsistency and no further. In the event of any conflict or inconsistency between the provisions of the Scope of Services and the provisions of this Agreement to which the Scope of Services is attached, the provisions of this Agreement shall govern and control.
1.3 PROSECUTION OF SERVICES:
A. Time is of the essence for this Agreement and each and every provision contained herein. The Services shall be commenced within ten (10) calendar days of CITY's issuance of a written notice to proceed ("Notice to Proceed"). CONSUL TANT shall complete the various tasks identified in the Scope of Services within the timeframes set forth in the Scope of Services and shall complete all of the Services by or before December 3, 2025 (the "Completion Date");
B. CONSUL TANT shall cooperate with CITY and in no manner interfere with the work of CITY, its employees or other consultants, contractors, or agents; C. CONSULT ANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSULT ANT, or its subconsultants, to have related services or tasks completed in a timely manner; D. CONSULT ANT shall not claim or be entitled to receive any compensation or damage because of the failure of CONSUL TANT, or its subconsultants, to have related services or tasks completed in a timely manner; E. CONSULT ANT shall at all times enforce strict discipline and good order among CONSUL TANT's employees; and
2
CONSUL TANT, at its sole expense, shall pay all sales, consumer, use or other similar taxes required by law.
1.4 COMPENSATION: CONSULTANT shall perform the Services in accordance with the "City of Cudahy Design of Signal Improvements Project" which is attached and incorporated hereto as Exhibit "C" (hereinafter, the "COMPENSATION RATE").
The foregoing notwithstanding, CONSUL TANT's total compensation for the performance of all Services contemplated under this Agreement, may not exceed the aggregate sum of ONE HUNDRED EIGHT THOUSAND NINETY-TWO AND ONE CENT ($108,092.01) (hereinafter, the "Not-to-Exceed Sum") during the Term of this Agreement, unless such added expenditure is first approved by the City Council. In the event CONSULT ANT's charges are projected to exceed the Aggregate Not-to-Exceed Sum prior to the expiration of this Agreement, CITY may suspend CONSULT ANT's performance pending CITY approval of any anticipated expenditures in excess of the Aggregate Not-to-Exceed Sum or any other CITY approved amendment to the compensation terms of this Agreement.
1.5 PAYMENT OF COMPENSATION: The Not-to-Exceed Sum will be paid to CONSULTANT in monthly increments as the Services are completed. Following the conclusion of each calendar month, CONSULTANT will submit to CITY an itemized invoice indicating the services performed and tasks completed during the recently concluded calendar month, including services and tasks performed and the reimbursable out-of-pocket expenses incurred. If the amount of CONSULT ANT's monthly compensation is a function of hours worked by CONSULT ANT's personnel, the invoice should indicate the number of hours worked in the recently concluded calendar month, the persons responsible for performing the Services, the rate of compensation at which such services and tasks were performed, the subtotal for each task and service performed and a grand total for all services performed. Within thirty (30) calendar days of receipt of each invoice, CITY will notify CONSUL TANT in writing of any disputed amounts included in the invoice. Within forty-five (45) calendar days of receipt of each invoice, CITY will pay all undisputed amounts included on the invoice. CITY will not withhold applicable taxes or other authorized deductions from payments made to CONSULT ANT.
1.6 ACCOUNTING RECORDS: CONSUL TANT will maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement. CITY will have the right to access and examine such records, without charge, during normal business hours. CITY will further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.
1.7 ABANDONMENT BY CONSUL TANT: In the event CONSULTANT ceases to perform the Services agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSUL TANT will deliver to CITY immediately and without delay, all materials, records, and other work product prepared or obtained by CONSULT ANT in the performance of this 3
Agreement. Furthermore, CONSULT ANT will only be compensated for the reasonable value of the services, tasks and other Services performed up to the time of cessation or abandonment, less a deduction for any damages, costs, or additional expenses which CITY may incur as a result of CONSULT ANT's cessation or abandonment.
11. PERFORMANCE OF AGREEMENT
2.1 CITY'S REPRESENTATIVE: The CITY hereby designates Ted Semaan, Senior Engineer (hereinafter, the "City Representative") to act as its representative for the performance of this Agreement. The City Representative or the City Representative's designee will act on behalf of the CITY for all purposes under this Agreement. CONSULT ANT will not accept directions or orders from any person other than the City Representative or the City Representative's designee.
2.2 CONSUL TANT REPRESENTATIVE: CONSUL TANT hereby designates Jean Fares, Senior Vice President, to act as its representative for the performance of this Agreement (hereinafter, 11Consultant Representative"). Consultant Representative will have full authority to represent and act on behalf of the CONSUL TANT for all purposes under this Agreement. Consultant Representative or Consultant Representative's designee will supervise and direct the performance of the Services, using his/her best skill and attention, and will be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all Services under this Agreement. Notice to the Consultant Representative will constitute notice to CONSULT ANT.
2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:
CONSULT ANT agrees to work closely with CITY staff in the performance of the Services and this Agreement and will be available to CITY staff and the City Representative at all reasonable times. All work prepared by CONSUL TANT will be subject to inspection and approval by City Representative or his or her designees.
2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges, and agrees to the following:
A. CONSULT ANT will perform all Services skillfully, consistent with and adhering to its professional standard of care, that is, the degree of care and skill ordinarily exercised by members of the same profession currently practicing at the same time and in the same or similar locality; B. CONSUL TANT shall at all times employ such force, plant, materials, and tools as will be sufficient in the opinion of the CITY to perform the Services within the time limits established, and as provided herein. It is understood and agreed that said tools, equipment, apparatus, facilities, labor, and material shall be furnished and said Services performed and completed as required by the Agreement, and subject to the approval of the CITY's authorized representative;
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C. CONSULT ANT will perform all Services in a manner reasonably satisfactory to the CITY;
D. CONSUL TANT will comply with all applicable federal, state, and local laws and regulations, including the conflict of interest provisions of Government Code §1090 and the Political Reform Act (Government Code §§81000 et seq.) CONSUL TANT shall be liable for all violations of such laws and regulations in connection CONSUL TANT's performance of the Services. If CONSULT ANT performs any work knowing it to be contrary to such laws, rules and regulations, CONSUL TANT shall be solely responsible for all costs arising therefrom;
E. CONSULT ANT understands the nature and scope of the Services to be performed under this Agreement as well as any and all schedules of performance;
F. All of CONSUL TANT's employees and agents possess sufficient skill, knowledge, training, and experience to perform those services and tasks assigned to them by CONSUL TANT; and
G. All of CONSUL TANT's employees and agents (including, but not limited to, subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications, and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications, and approvals will be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.
The Parties acknowledge and agree that CONSUL TANT will perform, at CONSULT ANT's own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULT ANT's failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULT ANT's employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULT ANT to correct any errors or omissions will be commenced immediately upon their discovery by either Party and, notwithstanding Section 5.2(8), will be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the City Representative in writing and in her sole and absolute discretion. The Parties acknowledge and agree that CITY's acceptance of any work performed by CONSUL TANT or on CONSUL TANT's behalf will not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand, and agree that CITY has relied upon the foregoing representations of CONSUL TANT, including but not limited to the representation that CONSULT ANT possesses the skills, training, knowledge, and experience necessary to perform the Services under the standard of care as articulated under section 2.4(A).
2.5 ASSIGNMENT: The skills, training, knowledge, and experience of CONSUL TANT 5
are material to CITY's willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSUL TANT or on behalf of CONSUL TANT in the performance of this Agreement. In recognition of this interest, CONSULT ANT agrees that it will not assign or transfer, either directly or indirectly or by operation of law, this Agreement, or the performance of any of CONSULT ANT's duties or obligations under this Agreement, without the prior written consent of the CITY. In the absence of CITY's prior written consent, any attempted assignment or transfer will be ineffective, null and void and will constitute a material breach of this Agreement.
2.6 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Services will be performed by CONSULTANT or under CONSULTANT's strict supervision. CONSULTANT will determine the means, methods, and details of performing the Services subject to the requirements of this Agreement. CITY retains CONSULT ANT on an independent contractor basis and not as an employee. CONSUL TANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSUL TANT's competent and timely performance of the Services contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY's confidential or proprietary information. Any additional personnel performing the Services under this Agreement on behalf of CONSULT ANT are not employees of CITY and will at all times be under CONSUL TANT's exclusive direction and control. CONSULT ANT will pay all wages, salaries and other amounts due such personnel and will assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like. CONSUL TANT will 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, workers' compensation insurance and the like. Notwithstanding any other CITY, state, or federal policy, rule, regulation, law, or ordinance to the contrary, CONSUL TANT and any of its employees, agents, and subcontractors performing the Services under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any and all claims to, any compensation, benefit, or any incident of employment by CITY, including but not limited to eligibility to enroll in the California Public Employees Retirement System (PERS) as an employee of CITY and entitlement to any contribution to be paid by CITY for employer contributions and/or employee contributions for PERS benefits.
2.7 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSUL TANT's officers, employees, agents, contractors, subcontractors or subconsultants is determined by the City Representative to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULT ANT, a threat to persons or property, or if any of CONSUL TANT's officers, employees, agents, contractors, subcontractors or subconsultants fail or refuse to perform the Services in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant will be promptly removed by CONSUL TANT and will not be reassigned to perform any of the Services.
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2.8 COMPLIANCE WITH LAWS: CONSUL TANT will keep itself informed of and in compliance with all applicable federal, statel or local laws to the extent such laws control or otherwise govern the performance of the Services. CONSUL TANT's compliance with applicable laws will include, without limitation, compliance with all applicable Cal/OSHA requirements and applicable regulations of the U.S.
Department of Housing and Urbanization.
2.9 NON-DISCRIMINATION: CONSUL TANT 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, colorl national originl 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.
2.10 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand, and agree that CONSULT ANT and all persons retained or employed by CONSUL TANT are, and will at all times remain, wholly independent contractors and are not officials, officers, employees, departments, or subdivisions of CITY.
CONSULT ANT will be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants.
CONSUL TANT and all persons retained or employed by CONSUL TANT will have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt, or liability of any kind on behalf ofl or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULT ANT under this Agreement or is otherwise expressly conferred by CITY in writing.
111.
INSURANCE
3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Before commencing the Services, CONSUL TANT will procure and maintain policies of insurance that meet the requirements and specifications set forth under this Article. CONSULT ANT will procure and maintain the following insurance coverage, at its own expense:
A
B.
Commercial General Liability Insurance: CONSULT ANT will procure and maintain Commercial General Liability Insurance ("CGL Coverage") as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.
Automobile Liability Insurance: For any owned, non-owned, or hired vehicles used in connection with the performance of this Agreement! CONSUL TANT will procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability 7
C.
D.
Insurance will have minimum limits of no less than Two Million Dollars ($2,000,000.00) per accident for bodily injury and property damage.
Workers' Compensation Insurance/ Employer's Liability Insurance: A policy of workers' compensation insurance in such amount as will fully comply with the laws of the State of California and which will indemnify, insure and provide legal defense for both CONSUL TANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULT ANT in the course of carrying out the Services contemplated in this Agreement.
Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULT ANT will procure and maintain Errors and Omissions Liability Insurance appropriate to CONSUL TANT's profession. Such coverage will have minimum limits of no less than One Million Dollars ($1,000,000.00) per claim.
3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance will contain an endorsement naming the CITY and CITY's elected and appointed officials, officers, employees, agents, and volunteers as additional insureds.
3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement will be procured from insurers admitted or licensed in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance will be procured from insurers who, according to the latest edition of the Best's Insurance Guide, have an A.M. Best's rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor's rating of no less than BBB according to the latest published edition the Standard & Poor's rating guide. As to Workers' Compensation Insurance/ Employer's Liability Insurance, the CITY Representative is authorized to authorize lower ratings than those set forth in this Section.
3.4 PRIMACY OF CONSULTANT'S INSURANCE: All policies of insurance, except professional liability, worker's compensation and employer's liability provided by CONSUL TANT will be primary to any coverage available to CITY or CITY's elected or appointed officials, officers, employees, agents, or volunteers. Any insurance or self-insurance maintained by CITY or CITY's elected or appointed officials, officers, employees, agents, or volunteers will be in excess of CONSUL TANT's insurance and will not contribute with it.
3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement will not prohibit CONSULTANT or CONSULTANT's officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULT ANT hereby waives all rights of subrogation against CITY, its officials, officers, employees, agents, and volunteers. 8
3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands, and agrees, that CITY's ability to verify the procurement and maintenance of the insurance required under this Article is a material consideration of this Agreement.
Accordingly, CONSUL TANT warrants, represents, and agrees that it will furnish CITY with certificates of insurance and endorsements evidencing the coverage required under this Article on ACORD-25 or forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy will be signed by a person authorized by that insurer to bind coverage on its behalf and will be on forms provided by the CITY if requested. Before commencing the Services, CONSUL TANT shall provide CITY with all certificates of insurance and endorsements referenced herein. Upon CITY's written request, CONSUL TANT will also provide CITY with copies of all required insurance policies and endorsements.
3.7 FAILURE TO MAINTAIN COVERAGE: In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced immediately so as to avoid a lapse in the required coverage, CITY has the right but not the duty to obtain the insurance it deems necessary, and any premium paid by CITY will be promptly reimbursed by CONTRACTOR or CITY will withhold amounts sufficient to pay premium from Consultant payments. In the alternative, CITY may cancel this Agreement effective upon notice.
3.8 SPECIAL RISKS OR CIRCUMSTANCES: City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances. Any amendment to the insurance requirements of this Article shall be memorialized and approved in the form of a written amendment to this Agreement, signed by the Parties. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void or invalid.
IV.
INDEMNIFICATION
4.1 CITY's elected and appointed officials, officers, employees, agents, and volunteers (hereinafter, the "City lndemnitees") should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys' fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the City lndemnitees with the fullest protection possible under the law.
CONSULT ANT acknowledges that CITY would not enter into this Agreement in the absence of CONSUL TANT's commitment to indemnify, defend and protect CITY as set forth herein Notwithstanding the foregoing, to the extent CONSUL TANT'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 CONSUL TANT. CONSUL TANT's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the CITY, its 9
officials, officers, employees, agents, or volunteers.
4.2 To the fullest extent permitted by law, CONSUL TANT shall indemnify, hold harmless and defend the CITY lndemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys' fees, expert fees and all other costs, and fees of litigation) of every nature arising out of or in connection with CONSULT ANT's performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.
4.3 CITY shall have the right to offset against the amount of any compensation due to CONSUL TANT under this Agreement, any amount due to CITY from CONSULT ANT as a result of CONSULT ANT's failure to either pay CITY promptly for any costs associated with CONSULT ANT's obligations to indemnify the CITY lndemnitees under this Article or related to CONSUL TANT's failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers' compensation laws.
4.4 The obligations of CONSUL TANT under this Article will not be limited by the provisions of any workers' compensation act or similar act. CONSULT ANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY's elected and appointed officials, officers, employees, agents, and volunteers.
4.5 CONSUL TANT agrees to obtain executed indemnity agreements with provisions identical to those set forth herein this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULT ANT in the performance of this Agreement. In the event CONSULT ANT fails to obtain such indemnity obligations from others as required herein, CONSUL TANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY's elected and appointed officials, officers, employees, agents, and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSUL TANT's subcontractors or any other person or entity involved by, for, with or on behalf of CONSUL TANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys' fees incurred by counsel of CITY's choice.
4.6 CITY does not and shall not waive any rights that it may possess against CONSUL TANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost, or expense.
4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend, and hold free and harmless) shall survive the termination or 10
normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.
V.
TERMINATION
5.1 TERMINATION WITHOUT CAUSE: CITY may immediately terminate this Agreement at any time for convenience and without cause by giving prior written notice of CITY's intent to terminate this Agreement which notice shall specify the effective date of such termination. Upon such termination for convenience, CONSULT ANT will be compensated only for those services and tasks which have been performed by CONSUL TANT up to the effective date of the termination.
CONSUL TANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSUL TANT to provide all finished or unfinished Documents and Data, as defined in section 6.1 below, and other information of any kind prepared by CONSULT ANT in connection with the performance of the Services.
CONSULT ANT will be required to provide such Documents and Data within fifteen (15) calendar days of CITY's written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, will operate to prohibit or otherwise restrict CITY's ability to terminate this Agreement for convenience as provided under this Section.
5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:
A. In the event either Party fails to perform any duty, obligation, service, or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service, or task set forth under this Agreement), an event of default (hereinafter, "Event of Default") will occur. For all Events of Default, the Party alleging an Event of Default will give written notice to the defaulting Party (hereinafter referred to as a "Default Notice") which will specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default will be cured, which will not be less than the applicable cure period set forth under Sections 5.28 and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default will constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONSUL TANT will cure the following Events of Defaults within the following time periods:
i. Within ten (10) business days of CITY's issuance of a Default Notice for any failure of CONSULT ANT to timely provide CITY or CITY's employees or agents with any information and/or written reports, documentation, or work product which CONSULT ANT is obligated to provide to CITY or CITY's employees or agents under this Agreement.
Prior to the expiration of the 10-day cure period, CONSUL TANT may 11
submit a written request for additional time to cure the Event of Default upon a showing that CONSULT ANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 10-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.28.i. that exceeds seven (7) calendar days from the end of the initial 10-day cure period; or ii. Within fourteen (14) calendar days of CITY's issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSUL TANT has commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY will be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.28.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONSULT ANT to perform any duty, obligation, service or task set forth under this Agreement ( or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULT ANT will include, but will not be limited to the following: (i) CONSULT ANT's refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULT ANT's failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULT ANT's and/or its employees' disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSUL TANT, whether voluntary of involuntary; and/or (v) CITY's discovery that a statement representation or warranty by CONSUL TANT relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY will cure any Event of Default asserted by CONSUL TANT within fortyfive (45) calendar days of CONSUL TANT's issuance of a Default Notice unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of Default dealing with CITY's failure to timely pay any undisputed sums to CONSULT ANT as provided under Section 1.5, above, will be cured by CITY within five (5) calendar days from the date of CONSULT ANT's Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONSUL TANT's performance under this Agreement pending
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CONSUL TANTs cure of any Event of Default by giving CONSUL TANT written notice of CITY's intent to suspend CONSULT ANTs performance (hereinafter, a "Suspension Notice"). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSUL TANT will be compensated only for those services and tasks which have been rendered by CONSULT ANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY will operate to prohibit or otherwise restrict CITY's ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement will constitute a waiver of any other or subsequent Event of Default or breach.
No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder will be in addition to and not a limitation of any duties, obligations, rights, and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULT ANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULT ANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULT ANT's breach of the Agreement or to terminate the Agreement; or
iv. The CITY may exercise any other available and lawful right or remedy.
CONSUL TANT will be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY's exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONSULT ANT's sole remedy will be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSUL TANT under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement will constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty, or requirement contained in 13
this Agreement. No waiver, benefit, privilege, or service voluntarily given or performed by a Party will give the other Party any contractual rights by custom, estoppel, or otherwise.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto will not operate to terminate any Article, Section or provision contained herein which provides that it will survive the termination or normal expiration of this Agreement.
VI.
MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data will be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term "Documents and Data" means and includes all reports, analyses, correspondence, plans, designs, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULT ANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically. This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULT ANT will require all subcontractors and subconsultants working on behalf of CONSUL TANT in the performance of this Agreement to agree in writing that CITY will be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULT ANT in the performance of this Agreement.
6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULT ANT or provided for performance of this Agreement are deemed confidential and will not be disclosed by CONSULT ANT without prior written consent by CITY. CITY will grant such consent of disclosure as legally required. Upon request, all CITY data will be returned to CITY upon the termination or expiration of this Agreement. CONSULT ANT will not use CITY's name or insignia, photographs, or any publicity pertaining to the Services in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT: CONSUL TANT warrants and represents that neither CONSUL TANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSUL TANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., §§3789 et seq. and the California False Claims Act, Government Code §§12650 et seq.
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6.4 NOTICES: All notices permitted or required under this Agreement will be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CITY:
City of Cudahy
Public Works Department
Attn: Ted Semaan, Senior Engineer
Cudahy City Hall
5220 Santa Ana Street
Cudahy, CA 90201
Phone: (323) 773-5143
CONSUL TANT:
Kimley-Horn and Associates, Inc.
660 S. Figueroa St. #2050
Attn: Jean Fares, Sr. Vice President
Phone: (213) 261-4040
Such notices will be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.
6.5 COOPERATION: FURTHER ACTS: The Parties will fully cooperate with one another and will take any additional acts or sign any additional documents as are reasonably necessary, appropriate, or convenient to achieve the purposes of this Agreement.
6.6 SUBCONTRACTING: CONSUL TANT will not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, will contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY'S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other independent contractors in connection with the various projects worked upon by CONSUL TANT.
6.8 CONFLICTS OF INTEREST:
A. CONSUL TANT warrants, represents, and maintains that it has not employed nor retained any company or person, other than a bona fide employee working solely for CONSUL TANT, to solicit or secure this Agreement. Further, CONSUL TANT warrants and represents that it has not paid, nor has it agreed to pay, any company or person, other than a bona fide employee working solely for CONSUL TANT, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, CITY will 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, will have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
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B. CONSUL TANT may serve other clients, but none whose activities within the corporate limits of CITY or whose business, regardless of location, would place CONSUL TANT in a "conflict of interest," as that term is defined in the Political Reform Act, codified at California Government Code §81000 et seq.
C. CONSULT ANT shall not employ any official or employee of the CITY during the Term of this Agreement or any extension term. No officer or employee of CITY shall have any financial interest in this Agreement that would violate Government Code §§1090 et seq. CONSUL TANT warrants and represents that no owner, principal, partner, officer, or employee of CONSUL TANT is or has been an official, officer, employee, agent, or appointee of the CITY within the twelve-month period of time immediately preceding the Effective Date. If an owner, principal, partner, officer, employee, agent, or appointee of CONSUL TANT was an official, officer, employee, agent, or appointee of the CITY within the twelve-month period immediately preceding the Effective Date, CONSUL TANT warrants that any such individuals did not participate in any manner in the forming of this Agreement. CONTRACTOR understands that, if this Agreement is made in violation of Government Code §1090 et seq., the entire Agreement is void and CONSUL TANT will not be entitled to any compensation for services performed pursuant to this Agreement, including reimbursement of expenses, and CONSUL TANT will be required to reimburse the CITY for any sums paid to CONSUL TANT. CONSUL TANT understands that, in addition to the foregoing, it may be subject to criminal prosecution for a violation of Government Code §1090.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, will be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, will be in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS' FEES: If either Party commences an action against the other Party, legal, administrative, or otherwise, arising out of or in connection with this Agreement, the prevailing Party in such litigation will be entitled to have and recover from the losing Party reasonable attorneys' fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS: This Agreement will be binding on the successors and assigns of the Parties.
6.13 NO THIRD-PARTY BENEFIT: There are no intended third-party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
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6.14 CONSTRUCTION OF AGREEMENT: This Agreement will not be construed in favor of, or against, either Party but will be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
6.15 SEVERABILITY: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions will continue in full force and effect.
6.16 AMENDMENT: MODIFICATION: No amendment, modification or supplement of this Agreement will be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver will be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections 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.
6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement will control.
6.19 ENTIRE AGREEMENT: This Agreement, including all attached exhibits, constitutes the entire, complete, final, and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, which may have been entered into between CITY and CONSUL TANT prior to the execution of this Agreement. Any statements, representations, or other agreements, whether oral or written, made by either Party that is not embodied herein will not be valid or binding on the Parties. No amendment, modification or supplement to this Agreement will be valid and binding unless in writing and duly executed by the Parties pursuant to Section
6.16, above.
6.20 FORCE MAJEURE: The deadline for completing the Services may be extended in the event of any delays due to unforeseeable causes beyond the control of CONSULTANT and without the fault or negligence of CONSUL TANT, including but not limited to severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, litigation, and/or acts of any governmental agency, including the CITY. CONSUL TANT shall within three (3) calendar days of the commencement of such delay notify the City Representative in writing of the causes of the delay. The City Representative shall ascertain the facts and the extent of delay and extend the time for performing the services for the period of the enforced delay when and if in the judgment of the CITY Representative such delay is justified. The CITY Representative's determination shall be final and conclusive upon the parties to this Agreement. In no event shall CONSUL TANT be entitled to recover damages against the CITY for any delay in the performance of this Agreement, however caused, CONSUL TANT's sole 17
remedy being extension of the Agreement pursuant to this Section.
6.21 COUNTERPARTS: This Agreement will be executed in three (3) original counterparts each of which will be of equal force and effect. No handwritten or typewritten amendment, modification, or supplement to any one counterpart will be valid or binding unless made to all three counterparts in conformity with Section
6.16, above. One fully executed original counterpart will be delivered to CONSULT ANT and the remaining two original counterparts will be retained by CITY.
(SIGNATURES ON NEXT PAGE)
18
IN WITNESS WHEREOF, the Parties hereto have caused this Agreement to be executed the day and year first appearing in this Agreement, above.
CITY OF CUDAHY:
By: __________ _
Alfonso Noyola, ICMA-CM
City Manager
Date: ----------
APPROVED AS TO FORM:
By: ___________ _
Stephanie Arechiga
City Attorney
Date: ------------
19 KIMLEY HORN AND ASSOCIATES,
INC.
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EXHIBIT A
REQUEST FOR PROPOSALS FROM CITY
20
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATE)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
DELIVERY ADDRESS
City of Cudahy
5220 Santa Ana St,
Cudahy, CA 90201
Attn: Ron Bow
Interim Public Works Director
REQUIRED NUMBER OF PROPOSALS
Three (3) hard copies and one (1) electronic
copy (pdf)
CONTACT INFORMATION FOR INQUIRIES
contact via e-mail only, no telephone calls
Ron Bow
Interim Public Works Director
[email protected]
PRE-PROPOSAL MEETING
None
PROPOSAL DUE DATE
September 11, 2024, 4:00 PM
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California Table of Contents
Table of Contents
1. Introduction 1
2. Project Description 1
3. RFP Schedule 1
4. Scope of Services 2
5. Key Personnel 4
6. City’s Standard Professional Services Agreement 4
7. Insurance Coverage Limits and Requirements 5
8. Consultant Selection Methodology 5
9. Prevailing Wage Rates 6
10. Contract Award 6
11. Required Format for Technical Proposal Submittal 7
12. Fee Estimate Proposal Submittal 8
13. Questions Regarding This RFP 8
14. Proposal Submittal Protocol 8
15. Pre-Contractual Expenses In Responding To The RFP Preparation 9 Attachments:
Attachment A – Affidavit of Non-Collusion
Attachment B – Claims History
Attachment C – Sample Professional Services Agreement
Attachment D – Project Funding Application
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California Cover Page
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E
(PLAN, SPECIFICATIONS AND ESTIMATES)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
To interested and qualified Consultants:
The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN
ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN,
SPECIFICATIONS AND ESTIMATES) FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT, HSIP CYCLE 11 PROJECT, HSIPL-5369(016).
Requirements for this RFP are enclosed.
In order to be considered in the selection process, interested parties shall submit three (3) hard copies and one (1) electronic copy (pdf) of their Proposals no later than September 11, 2024, 4:00 PM, to:
Ron Bow
Interim Public Works Director
5220 Santa Ana St,
Cudahy, CA 90201
If you have any questions, please contact via email (no telephone calls):
Ron Bow
Interim Public Works Director
[email protected]
Late proposals will not be accepted.
Sincerely,
Ron Bow
Interim Public Works Director
City of Cudahy
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 1
REQUEST FOR PROPOSALS (RFP)
TO PROVIDE DESIGN ENGINEERING SERVICES
FOR THE PREPARATION OF PS&E (PLAN, SPECIFICATIONS AND ESTIMATES)
FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT
PROJECT NO. TRE-009
HSIP CYCLE 11 PROJECT, HSIPL-5369(016)
IN THE CITY OF CUDAHY, CALIFORNIA
August 15, 2024
1. INTRODUCTION
The City of Cudahy is soliciting Proposals from qualified firms TO PROVIDE DESIGN
ENGINEERING SERVICES FOR THE PREPARATION OF PS&E (PLAN,
SPECIFICATIONS AND ESTIMATES) FOR CUDAHY CITYWIDE SIGNAL IMPROVEMENTS PROJECT, HSIP CYCLE 11 PROJECT, HSIPL-5369(016).
2. PROJECT DESCRIPTION
The proposed traffic safety improvements include installation of retro-reflective backplates, implementation of Leading Pedestrian Interval (LPI) timing, re-stripe crosswalks to implement high-visibility crosswalks, upgrading controllers, cabinets and battery backup systems at various signalized intersections.
This project (including the requested design services) will be funded by state funds, there are no federal funds involved.
Proposed improvements are described in detail in the Project Funding Application (see Attachment D. Project Funding Application). at various signalized intersections.
3. RFP SCHEDULE
Below is the tentative RFP schedule and is subject to change by the City:
Request for Proposals Posted and Issued August 15, 2024 Deadline for Receipt of Questions August 30, 2024, 5:00 PM Addendum (if necessary) to Respond to Questions September 4, 2024, 5:00 PM Deadline for Receipt of Proposals (RFP Due
Date)
September 11, 2024, 4:00 PM
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 2
Contract Awarded by City Council (tentative) Oct 2024
4. SCOPE OF SERVICES
The project scope includes preparation of all necessary plans and to provide to the City a complete PS&E Bid Package ready for bidding. The following description of work defines the general project requirements. Associated tasks and provisions necessary for a complete project, but not specifically defined herein are to be addressed in the proposal and undertaken within the proposed “Not to Exceed” contract fee.
The scope of work generally includes:
Task 1. Project Management
a. Attend a pre-design (kick-off) meeting with City staff after the award of contract to conduct introductions, discuss scope of work, information needed from various City departments, overall schedule and the implementation process. b. Coordinate bi-weekly progress virtual meetings with City staff to update the City of the project progress, and schedule status. This is also a time for the Consultant to ask any questions of the City or bring up any design issues encountered. c. Coordinate meetings to review the preliminary design, 60%, 90% and 100% submittals with City staff.
d. Provide a detailed project schedule with continuous updates, and executive summary of project status to be submitted with each monthly invoice. e. Maintain continuous awareness of the status of each task as it proceeds and make provisions to expedite and resolve any difficulties that may impede progress.
Task 2. Utility Coordination
a. The Consultant shall ensure the final design is compatible with all utilities within the project area whether they are protected in place, removed, installed, relocated, adjusted, or otherwise modified. This includes contacting each affected agency and coordinating the proposed improvements with them. Any necessary utility work should be incorporated into the construction schedule, if necessary. b. Coordinate with the affected utility companies within the project limits, and any applicable agencies, as necessary, and notify the utility company/agency of the project. Maintain a utility contact matrix documenting contacts, coordination, etc. with utility companies.
c. Perform all necessary research to establish the precise location of all utilities. All utilities (including overhead) must be identified and shown on the plans. d. The preliminary and finals plans are to be sent to all utility companies with a response request.
Task 3. Preliminary Engineering
a. Environmental. The project is assumed to be categorically exempt.
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 3
b. Right-of-Way. All work is assumed to be within existing public ROW. The design consultant shall perform research on available right-of-way maps, assessor parcel maps, and easement information within the project limits. Based on this information, existing ROW information shall be shown on the plans. If any TCEs (Temporary Construction Easements) are necessary, the consultant shall show them on the plans. The City will obtain TCE’s from adjacent property owners. c. Review base data documents including as-built improvement plans, utility information, survey information, and other available record data. d. Conduct necessary field surveys to assess existing conditions of the project area. e. Develop preliminary design plans.
f. Prepare preliminary cost estimate. Identify special conditions that might create conflicts or change orders during construction and identify how to resolve these issues.
g. Prepare Technical specifications.
Task 4. Plans, Specifications & Estimate
a. Plans, Specifications and Estimate (PS&E) shall be provided at levels of completion of approximately 60%, 90% and 100%.
b. The City will provide review comments at the 60%, and 90% design phases. c. It is expected 100% plans will be complete and include comments and input from all stakeholders and appropriate City staff.
d. Specifications shall be furnished using the latest edition of Microsoft Word for Windows. The Consultant shall prepare the Specifications per City requirements and utilize the Standard Specifications for Public Works Construction (“Greenbook”) and Caltrans Standard Plans and Specifications for traffic signal related elements.
e. Estimate shall be prepared in spreadsheet format using Microsoft Excel. f. The Consultant shall create a comment matrix to verify all City comments are addressed with each submittal.
Caltrans LAPM Forms for PSE Certification and E-76 construction authorization:
The selected design consultant’s scope of work includes preparation of necessary technical documents, including necessary Caltrans LAPM Forms for PSE Certification and E-76 construction authorization after completion of PS&E Package, and all documents as necessary to provide the City an approved bid package ready for bid advertisement.
Task 5. Bidding and Construction Support
a. Respond to Requests for Information (RFIs) during the project advertisement period, and log questions and responses.
b. Prepare project addenda.
c. Attend the pre-construction meeting, job walk, and job-site meetings when requested by the City over the course of the construction schedule (assume 5 meetings).
d. Provide responses to the Contractor’s RFIs about the plans and specifications when requested by the City.
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 4
e. Provide responses and approvals to the Contractor’s submittals for materials and shop drawings when requested by the City.
Task 6. Prepare Record Drawings (As-Builts)
a. Prepare as-built drawings based on field red-lined as-built information provided by the City’s Construction Contractor.
Task 7. Prepare Traffic Signal Timing Charts
a. Consultant shall prepare local intersection traffic signal timing charts for each intersection as part of the project to be implemented by the construction contractor.
Submittal Format of documents prepared by the selected Design Consultant:
a. All submittals to City shall be made via electronic submittals. b. All submittal shall be in pdf format.
c. Final submittals shall be dwg (AutoCAD) for plans with wet signed mylars, specifications in MS Word, Estimates in Excel, and all other documents in pdf.
The above tasks are provided as general guidance to the proposing firms. The proposers shall review the RFP and attached documents and conduct any other documents review, research and field reviews as they deem necessary, and provide a detailed scope of services as part of their proposals.
It is the consultant’s responsibility to identify all necessary tasks and components, and provide all necessary services as required and in compliance with the Project Funding Application, Project Funding Agreement, this RFP and all applicable standards and requirements, and provide the City with a complete set of PS&E Bid Package approved by all regulatory and involved agencies.
5. KEY PERSONNEL
It is imperative that the key personnel providing the consulting services have the background, experience, and qualifications to complete the project. The City reserves the right to approve all key personnel individually for work on this contract. All key staff shall be named in the contract. After the contract is signed, the proposer may not replace key staff unless their employment is terminated or agreed upon by the City. The City must approve replacement staff before a substitute person is assigned to the Project.
The City reserves the right to request that the proposer replace a staff person assigned to the contract should the City consider such a replacement to be for the good of the project.
6. CITY’S STANDARD PROFESSIONAL SERVICES AGREEMENT
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 5
The RFP includes a sample of City’s Professional Services Agreement (Agreement) as Attachment C. Proposers shall review the Agreement and provide a statement that they will comply with all aspects of the Agreement, or provide any comments that they would like the City to consider. The City Attorney will review any comment received and make a final decision if all or part or any of such comments may be considered.
7. INSURANCE COVERAGE LIMITS AND REQUIREMENTS
Consultant shall provide Insurance Coverage Limits and Requirements as indicated in this RFP as provided in Attachment C.
8. CONSULTANT SELECTION METHODOLOGY
The proposals will be evaluated based upon several factors. These factors may include:
Evaluation Criteria Max
Points
Completeness of the Proposals and compliance with the required RFP format. 10
Project understanding, scope and approach to develop the project efficiently. 25
Experience and Qualifications of Key Staff. 25
Similar Project Experience, including familiarity with State and Federal procedures. 25
Effectiveness of Project Schedule showing how the proposer will be able to complete the design with required time duration 15 Total Points 100
As part of the evaluation, the City will also contact references listed in the proposal.
One-Step RFP: This Project will use One-Step RFP method per LAPM, as the scope of work is Project–specific and defined.
City Selection Panel will review the proposals received, and rank them based on the above Evaluation Criteria, and establish highest ranked consultant. The City may choose not to conduct oral interviews and negotiate a contract with the highest ranked consultant after the evaluation of written proposals.
At City’s discretion, the City may also conduct oral interviews with the top 3 ranked consultants. If oral interviews are conducted, the City will inform the selected proposers
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 6
and provide the evaluation criteria for oral interviews at that time. After evaluations, the City will select the consultant who has is ranked highest.
After ranking, cost negotiations will begin with the most qualified consultant and only their cost proposal will be opened. Should negotiations fail or result in a price that the local agency does not consider fair and reasonable, negotiations must be formally terminated and the local agency must then undertake negotiations with the second most qualified consultant. If the negotiations with the second most qualified firm are not successful, negotiations must be formally terminated and the local agency must then undertake negotiations with the third most qualified consultant, and so on, until the price is determined to be fair and reasonable by the local agency.
9. PREVAILING WAGE RATES
Depending upon the scope of work, the required contract provisions may include the California State Prevailing Wages (Federal Payment of Predetermined Minimum Wage applies only to federal-aid construction contracts). Prevailing wages will apply if the services to be performed will involve land surveying (such as flag persons, survey party chief, rodman or chainman), materials sampling and testing (such as drilling rig operators, pile driving, crane operators), inspection work, soils or foundation investigations, environmental hazardous materials and so forth. California State Prevailing Wage information is available through the California Department of Industrial Relations websites below. The selected Consultant will need to provide its Prevailing Wage Policy if their participation on the project includes prevailing wage work. The policy will include information on the accounting treatment of delta base and delta fringe, and verify the accounting treatment is consistent every year.
1. DIR FAQ website: http://www.dir.ca.gov/OPRL/FAQ_PrevailingWage.html
2. DIR Wage Determination website:
http://www.dir.ca.gov/oprl/DPreWageDetermination.htm
3. Caltrans Prevailing Wage Interpretive Guidance:
https://ig.dot.ca.gov/resources/interpretive-guidance
10.CONTRACT AWARD
Any contract resulting from this RFP will be awarded to a firm whose Proposal meet the technical requirements of the RFP and is evaluated as the highest ranked proposal.
Proposals will be ranked in accordance with the evaluation criteria stated in this RFP.
Negotiations regarding a fair and reasonable price will occur subsequent to consultant selection. Should the City be unable to obtain a fair and reasonable price through negotiations with the highest qualified proposer, the City shall enter into negotiations with the next highest qualified proposer and may award that contract if the parties are able to arrive at a fair and reasonable price. If that is unattainable, the City shall enter into
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 7
negotiations with the next highest qualified proposer in sequence until an agreement is reached.
11.REQUIRED FORMAT FOR TECHNICAL PROPOSAL SUBMITTAL
Please submit your Technical Proposal in the format specified below:
Cover Letter: Emphasize strong points of the project team and the firm’s experience.
Include the name, address, telephone number, title, and signature of the firm’s contact person for this proposal. The cover letter shall state that the submittal is valid for 90 days.
Table of Contents: Provide contents of proposal.
Section 1. Approach and Scope of Work: Provide your understanding of the project and describe your approach. Provide a detailed scope of work that the firm will utilize in providing requested services in efficient and cost-effective manner. In your approach, describe methods that you will use for quality control, budget/cost control, schedule control, and document control.
Section 2: Schedule: Provide a detailed project schedule. Use November 4, 2024 as the start date of City’s Notice to Proceed with the project. Show project tasks, durations, start and completion dates, time allocations for City review and other regulatory agency review and any outside agencies that may be involved in the review and approval process. The final PS&E shall be submitted within 3 months of City’s Notice to Proceed, excluding City and Caltrans review times.
Section 3. Project Team, Key Personnel and Resumes: Provide an organization chart showing the names and responsibilities of key personnel and subconsultants.
Provide resumes of all key personnel identified in the organization chart.
Section 4. Company Qualifications: Provide qualifications of prime consulting firm and sub-consultants.
Section 5. References: Provide 5 Public Agency references for similar projects.
Section 6. City’s Standard Professional Services Agreement (see Attachment C.
Sample Professional Services Agreement): The referenced attachment is City’s Standard Professional Services Agreement (Agreement), which will be executed by the selected consultant. Proposers shall review the Agreement and provide a statement that they will comply with all aspects of the Agreement or provide any comments that they would like the City to consider. Please note that the City does not guarantee that any revisions to the contract will be accepted. The selected consultant shall be prepared to execute the contract as is, if the City does not accept any changes
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 8
provided by the consultant.
Section 7. Addenda Acknowledgement: If any Addenda is issued by the City, the proposers shall include an acknowledgement of receiving such Addenda and their agreement with the terms and conditions stated in such Addenda. If no Addenda is issued, proposers shall state so in this section.
Section 8. Required Attachments:
Below attachments shall be signed and submitted with the proposal:
• Attachment A - Affidavit of Non-Collusion
• Attachment B - Claims History
The Fee Proposal shall be submitted in a separate envelope as indicated in the following section.
12.FEE ESTIMATE PROPOSAL SUBMITTAL
The Fee Estimate Proposal shall be submitted in a separate sealed envelope. Fee shall be provided in detail per each task identified on this RFP, including staff hours, hourly rates, and any subconsultant cost (if applicable). If subconsultant is proposed, provide the same detail with hours and hourly rates. Consultant shall also provide its Schedule of Standard Hourly Fee Rates.
13.QUESTIONS REGARDING THIS RFP
All questions regarding this RFP must be submitted via email:
Ron Bow
Interim Public Works Director
[email protected]
Questions regarding this proposal shall be submitted via email to the above contact within the deadline identified on the RFP Schedule. In response to all questions received by this date, City will issue an Addendum on the date identified on the RFP Schedule prior to the proposal submittal due date. The addendum will be emailed to all RFP recipients on record.
14.PROPOSAL SUBMITTAL PROTOCOL
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 9
Interested and qualified firms shall submit their proposals as follows:
• Envelope 1: Technical Proposal, 3 bound copy and 1 pdf file on thumb drive.
Please indicate on the Proposal Cover:
TECHNICAL PROPOSAL
Design Services for HSIPL-5369(016)
Cudahy Citywide Signal Improvements Project , HSIP Cycle 11 Project • Envelope 2: Fee Proposal, 3 bound copy and 1 pdf file on thumb drive.
Please indicate on the Proposal Cover:
FEE PROPOSAL
Design Services for HSIPL-5369(016)
Cudahy Citywide Signal Improvements Project, HSIP Cycle 11 Project Proposal submittal due date is:
September 11, 2024, 4:00 pm
Proposals shall be addressed to:
City of Cudahy
5220 Santa Ana St,
Cudahy, CA 90201
Attn: Ron Bow
Interim Public Works Director
Late proposals will not be accepted.
15.PRE-CONTRACTUAL EXPENSES IN RESPONDING TO THE RFP PREPARATION The City shall not be liable for any pre-contractual expenses incurred by any proposer or by any selected consultant. Each proposer shall protect, defend, indemnify, and hold harmless the City from any and all liability, claims, or expenses whosoever incurred by, or on behalf of, the entity participating in the preparation of its response to this RFP. Precontractual expenses are defined as expenses incurred by proposers and the selected consultant, if any, in:
▪ Preparing and submitting information in response to this RFP ▪ Negotiations with the City on any matter related to this procurement ▪ Costs associated with interviews, meetings, travel or presentations ▪ All other expenses incurred by a proposer/consultant prior to the date of award and a formal notice to proceed.
The City reserves the right to amend, withdraw and cancel this RFP. The City reserves the right to reject all responses to this request at any time prior to contract
RFP To Provide Design Engineering Services for Cudahy Citywide Signal Improvements Project, HSIPL-5369(016) City of Cudahy, California RFP, Page 10
execution, or only award a partial contract for a limited scope of work. The City reserves the right to request or obtain additional information about any and all proposals.
END OF RFP
ATTACHMENTS TO FOLLOW
Attachment A Affidavit of Non-Collusion
Attachment B Claims History
Attachment C Sample Professional Services Agreement
Attachment D Project Funding Application
Attachment A, Page 1
ATTACHMENT A
AFFIDAVIT OF NON-COLLUSION
I state that I am _____________________________________ (title) of __________________________________ (name of firm) and that I am authorized to make this affidavit on behalf of my firm, and its owners, directors, and officers. I am the person responsible in my firm for the price(s) and the amount of this Offer.
I state that:
(1) The price(s) and amount of this Offer have been arrived at independently and without consultation, communication or agreement with any other Proposer or potential Proposer. (2) That neither the price(s) nor the amount of this Offer, and neither the approximate price(s) nor approximate amount of this Offer, have been disclosed to any other firm or person who is a Proposer or potential Proposer, and they will not be disclosed before Solicitation opening. (3) No attempt has been made or will be made to induce any firm or person to refrain from bidding on this contract, or to submit an Offer higher than this Offer, or to submit any intentionally high or noncompetitive Offer or other form of complementary Offer. (4) The Offer of my firm is made in good faith and not pursuant to any agreement or discussion with, or inducement from, any firm or person to submit a complementary or other noncompetitive Offer. (5) ________________________________________ (name of firm), its affiliates, subsidiaries, officers, directors and employees are not currently under investigation by any governmental agency and have not in the last four years been convicted of or found liable for any act prohibited by State or Federal law in any jurisdiction, involving conspiracy or collusion with respect to bidding on any public contract, except as described in the attached appendix.
I state that________________________________________ (name of firm) understands and acknowledges that the above representations are material and important, and will be relied on by the City of Cudahy in awarding the contract(s) for which this Offer is submitted. I understand and my firm understands that any misstatement in this affidavit is and shall be treated as fraudulent concealment from the City of Cudahy of the true facts relating to the submission of Offers for this contract.
_________________________________________________
(Authorized Signature)
_________________________________________________
(Name of Company/Position)
Sworn to and subscribed before me this _______ day of __________________, 20___. _________________________________________________
Notary Public for California
My Commission Expires: __________________________
Attachment B, Page 1
ATTACHMENT B
CLAIMS HISTORY
Each Consultant shall submit a summary of whether or not any of the following events have occurred within the past (10) years and, if so, a brief description of the circumstances involved (including, without limitation, the names of parties involved, current status and final disposition of the matter of dispute):
Failure to disclose any circumstances requested in the following paragraphs is grounds for disqualification.
▪ Failure by Consultant or any sub-consultant to enter into a contract to which it has received an award by a public entity.
▪ Forfeiture of a bid or proposal bond by proposer or any sub-consultant. ▪ Termination for default under a contract awarded by a public entity to Consultant or any sub-consultant.
▪ Debarment of Consultant or any sub-consultant by any municipal, county, state, federal, or local agency (note: debarment is grounds for automatic disqualification). ▪ The filing of a lawsuit or arbitration in which the Consultant or a sub-consultant was a defendant or cross-defendant at any time within the past ten (10) years that involved the performance of project, program, or engineering services and that involved an amount in controversy sought to be recovered from Consultant or the sub-consultant of more than $100,000.00.
▪ Conviction of Consultant, a sub-consultant, or any of their principals or officers for violation of a state or federal antitrust law involving bid rigging, collusion, or restriction on competition between bidders, or conviction of violating any other federal or state law relating to bidding or contract performance (note: such conviction is grounds for automatic disqualification).
▪ Any publications involving firm or principals alleging or claiming corruption (such claims are grounds for automatic disqualification).
Any suspension, revocation, or other disciplinary proceeding relating to a contracting or professional license issued to proposer or a sub-consultant.
Attachment C
ATTACHMENT C
Professional Services Contract
PROFESSIONAL SERVICES AGREEMENT
([Replace w/ Name of Consultant - Replace w/ Brief Description of Engagement] ) THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this ___________day of _________________ 20______ (hereinafter, the “Effective Date”), by and between the CITY OF CUDAHY, a municipal corporation (“CITY”) and [____REPLACE WITH NAME OF CONSULTANT____], a [___REPLACE WITH TYPE OF ENTITY, E.G., CORPORATION? PARTNERSHIP? SOLE PROPRIETORSHIP? ETC.____] (hereinafter, “CONSULTANT”). For the purposes of this Agreement CITY and CONSULTANT may be referred to collectively by the capitalized term “Parties.” The capitalized term “Party” may refer to CITY or CONSULTANT interchangeably.
WHEREAS, CITY wishes to engage CONSULTANT to provide the following specialized services:__________________________; and
WHEREAS, CITY’s in-house personnel is presently unable to perform the specialized services and tasks contemplated under this Agreement; and WHEREAS, CONSULTANT possesses the specialized training, skill, expertise and experience required to perform the services contemplated under this Agreement; and WHEREAS, CONSULTANT agrees to perform the various services and tasks set forth under this Agreement subject to the terms and conditions set forth herein; and NOW, THEREFORE, for and in consideration of the mutual covenants and conditions herein contained, CITY and CONSULTANT agree as follows:
I.
ENGAGEMENT TERMS
1.1 SCOPE OF SERVICES: Subject to the terms and conditions set forth in this Agreement and all exhibits attached and incorporated hereto, CONSULTANT agrees to perform the services and tasks set forth in Exhibit “A” (hereinafter referred to as the “Scope of Services”). CONSULTANT further agrees to furnish to CITY all labor, materials, tools, supplies, equipment, services, tasks and incidental and customary work necessary to competently perform and timely complete the services and tasks set forth in the Scope of Services. For the purposes of this Agreement the aforementioned services and tasks set forth in DRAFT Page 296 of 1219
the Scope of Services shall hereinafter be referred to generally by the capitalized term “Work.”
1.2 TERM: This Agreement shall have a term of [___REPLACE TEXT WITH TERM PERIOD: X# of DAYS? MONTHS? YEARS?] commencing from [_REPLACE TEXT WITH START DATE OF TERM: CAN BE EITHER the “EFFECTIVE DATE”? SOME OTHER DATE?]. [OPTIONAL LANGUAGE: Upon the
conclusion of the Term, this Agreement shall renew automatically for a maximum of [_MAXIMUM NUMBER OF EXTENSION TERMS AND MAXIMUM DURATION OF EACH SUCH EXTENSION TERM. EDITOR’S NOTE: IT IS
RECOMMENDED THAT ANY INDIVIDUAL EXTENSION TERM NOT EXCEED
ONE YEAR IN DURATION AND THAT THE TOTAL NUMBER OF EXTENSION
TERMS NOT EXCEED A MAXIMUM OF TWO YEARS BEYOND THE END OF THE INITIAL TERM] …….., unless CITY issues written notice of its intent not to authorize an additional extension term(s). Nothing in this Section shall operate to prohibit or otherwise restrict the CITY’s ability to terminate this Agreement at any time for convenience or for cause.
1.3 COMPENSATION:
A. CONSULTANT shall perform the various services and tasks set forth in the Scope of Services in accordance with the compensation schedule which is [_____THIS LANGUAGE MAY VARY DEPENDING ON THE LOCATION OF ANY APPLICABLE COMPENSATION SCHEDULE – SOME SCHEDULES
ARE EMBEDDED IN THE SCOPE OF SERVICES WHILE OTHERS CAN BE
FOUND IN A SEPARATE STAND-ALONE SCHEDULE WHICH SHOULD BE ATTACHED AS AN EXHIBIT TO THE AGREEMENT______] (hereinafter, the “Approved Rate Schedule”).
B. Section 1.3(A) notwithstanding, CONSULTANT’s total compensation during the Term of this Agreement or any extension term shall not exceed the budgeted aggregate sum of [___REPLACE WITH NOT-TO-EXCEED SUM____] (hereinafter, the “Not-to-Exceed Sum”), unless such added expenditure is first approved by the CITY acting in consultation with the Superintendent and the Director of Fiscal Services. In the event CONSULTANT’s charges are projected to exceed the Not-to-Exceed Sum prior to the expiration of the Term or any single extension term, CITY may suspend CONSULTANT’s performance pending CITY approval of any anticipated expenditures in excess of the Not-to-Exceed Sum or any other CITY-approved amendment to the compensation terms of this Agreement.
1.4 PAYMENT OF COMPENSATION: Reserved; No text.
1.5 ACCOUNTING RECORDS: CONSULTANT shall maintain complete and accurate records with respect to all matters covered under this Agreement for a period of three (3) years after the expiration or termination of this Agreement.
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CITY shall have the right to access and examine such records, without charge, during normal business hours. CITY shall further have the right to audit such records, to make transcripts therefrom and to inspect all program data, documents, proceedings, and activities.
1.6 ABANDONMENT BY CONSULTANT: In the event CONSULTANT ceases to perform the Work agreed to under this Agreement or otherwise abandons the undertaking contemplated herein prior to the expiration of this Agreement or prior to completion of any or all tasks set forth in the Scope of Services, CONSULTANT shall deliver to CITY immediately and without delay, all materials, records and other work product prepared or obtained by CONSULTANT in the performance of this Agreement. Furthermore, CONSULTANT shall only be compensated for the reasonable value of the services, tasks and other work performed up to the time of cessation or abandonment, less a deduction for any damages, costs or additional expenses which CITY may incur as a result of CONSULTANT’s cessation or abandonment.
II.
PERFORMANCE OF AGREEMENT
2.1 CITY’S REPRESENTATIVES: The CITY hereby designates the Superintendent and [____REPLACE WITH TITLE OF CITY REPRESENTATIVE WHO WILL BE
ENGAGED IN THE DAY-TO-DAY ADMINISTRATION OF THE
CONTRACT_______] (hereinafter, the “CITY Representatives”) to act as its representatives for the performance of this Agreement. The Superintendent shall be the chief CITY Representative. The CITY Representatives or their designee shall act on behalf of the CITY for all purposes under this Agreement.
CONSULTANT shall not accept directions or orders from any person other than the CITY Representatives or their designee.
2.2 CONSULTANT REPRESENTATIVE: CONSULTANT hereby designates [__INSERT NAME AND TITLE OF PERSON WHO IS CONSULTANT
REPRESENTATIVE FOR PURPOSES OF CONTRACT
ADMINISTRATION________] to act as its representative for the performance of this Agreement (hereinafter, “CONSULTANT Representative”). CONSULTANT Representative shall have full authority to represent and act on behalf of the CONSULTANT for all purposes under this Agreement. CONSULTANT Representative or his designee shall supervise and direct the performance of the Work, 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 Work under this Agreement. Notice to the CONSULTANT Representative shall constitute notice to CONSULTANT.
2.3 COORDINATION OF SERVICE; CONFORMANCE WITH REQUIREMENTS:
CONSULTANT agrees to work closely with CITY staff in the performance of the Work and this Agreement and shall be available to CITY staff and the CITY DRAFT Page 298 of 1219
Representatives at all reasonable times. All work prepared by CONSULTANT shall be subject to inspection and approval by CITY Representatives or their designees.
2.4 STANDARD OF CARE; PERFORMANCE OF EMPLOYEES: CONSULTANT represents, acknowledges and agrees to the following:
A. CONSULTANT shall perform all Work skillfully, competently and to the highest standards of CONSULTANT’s profession;
B. CONSULTANT shall perform all Work in a manner reasonably satisfactory to the CITY;
C. CONSULTANT shall comply with all applicable federal, state and local laws and regulations, including the conflict of interest provisions of Government Code Section 1090 and the Political Reform Act (Government Code Section 81000 et seq.);
D. CONSULTANT understands the nature and scope of the Work to be performed under this Agreement as well as any and all schedules of performance;
E. All of CONSULTANT’s employees and agents possess sufficient skill, knowledge, training and experience to perform those services and tasks assigned to them by CONSULTANT; and
F. All of CONSULTANT’s employees and agents (including but not limited subcontractors and subconsultants) possess all licenses, permits, certificates, qualifications and approvals of whatever nature that are legally required to perform the tasks and services contemplated under this Agreement and all such licenses, permits, certificates, qualifications and approvals shall be maintained throughout the term of this Agreement and made available to CITY for copying and inspection.
The Parties acknowledge and agree that CONSULTANT shall perform, at CONSULTANT’s own cost and expense and without any reimbursement from CITY, any services necessary to correct any errors or omissions caused by CONSULTANT’s failure to comply with the standard of care set forth under this Section or by any like failure on the part of CONSULTANT’s employees, agents, contractors, subcontractors and subconsultants. Such effort by CONSULTANT to correct any errors or omissions shall be commenced immediately upon their discovery by either Party and shall be completed within seven (7) calendars days from the date of discovery or such other extended period of time authorized by the CITY Representatives in writing and in their sole and absolute discretion.
The Parties acknowledge and agree that CITY’s acceptance of any work DRAFT Page 299 of 1219
performed by CONSULTANT or on CONSULTANT’s behalf shall not constitute a release of any deficiency or delay in performance. The Parties further acknowledge, understand and agree that CITY has relied upon the foregoing representations of CONSULTANT, including but not limited to the representation that CONSULTANT possesses the skills, training, knowledge and experience necessary to perform the Work skillfully, competently and to the highest standards of CONSULTANT’s profession.
2.5 ASSIGNMENT: The skills, training, knowledge and experience of CONSULTANT are material to CITY’s willingness to enter into this Agreement. Accordingly, CITY has an interest in the qualifications and capabilities of the person(s) who will perform the services and tasks to be undertaken by CONSULTANT or on behalf of CONSULTANT in the performance of this Agreement. In recognition of this interest, CONSULTANT agrees that it shall not assign or transfer, either directly or indirectly or by operation of law, this Agreement or the performance of any of CONSULTANT’s duties or obligations under this Agreement without the prior written consent of the CITY. In the absence of CITY’s prior written consent, any attempted assignment or transfer shall be ineffective, null and void and shall constitute a material breach of this Agreement.
2.6 CONTROL AND PAYMENT OF SUBORDINATES; INDEPENDENT
CONTRACTOR: The Work shall be performed by CONSULTANT or under CONSULTANT’s strict supervision. CONSULTANT will determine the means, methods and details of performing the Work subject to the requirements of this Agreement. CITY retains CONSULTANT on an independent contractor basis and not as an employee. CONSULTANT reserves the right to perform similar or different services for other principals during the term of this Agreement, provided such work does not unduly interfere with CONSULTANT’s competent and timely performance of the Work contemplated under this Agreement and provided the performance of such services does not result in the unauthorized disclosure of CITY’s confidential or proprietary information. Any additional personnel performing the Work under this Agreement on behalf of CONSULTANT are not 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 and shall assume responsibility for all benefits, payroll taxes, Social Security and Medicare payments and the like.
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, workers’ compensation insurance and the like.
2.7 REMOVAL OF EMPLOYEES OR AGENTS: If any of CONSULTANT’s officers, employees, agents, contractors, subcontractors or subconsultants is determined by the CITY Representatives to be uncooperative, incompetent, a threat to the adequate or timely performance of the tasks assigned to CONSULTANT, a threat to persons or property, or if any of CONSULTANT’s officers, employees, agents, DRAFT Page 300 of 1219
contractors, subcontractors or subconsultants fail or refuse to perform the Work in a manner acceptable to the CITY, such officer, employee, agent, contractor, subcontractor or subconsultant shall be promptly removed by CONSULTANT and shall not be re-assigned to perform any of the Work.
2.8 COMPLIANCE WITH LAWS: CONSULTANT shall keep itself informed of and in compliance with all applicable federal, State or local laws to the extent such laws control or otherwise govern the performance of the Work. CONSULTANT’s compliance with applicable laws shall include without limitation compliance with all applicable Cal/OSHA requirements.
2.9 NON-DISCRIMINATION: In the performance of this Agreement, CONSULTANT shall not discriminate against any employee, subcontractor, subconsultant, or applicant for employment because of race, color, creed, religion, sex, marital status, sexual orientation, national origin, ancestry, age, physical or mental disability or medical condition.
2.10 INDEPENDENT CONTRACTOR STATUS: The Parties acknowledge, understand and agree that CONSULTANT and all persons retained or employed by CONSULTANT are, and shall at all times remain, wholly independent contractors and are not officials, officers, employees, departments or subdivisions of CITY. CONSULTANT shall be solely responsible for the negligent acts and/or omissions of its employees, agents, contractors, subcontractors and subconsultants. CONSULTANT and all persons retained or employed by CONSULTANT shall have no authority, express or implied, to bind CITY in any manner, nor to incur any obligation, debt or liability of any kind on behalf of, or against, CITY, whether by contract or otherwise, unless such authority is expressly conferred to CONSULTANT under this Agreement or is otherwise expressly conferred by CITY in writing.
III.
INSURANCE
3.1 DUTY TO PROCURE AND MAINTAIN INSURANCE: Prior to the beginning of and throughout the duration of the Work, CONSULTANT will procure and maintain polices of insurance that meet the requirements and specifications set forth under this Article. CONSULTANT shall procure and maintain the following insurance coverage, at its own expense:
A. Commercial General Liability Insurance: CONSULTANT shall procure and maintain Commercial General Liability Insurance (“CGL Coverage”) as broad as Insurance Services Office Commercial General Liability coverage (occurrence Form CG 0001) or its equivalent. Such CGL Coverage shall have minimum limits of no less than Two Million Dollars ($2,000,000.00) per occurrence and Two Million Dollars ($2,000,000.00) in the general aggregate DRAFT Page 301 of 1219
for bodily injury, personal injury, property damage, operations, products and completed operations, and contractual liability.
B. Automobile Liability Insurance: CONSULTANT shall procure and maintain Automobile Liability Insurance as broad as Insurance Services Office Form Number CA 0001 covering Automobile Liability, Code 1 (any auto). Such Automobile Liability Insurance shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per accident for bodily injury and property damage.
C. Workers’ Compensation Insurance/ Employer’s Liability Insurance: A policy of workers’ compensation insurance in such amount as will fully comply with the laws of the State of California and which shall indemnify, insure and provide legal defense for both CONSULTANT and CITY against any loss, claim or damage arising from any injuries or occupational diseases occurring to any worker employed by or any persons retained by CONSULTANT in the course of carrying out the Work contemplated in this Agreement.
D. Errors & Omissions Insurance: For the full term of this Agreement and for a period of three (3) years thereafter, CONSULTANT shall procure and maintain Errors and Omissions Liability Insurance appropriate to CONSULTANT’s profession. Such coverage shall have minimum limits of no less than One Million Dollars ($1,000,000.00) per occurrence and shall be endorsed to include contractual liability.
3.2 ADDITIONAL INSURED REQUIREMENTS: The CGL Coverage and the Automobile Liability Insurance shall contain an endorsement naming the CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers as additional insureds.
3.3 REQUIRED CARRIER RATING: All varieties of insurance required under this Agreement shall be procured from insurers admitted in the State of California and authorized to issue policies directly to California insureds. Except as otherwise provided elsewhere under this Article, all required insurance shall be procured from insurers who, according to the latest edition of the Best’s Insurance Guide, have an A.M. Best’s rating of no less than A:VII. CITY may also accept policies procured by insurance carriers with a Standard & Poor’s rating of no less than BBB according to the latest published edition the Standard & Poor’s rating guide.
As to Workers’ Compensation Insurance/ Employer’s Liability Insurance, the CITY Representatives are authorized to authorize lower ratings than those set forth in this Section.
3.4 PRIMACY OF CONSULTANT’S INSURANCE: All polices of insurance provided by CONSULTANT shall be primary to any coverage available to CITY or CITY’s elected or appointed officials, officers, employees, agents or volunteers. Any insurance or self-insurance maintained by CITY or CITY’s elected or appointed DRAFT Page 302 of 1219
officials, officers, employees, agents or volunteers shall be in excess of CONSULTANT’s insurance and shall not contribute with it.
3.5 WAIVER OF SUBROGATION: All insurance coverage provided pursuant to this Agreement shall not prohibit CONSULTANT or CONSULTANT’s officers, employees, agents, subcontractors or subconsultants from waiving the right of subrogation prior to a loss. CONSULTANT hereby waives all rights of subrogation against CITY.
3.6 VERIFICATION OF COVERAGE: CONSULTANT acknowledges, understands and agrees, that CITY’s ability to verify the procurement and maintenance of the insurance required under this Article is critical to safeguarding CITY’s financial well-being and, indirectly, the collective well-being of the residents of the CITY.
Accordingly, CONSULTANT warrants, represents and agrees that its shall furnish CITY with original certificates of insurance and endorsements evidencing the coverage required under this Article on forms satisfactory to CITY in its sole and absolute discretion. The certificates of insurance and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the CITY if requested. All certificates of insurance and endorsements shall be received and approved by CITY as a condition precedent to CONSULTANT’s commencement of any work or any of the Work. Upon CITY’s written request, CONSULTANT shall also provide CITY with certified copies of all required insurance policies and endorsements.
IV.
INDEMNIFICATION
4.1 The Parties agree that CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers (hereinafter, the “CITY Indemnitees”) should, to the fullest extent permitted by law, be protected from any and all loss, injury, damage, claim, lawsuit, cost, expense, attorneys’ fees, litigation costs, or any other cost arising out of or in any way related to the performance of this Agreement. Accordingly, the provisions of this indemnity provision are intended by the Parties to be interpreted and construed to provide the CITY Indemnitees with the fullest protection possible under the law. CONSULTANT acknowledges that CITY would not enter into this Agreement in the absence of CONSULTANT’s commitment to indemnify, defend and protect CITY as set forth herein.
4.2 To the fullest extent permitted by law, CONSULTANT shall indemnify, hold harmless and defend the CITY Indemnitees from and against all liability, loss, damage, expense, cost (including without limitation reasonable attorneys’ fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with CONSULTANT’s performance of work hereunder or its failure to comply with any of its obligations contained in this Agreement, except DRAFT Page 303 of 1219
such loss or damage which is caused by the sole negligence or willful misconduct of the CITY.
4.3 CITY shall have the right to offset against the amount of any compensation due CONSULTANT under this Agreement any amount due CITY from CONSULTANT as a result of CONSULTANT’s failure to pay CITY promptly any indemnification arising under this Article and related to CONSULTANT’s failure to either (i) pay taxes on amounts received pursuant to this Agreement or (ii) comply with applicable workers’ compensation laws.
4.4 The obligations of CONSULTANT under this Article will not be limited by the provisions of any workers’ compensation act or similar act. CONSULTANT expressly waives its statutory immunity under such statutes or laws as to CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers.
4.5 CONSULTANT agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this Article from each and every subcontractor or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. In the event CONSULTANT fails to obtain such indemnity obligations from others as required herein, CONSULTANT agrees to be fully responsible and indemnify, hold harmless and defend CITY and CITY’s elected and appointed officials, officers, employees, agents and volunteers from and against any and all claims and losses, costs or expenses for any damage due to death or injury to any person and injury to any property resulting from any alleged intentional, reckless, negligent, or otherwise wrongful acts, errors or omissions of CONSULTANT’s subcontractors or any other person or entity involved by, for, with or on behalf of CONSULTANT in the performance of this Agreement. Such costs and expenses shall include reasonable attorneys’ fees incurred by counsel of CITY’s choice.
4.6 CITY does not, and shall not, waive any rights that it may possess against CONSULTANT because of the acceptance by CITY, or the deposit with CITY, of any insurance policy or certificate required pursuant to this Agreement. This hold harmless and indemnification provision shall apply regardless of whether or not any insurance policies are determined to be applicable to the claim, demand, damage, liability, loss, cost or expense.
4.7 This Article and all provisions contained herein (including but not limited to the duty to indemnify, defend and hold free and harmless) shall survive the termination or normal expiration of this Agreement and is in addition to any other rights or remedies which the CITY may have at law or in equity.
V.
TERMINATION
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5.1 TERMINATION WITHOUT CAUSE: CITY may terminate this Agreement at any time for convenience and without cause by giving CONSULTANT a minimum of five (5) calendar days prior written notice of CITY’s intent to terminate this Agreement. Upon such termination for convenience, CONSULTANT shall be compensated only for those services and tasks which have been performed by CONSULTANT up to the effective date of the termination. CONSULTANT may not terminate this Agreement except for cause as provided under Section 5.2, below. If this Agreement is terminated as provided herein, CITY may require CONSULTANT to provide all finished or unfinished Documents and Data, as defined in Section 7.1 below, and other information of any kind prepared by CONSULTANT in connection with the performance of the Work. CONSULTANT shall be required to provide such Documents and Data within fifteen (15) calendar days of CITY’s written request. No actual or asserted breach of this Agreement on the part of CITY pursuant to Section 5.2, below, shall operate to prohibit or otherwise restrict CITY’s ability to terminate this Agreement for convenience as provided under this Section.
5.2 EVENTS OF DEFAULT; BREACH OF AGREEMENT:
A. In the event either Party fails to perform any duty, obligation, service or task set forth under this Agreement (or fails to timely perform or properly perform any such duty, obligation, service or task set forth under this Agreement), an event of default (hereinafter, “Event of Default”) shall occur. For all Events of Default, the Party alleging an Event of Default shall give written notice to the defaulting Party (hereinafter referred to as a “Default Notice”) which shall specify: (i) the nature of the Event of Default; (ii) the action required to cure the Event of Default; (iii) a date by which the Event of Default shall be cured, which shall not be less than the applicable cure period set forth under Sections 5.2.B and 5.2C below or if a cure is not reasonably possible within the applicable cure period, to begin such cure and diligently prosecute such cure to completion. The Event of Default shall constitute a breach of this Agreement if the defaulting Party fails to cure the Event of Default within the applicable cure period or any extended cure period allowed under this Agreement.
B. CONSULTANT shall cure the following Events of Defaults within the following time periods:
i. Within three (3) business days of CITY’s issuance of a Default Notice for any failure of CONSULTANT to timely provide CITY or CITY’s employees or agents with any information and/or written reports, documentation or work product which CONSULTANT is obligated to provide to CITY or CITY’s employees or agents under this Agreement. Prior to the expiration of the 3-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has DRAFT Page 305 of 1219
commenced efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 3-day cure period.
The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2 B.i. that exceeds seven (7) calendar days from the end of the initial 3-day cure period; or
ii. Within fourteen (14) calendar days of CITY’s issuance of a Default Notice for any other Event of Default under this Agreement. Prior to the expiration of the 14-day cure period, CONSULTANT may submit a written request for additional time to cure the Event of Default upon a showing that CONSULTANT has commenced
efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 14-day cure period. The foregoing notwithstanding, CITY shall be under no obligation to grant additional time for the cure of an Event of Default under this Section 5.2B.ii that exceeds thirty (30) calendar days from the end of the initial 14-day cure period.
In addition to any other failure on the part of CONSULTANT to perform any duty, obligation, service or task set forth under this Agreement (or the failure to timely perform or properly perform any such duty, obligation, service or task), an Event of Default on the part of CONSULTANT shall include, but shall not be limited to the following: (i) CONSULTANT’s refusal or failure to perform any of the services or tasks called for under the Scope of Services; (ii) CONSULTANT’s failure to fulfill or perform its obligations under this Agreement within the specified time or if no time is specified, within a reasonable time; (iii) CONSULTANT’s and/or its employees’ disregard or violation of any federal, state, local law, rule, procedure or regulation; (iv) the initiation of proceedings under any bankruptcy, insolvency, receivership, reorganization, or similar legislation as relates to CONSULTANT, whether voluntary of involuntary; (v) CONSULTANT’s refusal or failure to perform or observe any covenant, condition, obligation or provision of this Agreement; and/or (vii) CITY’s discovery that a statement representation or warranty by CONSULTANT relating to this Agreement is false, misleading or erroneous in any material respect.
C. CITY shall cure any Event of Default asserted by CONSULTANT within forty-five (45) calendar days of CONSULTANT’s issuance of a Default Notice, unless the Event of Default cannot reasonably be cured within the 45-day cure period. Prior to the expiration of the 45-day cure period, CITY may submit a written request for additional time to cure the Event of Default upon a showing that CITY has commenced its efforts to cure the Event of Default and that the Event of Default cannot be reasonably cured within the 45-day cure period. The foregoing notwithstanding, an Event of DRAFT Page 306 of 1219
Default dealing with CITY’s failure to timely pay any undisputed sums to CONSULTANT as provided under Section 1.4, above, shall be cured by CITY within five (5) calendar days from the date of CONSULTANT’s Default Notice to CITY.
D. CITY, in its sole and absolute discretion, may also immediately suspend CONSULTANT’s performance under this Agreement pending
CONSULTANT’s cure of any Event of Default by giving CONSULTANT written notice of CITY’s intent to suspend CONSULTANT’s performance (hereinafter, a “Suspension Notice”). CITY may issue the Suspension Notice at any time upon the occurrence of an Event of Default. Upon such suspension, CONSULTANT shall be compensated only for those services and tasks which have been rendered by CONSULTANT to the reasonable satisfaction of CITY up to the effective date of the suspension. No actual or asserted breach of this Agreement on the part of CITY shall operate to prohibit or otherwise restrict CITY’s ability to suspend this Agreement as provided herein.
E. No waiver of any Event of Default or breach under this Agreement shall constitute a waiver of any other or subsequent Event of Default or breach.
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.
F. The duties and obligations imposed under this Agreement and the rights and remedies available hereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. In addition to any other remedies available to CITY at law or under this Agreement in the event of any breach of this Agreement, CITY, in its sole and absolute discretion, may also pursue any one or more of the following remedies:
i. Upon written notice to CONSULTANT, the CITY may immediately terminate this Agreement in whole or in part;
ii. Upon written notice to CONSULTANT, the CITY may extend the time of performance;
iii. The CITY may proceed by appropriate court action to enforce the terms of the Agreement to recover damages for CONSULTANT’s breach of the Agreement or to terminate the Agreement; or iv. The CITY may exercise any other available and lawful right or remedy.
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CONSULTANT shall be liable for all legal fees plus other costs and expenses that CITY incurs upon a breach of this Agreement or in the CITY’s exercise of its remedies under this Agreement.
G. In the event CITY is in breach of this Agreement, CONSULTANT’s sole remedy shall be the suspension or termination of this Agreement and/or the recovery of any unpaid sums lawfully owed to CONSULTANT under this Agreement for completed services and tasks.
5.3 SCOPE OF WAIVER: No waiver of any default or breach under this Agreement shall constitute a waiver of any other default or breach, whether of the same or other covenant, warranty, agreement, term, condition, duty or requirement contained in this Agreement. 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.
5.4 SURVIVING ARTICLES, SECTIONS AND PROVISIONS: The termination of this Agreement pursuant to any provision of this Article or by normal expiration of its term or any extension thereto shall not operate to terminate any Article, Section or provision contained herein which provides that it shall survive the termination or normal expiration of this Agreement.
VI.
MISCELLANEOUS PROVISIONS
6.1 DOCUMENTS & DATA; LICENSING OF INTELLECTUAL PROPERTY: All Documents and Data shall be and remain the property of CITY without restriction or limitation upon their use or dissemination by CITY. For purposes of this Agreement, the term “Documents and Data” means and includes all reports, analyses, correspondence, plans, drawings, designs, renderings, specifications, notes, summaries, strategies, charts, schedules, spreadsheets, calculations, lists, data compilations, documents or other materials developed and/or assembled by or on behalf of CONSULTANT in the performance of this Agreement and fixed in any tangible medium of expression, including but not limited to Documents and Data stored digitally, magnetically and/or electronically.
This Agreement creates, at no cost to CITY, a perpetual license for CITY to copy, use, reuse, disseminate and/or retain any and all copyrights, designs, and other intellectual property embodied in all Documents and Data. CONSULTANT shall require all subcontractors and subconslutants working on behalf of CONSULTANT in the performance of this Agreement to agree in writing that CITY shall be granted the same right to copy, use, reuse, disseminate and retain Documents and Data prepared or assembled by any subcontractor or subconsultant as applies to Documents and Data prepared by CONSULTANT in the performance of this Agreement.
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6.2 CONFIDENTIALITY: All data, documents, discussion, or other information developed or received by CONSULTANT or provided for performance of this Agreement are deemed confidential and shall not be disclosed by CONSULTANT without prior written consent by CITY. CITY shall grant such consent if disclosure is legally required. Upon request, all CITY data shall be returned to CITY upon the termination or expiration of this Agreement.
CONSULTANT shall not use CITY’s name or insignia, photographs, or any publicity pertaining to the Work in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of CITY.
6.3 FALSE CLAIMS ACT: CONSULTANT warrants and represents that neither CONSULTANT nor any person who is an officer of, in a managing position with, or has an ownership interest in CONSULTANT has been determined by a court or tribunal of competent jurisdiction to have violated the False Claims Act, 31 U.S.C., Section 3789 et seq. and the California False Claims Act, Government Code Section 12650 et seq.
6.4 NOTICES: All notices permitted or required under this Agreement shall be given to the respective Parties at the following addresses, or at such other address as the respective Parties may provide in writing for this purpose:
CONSULTANT:
[_REPLACE WITH Business Name of
Consultant_]
[_REPLACE WITH Business
Address_]
Attn: [_REPLACE WITH Name/Title of
Consultant’s chief contact ___]
Phone: [_REPLACE WITH Phone
Number_]
Fax: [_REPLACE WITH Fax
Number__]
Email: [_If available, REPLACE WITH
e-mail or simply delete_]
CITY:
City of Cudahy
[Insert Name of Department/
Division] 5220 Santa Ana Street
Cudahy, CA 90201
Attn: [___Title of CITY Contact___]
Phone: [___REPLACE WITH Dept
Phone__]
Fax: [___REPLACE WITH Dept
Fax___]
Such notices shall be deemed effective when personally delivered or successfully transmitted by facsimile as evidenced by a fax confirmation slip or when mailed, forty-eight (48) hours after deposit with the United States Postal Service, first class postage prepaid and addressed to the Party at its applicable address.
6.5 COOPERATION; FURTHER ACTS: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as is reasonably necessary, appropriate or convenient to achieve the purposes of this Agreement.
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6.6 SUBCONTRACTING: CONSULTANT shall not subcontract any portion of the Work required by this Agreement, except as expressly stated herein, without the prior written approval of CITY. Subcontracts (including without limitation subcontracts with subconsultants), if any, shall contain a provision making them subject to all provisions stipulated in this Agreement, including provisions relating to insurance requirements and indemnification.
6.7 CITY’S RIGHT TO EMPLOY OTHER CONSULTANTS: CITY reserves the right to employ other contractors in connection with the various projects worked upon by CONSULTANT.
6.8 PROHIBITED INTERESTS: CONSULTANT warrants, represents and maintains 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 and represents 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. 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.
6.9 TIME IS OF THE ESSENCE: Time is of the essence for each and every provision of this Agreement.
6.10 GOVERNING LAW AND VENUE: This Agreement shall be interpreted and governed according to the laws of the State of California. In the event of litigation between the Parties, venue, without exception, shall be in the Los Angeles County Superior Court of the State of California. If, and only if, applicable law requires that all or part of any such litigation be tried exclusively in federal court, venue, without exception, shall be in the Central District of California located in the City of Los Angeles, California.
6.11 ATTORNEYS’ 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 attorneys’ fees and all other costs of such action.
6.12 SUCCESSORS AND ASSIGNS: This Agreement shall be binding on the successors and assigns of the Parties.
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6.13 NO THIRD PARTY BENEFIT: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. All rights and benefits under this Agreement inure exclusively to the Parties.
6.14 CONSTRUCTION OF AGREEMENT: This Agreement shall not be construed in favor of, or against, either Party but shall be construed as if the Parties prepared this Agreement together through a process of negotiation and with the advice of their respective attorneys.
6.15 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.
6.16 AMENDMENT; MODIFICATION: No amendment, modification or supplement of this Agreement shall be valid or binding unless executed in writing and signed by both Parties, subject to CITY approval. The requirement for written amendments, modifications or supplements cannot be waived and any attempted waiver shall be void and invalid.
6.17 CAPTIONS: The captions of the various articles, sections and paragraphs are for convenience and ease of reference only, and do not define, limits, augment, or describe the scope, content, or intent of this Agreement.
6.18 INCONSISTENCIES OR CONFLICTS: In the event of any conflict or inconsistency between the provisions of this Agreement and any of the exhibits attached hereto, the provisions of this Agreement shall control.
6.19 ENTIRE AGREEMENT: This Agreement including all attached exhibits is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed herein and supersedes all other agreements or understandings, whether oral or written, or entered into between CITY and CONSULTANT prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid or binding. No amendment, modification or supplement to this Agreement shall be valid and binding unless in writing and duly executed by the Parties pursuant to Section 6.15, above.
6.20 COUNTERPARTS: .This Agreement shall be executed in three (3) original counterparts each of which shall be of equal force and effect. No handwritten or typewritten amendment, modification or supplement to any one counterparts shall be valid or binding unless made to all three counterparts in conformity with Section 6.16, above. One fully executed original counterpart shall be delivered to CONSULTANT and the remaining two original counterparts shall be retained by CITY.
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