City Council - Successor Agency - Housing Authority
October 4, 2022

CITY OF FULLERTON

PROFESSIONAL SERVICES AGREEMENT
WITH
EPIC LAND SOLUTIONS, INC.

THIS AGREEMENT is made and entered into this day of , 2022 (“Effective Date”), by and between the CITY OF FULLERTON, a California municipal corporation (“City”), and EPIC LAND SOLUTIONS, INC., a California corporation (“Consultant”).

W I T N E S S E T H :

A. City proposes to utilize the services of Consultant as an independent contractor to provide certain professional real property and right of way services on an as -needed basis, as more fully described herein.

B. Consultant represents that it has that degree of specialized expertise contemplated within California Government Code s ection 37103, and holds all necessary licenses to practice and perform the services herein contemplated.

C. City and Consultant desire to contract for the specific services described herein, and desire to set forth their rights, duties and liabilities in connection with t he services to be performed.

D. No official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

1.1. Scope of Services. Consultant shall provide the professional services described in the City’s Request for Proposals (“RFP”), attached hereto as Exhibit “A,” and Consultant’s Response to City’s RFP (“Consultant’s Proposal”), attached hereto as Exhibit “B,” both incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws and regulations that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement.

1.3. Performance to Satisfaction of City . Consultant agrees to perform all the work to the reasonable satisfaction of the City, in accordance with the applicable professional standard of care and City specifications and within the hereinafter specified. Evaluations of the wor k will be done by the City Manager or his designee. If the quality of work is not satisf actory, City in its discretion has the right to:

(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;

Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or

(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable and non conflicting Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement.

1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pursuant to Section 12940 of the Government Code.

1.6. Non-Exclusive Agreement . Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Co nsultant’s sole cost and expense.

1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that 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 written authorization by City. City shal l grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit B. Consultant’s total compensation shall be based on each proposal the Consultant submits and the City accepts for the services requested on a particular project.

2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in Consultant’s Proposal set forth in Exhibit “B” unless the City or the Project Manager for this Project, prior to Consultant performing the Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

2.3. Method of Billing. Consultant may su bmit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with gene rally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times from the Effective Date of this Agreement until three (3) years after the termination date.

2.5. W-9. Consultant must provide City with a current W -9 form prior to the commencement of work under this Agreement. It is the Consultant’s responsibility to provide to the City any revised or updated W-9 form during the term of this Agreement.

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work . The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement.

3.2. Excusable Delays . Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and continue until June 30, 2025 unless terminated as provided herein. The term of this Agreement may be renewed for one additional two-year period upon mutual written agreement by both parties.

4.2. Notice of Termination . The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing written notice to Consultant.

The ter mination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City.

4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City's sole risk and without liability or legal expense to Consultant.

5.0. INSURANCE

5.1. Insurance Required . Consultant shall procure and maintain throughout the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its age nts, representatives, employees or subcontractors. Consultant shall provide current evidence of the required insurance in a form acceptable to City and shall provide replacement evidence for any required insurance which expires prior to the completion, expiration, or termination of this Agreement.

Nothing in this section shall be construed as limiting in any way, the Indemnification and Hold Harmless clause contained herein in Section 6.8 or the extent to which Consultant may be held responsible for payments of damages to persons or property.

5.2. Minimum Scope and Limits of Insurance.

A. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance coverage in a form at least as broad as ISO Form #CG 00 01, with a limit of not less than $2,000,000 each occurrence. If such insurance contains a general aggregate limit, it shall apply separately to the Agreement or shall be twice the required occurrence limit.

B. Business Automobile Liability Insurance. Consultant shall maintain business automobile liability insurance coverage in a form at least as broad as ISO Form # CA 00 01, with a limit of not less than $1,000,000 each accident. Such insurance shall include coverage for owned, hired and non-owned automobiles.

C. Workers’ Compensation and Employers’ Liability Insurance. Consultant shall maintain workers’ compensation insurance as required by the State of California and employers’ liability insurance with limits of not less than $1,000,000 each accident.

D. Professional Liability Insurance. Consultant shall maintain professional liability insurance appropriate to Consultant’s profession with a limit of not less than $2,000,000 per occurrence or claim and $2,000,000 aggregate.

Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

E. Employee/Officer Fidelity Bond. Consultant shall maintain a fidelity bond with a minimum limit of $1,000,000, providing coverage for th e acts of all employees, officers and directors of Consultant.

5.3. Deductibles and Self-Insured Retentions. Any deductible or self-insured retention must be declared to and approved by City.

5.4. Other Insurance Provisions. The required insurance policies shall contain or be endorsed to contain the following provisions:

Commercial General Liability. City, its elected or appointed officials, officers, employees and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of Consultant, inc luding materials, parts or equipment furnished in connection with such work or operations. Such coverage as an additional insured shall not be limited to the period of time during which Consultant is conducting ongoing operations for City but rather, shal l continue after the completion of such operations. The coverage shall contain no special limitations on the scope of its protection afforded to City, its officers, employees and volunteers. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Commercial General Liability. This insurance shall be primary insurance at least as broad as ISO CG 20 01 04 13 as respects City, its officers, employees and volunteers and shall apply separately to each insured against whom a suit is brought or a claim is made. Any insurance or self - insurance maintained by City, its officer s, employees and volunteers shall be excess of this insurance and shall not contribute with it.

Professional Liability. If the Professional Liability policy is written on a “claims made” form, the Retroactive Date must be shown and must be before the date of the contract or beginning of contract work. The insurance must be maintained and evidence of insurance must be provided for at least (5) years after completion of the contract work. If the coverage is canceled or non - renewed and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting coverage” for a minimum of five (5) years after completion of work.

Workers’ Compensation and Employers’ Liability Insurance. Insurer shall waive their right of subrogation against City, its officers, employees and volunteers for work done on behalf of City.

Employee/Officer Fidelity Bond, City shall be named as third party beneficiary for losses arising from work done on behalf of City. (Omit if the consultant is not handling City project funds)

All Coverages. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be canceled, except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to City.

If Consultant maintains higher limits or has broader coverage than the minimums shown above, City requires and shall be entitled to all coverage, and to the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.

Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein and Consultant shall ensure that City is an additional insured on insurance required from subconsultants.

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.

5.5 Acceptability of Insurers. All required insurance shall be placed with insurers acceptable to City with current BEST’S ratings of no less than A, Class VII. Wo rkers’ compensation insurance may be placed with the California State Compensation Insurance Fund.

All insurers shall be licensed by or hold admitted status in the State of California. At the sole discretion of City, insurance provided by non-admitted or surplus carriers with a minimum BEST’S rating of no less than A- Class X may be accepted if Consultant evidences the requisite need to the sole satisfaction of City.

5.6 Verification of Coverage. Consultant shall furnish City with certificates of insurance which bear original signatures of authorized agents and which reflect insurers names and addresses, policy numbers, coverage, limits, deductibles and self -insured retentions.

Additionally, Consultant shall furnish copies of all policy endorsements re quired herein. All certificates and endorsements must be received and approved by City before work commences.

City reserves the right to require at any time complete, certified copies of any or all required insurance policies and endorsements.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotia¬tions. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Manager or his designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Project Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement.

Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with City during the term of this Agreement. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.

Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 48 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO CONSULTANT: IF TO CITY:

Epic Land Solutions, Inc.
1971 W. 190th Street, Suite 200
Torrance, CA 90504
Attn: Kari Anvick

City of Fullerton
303 W. Commonwealth Ave.

Fullerton, CA 92832
Attn: Public Works Director

6.5. Attorneys’ Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without gi ving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California.

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance s hall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement.

Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be p erformed by Consultant hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless . To the fullest extent of the law, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents, and employees, at Consultant’s sole expense, from and against claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents, and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the professional services undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents, and employees based upon the work performed by Consultant, its employees, and/or authorized subc ontractors under this Agreement, whether or not Consu ltant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable .

Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complai nts, or suits arising out of the sole negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

contained either in the City’s specifications or Consultant’s Proposal, which shall be of no forc e and effect.

6.9. Independent Contractor . Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or other wise act on behalf of City as an agent.

Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, repre sent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consu ltant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the pa yment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant sha ll render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents . All findings, reports, CAD drawings, documents, information and data , including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files, audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City.

6.13. Public Records Act Disclosure . Consultant has been advised and is aware that this Agreement and all reports, documents, information and data , including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code Section 6250 et seq.).

Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest . Consultant and its officers, employees , associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sectio ns 81000, et seq.) and Government Code Section 1090.

During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Consultant shall be responsible for its work under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, without prejudice to any other remedy to which City may be entitled to at law or equity, Consultant shall, at no cost to City, provide all necessary design dr awings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction. In addition, Consultant shall reimburse Cit y for any and all costs, expenses and/or damages, if any, that the City has incurred due to the aforementioned error or omission.

6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced.

Professional On-Call Real Property and Right Of Way Services City of Fullerton
PSA Revised 06/13/2022 Epic Land Solutions, Inc.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Beneficiary Rights . This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.

6.23. Waiver. The delay or failure of either party at any time to require perfor mance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority . The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF FULLERTON

Professional On-Call Real Property and Right Of Way Services City of Fullerton

EXHIBIT A

REQUEST FOR PROPOSALS

C I T Y O F F U L L E R T O N

R E Q U E S T F O R Q U A L I F I C A T I O N S
RFQ #4377 ON-CALL REAL PROPERTY & RIGHT-OF-WAY SERVICES

SUBMIT YOUR
PROPOSAL BY 2:00 PM PST
ON WEDNESDAY, AUGUST 31, 2022
TO:

City of Fullerton – Purchasing
303 W. Commonwealth Avenue
Fullerton CA, 92832-1775
RFQ Posted: August 9, 2022

Table of Contents
SECTION I NOTICE OF REQUEST FOR QUALIFICATIONS…………………………………………..1 SECTION II SCOPE OF SERVICES/SCOPE OF WORK………………………………………………...2 SECTION III INSTRUCTIONS TO PROPOSERS……………………………………………………….....3 SECTION IV REQUIRED PROPOSAL CONTENT………………………………………………………....7 SECTION V EVALUATION AND AWARD………………………………………………………………....10 SECTION VI SAMPLE PROFESSIONAL SERVICES AGREEMENT……………………………….…..12 SECTION VII STATUS OF PAST AND PRESENT CONTRACT FORM………………………………...25 SECTION VIII EXCEPTIONS FORM………………………………………………………………………....26 1 SECTION I

NOTICE OF REQUEST FOR QUALIFICATIONS
On-Call Real Property & Right-of-Way Services
NOTICE IS HEREBY GIVEN that the City of Fullerton is requesting statement of qualifications from consulting firms to provide On-Call Real Property and Right-of-Way Services for the City in support of the Public Works Department, Engineering Division . The City intends to select up to three (3) firms, but the actual number of firms selected may be based on number of responses and qualifications.

This Request for Qualifications (RFQ) provides information on the City of Fullerton, the required scope of services, the firm(s) selection process, and the minimum information that must be included in the RFQ response. Proposals will be evaluated on the basis of the overall best value to the City based on quality, service, price, and any other criteria set out herein including but not limited to, the proposer’s ability to meet the requirements, qualifications, and competencies set out herein.

BACKGROUND
The City of Fullerton is located 22 miles southeast of metropolitan Los Angeles, in the center of North Orange County. Fullerton is a full-service, general law city that was incorporated in 1904. Fullerton is renowned for its unique mix of residential, commercial, industrial, educational, and cultural environments and is known for being “the education community”. Fullerton has 52 City parks, a museum, a cultural center, a public library, a golf course, and 29 miles of recreational trails. Fullerton provides an outstanding quality of life for both residents and businesses. At 22.4 square miles, Fullerton is also one of the largest cities in Orange County by area and is the sixth most populous.

SUBMITTAL DEADLINE

TO BE CONSIDERED, ELECTRONIC PROPOSALS MUST BE SUBMITTED THROUGH PUBLICPURCHASE OR BY USB FLASH DRIVE, NO LATER THAN Wednesday, August 31, 2022 at 2:00 PM to the Purchasing Division, 303 W. Commonwealth Ave., Fullerton, California, 92832. Failure of, or disturbances in any mail is not a legitimate reason for proposals submitted after the above due date. The City may extend the deadline at its discretion.

It is not the responsibility of the City to notify potential bidders. Prospective bidders shall be notified via the City’s eProcurement portal, Public Purchase at www.publicpurchase.com. Organizations must first register as a vendor and registration is free , and organizations may select to be notified of all future bids posted by the City of Fullerton.
2 SECTION II

SCOPE OF SERVICES/SCOPE OF WORK
The City of Fullerton would like the selected firm (s) to provide Real Property and Right-of-Way Services for City improvement projects and private development activities in support of the Public Works Department, Engineering Division . The City intends to award an agreement for the solicited services for a term of three (3) years with an option to renew for an additional two (2) year period at the City’s discretion. The City encourages firms to submit qualifications for any or all parts of the key services listed below to be eligible for placement on the qualified on -call/as-needed list for each service criteria.

The work will be assigned on an as-needed basis for various projects in the city. At the City’s discretion, successful firms will be assigned projects based on qualifications in relation to the project(s) scope of work.

MINIMUM QUALIFICATIONS
Only those consultants with verifiable experience as it relates to the services requested in this solicitation will be considered during the evaluation process. Consultant staff assigned to execute the scope of services must have relevant experience in providing the necessary services as described under the scope of services. All personnel assigned to the work shall possess appropriate certifications or registrations as required by state and local agencies.

SCOPE OF WORK
Selected firms will report to, and operate un der, the direction of the City of Fullerton Public Works staff, to provide professional services to complete real estate management, planning, and right -of- way acquisition tasks as -needed for the City from private development activities to Capital Improvement Program (CIP) projects. In general, the selected consultant will be expected to provide services, including but not limited to the following:
• Obtain information and documentation to resolve real property issues as they relate to Capital Improvement Program (CIP) projects and/or private developments. • Prepare contracts, agreements, leases, deeds, reconveyances, and other means used to obtain or vacate interests in real property.
• Advise and coordinate Utility Relocation and Real Estate Relocation activities. • Assist City with development, issuance, and tracking of Encroachment Agreements. • Develop and maintain encroachment / easement database; GIS is preferred. • Review City record documents, title documents, legal descriptions, and others as needed. • Research maps, surveys and other documentations as needed from County Recorder. • Provide support for Eminent Domain activities with City’s legal counsel. • Provide support and coordination for Excess Land Sales. • Assist with development of lease rates for public land for various purposes (ie. Outdoor dining, construction storage, etc.).
• Other Right-of-Way and Property Management services as needed. 3 SECTION III

INSTRUCTIONS TO PROPOSERS
Examination of Proposal Documents
By submitting a proposal, firm(s) represents that it has thorough ly examined and become familiar with the work required under this RFQ and is capable of performing quality work to achieve the City’s objectives.

Addenda
Any changes to the requirements will be made by written addendum to this RFQ. Any written addenda issued pertaining to this RFQ shall be incorporated into the terms and conditions of any resulting Agreement. City will not be bound to any modifications to or deviations from the requirements set forth in this RFQ as the result of oral instructions. Firms shall acknowledge receipt of addenda in their proposals.

If a firm discovers any ambiguity, conflict, discrepancy, omission , or other error in the RFQ, th e proposer should immediately provide the City written notice of the problem and request that the RFQ be clarified or modified. Without disclosing the source of the request, the City may modify the documents prior to the date fixed for submission of proposals by issuing an addendum.

If prior to the date fixed for submissions, a firm(s) knows of or should have known of an error in the RFQ but fails to notify the City of the error, the firm shall submit a proposal at their own risk, and if awarded a contract, shall not be entitled to additional compensation or time by reason of the error or its later correction.

California Public Records Act (CPRA)
All proposals submitted in response of this RFQ become the property of the City and under the Public Records Act (Government Code Section 6250 el. Seq.) are public record, and as such, may be subject to public review. However, the proposals shall not be disclosed until negotiations are complete and/or recommendation for action is made to the City Manager and/or City Council.

If a proposer claims a privilege against public disclosure for trade secret or other proprietary information, such information must be clearly identified in the proposal. Note that under California Law, price proposal to a public agency is not a trade secret.

Request for Information
Submitting Questions
All questions must be submitted and received by the City no later than 4:00 P.M. PST on Wednesday, August 17, 2022.
4 Request for clarifications, questions and comments must be submitted through the City’s eProcurement Portal via Public Purchase (www.publicpurchase.com ), a third-party website that hosts the City’s eProcurement’s. Registration is free and interested firms can select to receive automatic bid notifications from the City.

City Responses
Responses from the City will be posted on the City’s bid webpage and the City’s eProcurement Portal, Public Purchase, tentatively scheduled to be posted on August 22, 2022.

City’s Bid Webpage: www.cityoffullerton.com/business/bids-rfps City’s eProcurement Portal – Public Purchase: www.publicpurchase.com

CITY CONTACT
General questions regarding this RFQ are to be directed to the following:

City of Fullerton – Purchasing
Attn: Karen Chung, Buyer
303 W. Commonwealth Avenue
Fullerton, CA 92832-1775
Phone: 714/738-6537
Email: [email protected]
Any contact outside of the City staff/representative shall be cause for disqualification Submission of Proposals
Date and Time
Proposals must be submitted at or before 2:00 PM PST on Wednesday, August 31, 2022.

Proposals received after the above-specified date and time will not be accepted by the City and will be returned to the firm unopened.

How to Submit
Firm shall submit one (1) complete electronic proposal in one (1) USB flash drive or submit electronically through PublicPurchase. USB flash drive must be submitted in a sealed package bearing the firm’s name and address and clearly marked as follows:

RFQ #4377 On-Call Real Property & Right-of-Way Services City of Fullerton – Purchasing
Attn: Karen Chung, Buyer
303 W. Commonwealth Avenue
Fullerton CA, 92832-1775
Phone: 714-738-6537 Email: [email protected] Proposer shall ensure that proposals are received by the City on or before the specified date and 5 time. Failure to adhere to the deadline will result in disqualification.

Acceptance of Proposals

1. City reserves the right to accept or reject any and all proposals, or any item or part thereof, or to waive any informalities or irregularities in proposals.

2. City reserves the right to withdraw or cancel this RFQ at any time without prior notice, and the City makes no representations that any contract will be awarded to any proposer responding to this RFQ.

3. City reserves the right to postpone proposal openings for its own convenience.

4. Submitted proposals are not to be copyrighted.

5. City does not guarantee any work upon award of an agreement.

Pre-Contractual Expenses
City shall not, in any event, be liable for any pre -contractual expenses incurred by firm in the preparation of its proposal. Firm shall not include any such expenses as part of its proposal.

Pre-contractual expenses are defined as expenses incurred by firm(s) in:

1. Preparing its proposal in response to this RFQ;

2. Submitting that proposal to the City;

3. Negotiating with the City any matter related to this proposal; or any other expenses incurred by firm prior to date of award, if any, of the Agreement.

Joint Offers
Where two or more firms desire to submit a single proposal in response to thi s RFQ, they should do so on a prime-sub-consultant basis rather than as a joint venture. City intends to contract with a single firm per agreement and not with multiple firms doing business as a joint venture.

Exceptions and Deviations
The firm(s) shall enter into an agreement with the City based upon the contents of the RFQ and the firm’s proposal. The City’s standard form of agreement is included in Section VI . The firm(s) shall carefully review the agreement, especially with regard to the indemnity and insurance provisions, and include with the proposal a description of any exceptions, technical or contractual, requested to the standard contract . If there are exceptions or no exceptions, a statement to the effect shall be included in the proposal as well. All firms are required to complete an Exceptions Form and include in your proposal, which is included in Section VIII of this RFQ.

Insurance Requirements
The consultant shall procure and maintain throughout the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection 6 with the performance of the work hereunder by the consultant, his agents, representatives, employees or subcontractors. Consultant shall provide current evidence of the required insurance in a form acceptable to the City and shall provide replacement evidence for a ny required insurance which expires prior to the completion, expiration or termination of this Agreement.

See attached sample Professional Services Agreement for insurance requirements. 7 SECTION IV

REQUIRED PROPOSAL CONTENT
Proposal Format and Content
This section provides the requirements for which the City will look for and expect to be included in the proposal.

Electronic proposal will be submitted in a format that will print on 8 ½” x 11" size paper and uploaded in one (1) USB flash drive or through PublicPurchase . Charts and schedules must be submitted in a format that will print on an 8 ½” x 11” size paper . The firm(s) should not include any unnecessary elaborate or promotional material. Lengthy narrative is discouraged , and presentations should be brief and concise.

Letter of Transmittal
The Letter of Transmittal shall be addressed to the City of Fullerton and, at a minimum, contain the following:
(1) Identification of proposer that will have contractual responsibility with the City.

Identification shall include legal name of company, corporate address, and telephone number. Include name, title, address, email and telephone number of the contact person identified during period of proposal evaluation.
(2) Identification of all proposed sub-consultants (if known) including legal name of company, contact person’s name and address, and phone number. Relationship between proposer and sub-consultant if applicable.
(3) Acknowledgment of receipt of all RFQ addenda, if any. (4) A statement to the effect that the proposal shall remain valid for a period of no less than 120 days from the date of submittal.
(5) Signature of a person authorized to bind proposer to the terms of the proposal. (6) Signed statement attesting that all information submitted with the proposal is true and correct.

Technical Proposal
Qualifications, Related Experience, and References of Proposer This section of the proposal should establish the ability of the firm(s) to satisfactorily perform the required work by reasons of: experience in performing work of the same or similar nature ; demonstrated experience working with other public agencies; strength and stability of the firm(s); 8 staffing capability; work load; record of meeting schedules on similar contracts; and supportive client references. Most recent references preferred.

Proposer to:
(1) Provide an overview of the proposal (including the firm’s relevant experience), a summary of the firm’s understanding of the requested Scope of Work, and its approach to providing those services.
(2) A brief description of your firm’s background , size, and history as it may be relevant to the services required. Include subconsultants as applicable. (3) Describe your experience providing similar services for other public agencies and authorities, with an emphasis on California jurisdictions and agencies. (4) References – Please provide at least three (3) client references for whom your firm has performed similar work to that requested in this RFQ during the past five (5) years. For each client, please provide the name, project lead, street address, tele phone number, and email address.

Proposed Staffing and Organization
This section of the proposal should establish the method that will be used by the firm to manage the agreement as well as identify key personnel assigned. Proposed staffing and organization are to be presented by firm identified in the Scope of Work.

Proposer to:
(1) Provide education, verifiable experience and applicable professional credentials of contract staff. Include applicable professional credentials of “key” contract staff. (2) Furnish brief resumes (no more than one page each) for key personnel. (3) Identify key personnel proposed to perform the work in the specified tasks and include major areas of subcontract work. Include the person's name, current location, and proposed position for this project, current assignment, and level of commitment to that assignment, availability for this assignment and how long each person has been with the firm. (4) Include an organization chart that clearly delineates communication/reporting relationships among the staff, including sub-consultants (if applicable). (5) Include a statement that key personnel will be available to the extent proposed for the duration of the project, acknowledging that no person designated as "key" to the contract shall be removed or replaced without the prior written concurrence of the City.

Detailed Work Plan
Proposer shall provide a narrative that addresses the Scope of Work and shows proposer's understanding of City's needs and requirements.
9 The Proposer shall:
(1) Describe the proposed approach and work plan for completing the services specified in the Scope of Work. The description of the approach shall discuss the services in sufficient detail to demonstrate the proposer’s ability to accomplish the City’s objectives. (2) Describe approach to managing resources, including a description of the role(s) of any sub - consultants, if applicable, their specific responsibilities, and how their work will be supervised.

Identify methods that proposer will use to ensure quality, budget, and schedule control.

Fee or Rate Proposal
Submit a rate sheet of key personnel who will be assigned to perform the services outlined in the “Scope of Work” of this RFQ. Describe how customary reimbursable expenses will be charged, including attendance at meetings in the City. Respondents verify the proposed costs are their best offer. The City may seek to enter into cost negotiations over various aspects of the fee proposal with the selected firm(s). Rates will be set for the first year, and selected firm(s) may update the rates for the subsequent years. Any proposed requests to change the adopted rates annually shall not exceed the relevant Consumer Price Index for the preceding 12 -month period and is also subject to cost negotiation. Other direct costs intended to be charged to the City need to be stated. No mark-ups will be allowed for other direct costs.

Appendices
Information considered by proposer to be pertinent to this contract and which has not been specifically solicited in any of the aforementioned sections may be placed in a separate appendix section. Please note that this does not constitute an invitation to submit large amounts of extraneous materials. Appendices should be relevant and brief.

Status of Past and Present Contracts Form
Firm(s) are required to complete and sign the form entitled “Status of Past and Present Contracts” provided in this RFQ and submit as part of the proposal. The firm shall list the status of past and present contracts where either the firm has provided services as a p rime contractor or a sub - consultant during the past five ( 5) years and the contract has ended or will end in termination, settlement or litigation. A separate form shall be completed for each contract. If the contract was terminated, list the reason for termination. Firm must also identify and state the status of any litigation, claims or settlement agreements related to any of the identified contracts. Each form must be signed by the firm confirming that the information provided is true and accurate. The firm(s) are required to submit a copy of the completed form(s) as part of the proposal. 10 SECTION V

EVALUATION AND AWARD
Evaluation Criteria
City will evaluate the proposals received based on the following criteria, but not limited to, as outlined below. Respondents who are not actively engaged in providing services of the nature proposed in their response to this request and/or who cannot clearly demonstrate to the satisfaction of the City their ability to satisfactorily perform the work i n accordance with the requirements set forth in this request will not be considered. The City shall be the sole judge of the qualifications and services and its decision shall be final. Discussions may be conducted with respondents who submit qualification s determined to be reasonably acceptable of being selected for award. Any changes to the RFQ requirements will be made by addendum. All addenda shall be signed by firms and attached to the proposal. Failure to attach any addenda may render the proposal non -responsive and cause it to be eliminated from consideration.

City will evaluate the proposals received based on the following criteria:

1. Qualifications of the Firm - Technical experience in performing work of a similar nature; experience working with public agencies is mandatory; strength and stability of the firm; and assessment by client references.

2. Project Management Approach - Qualifications of proposed key personnel; logic of organization; and adequacy of labor commitment and resources to satisfactorily perform the requested services and meet the City’s needs.

3. Detailed Work Plan - Thorough understanding of the City's requirements and objectives; logic, clarity, specificity, and overall quality of work plan.

4. Fee Proposal - Reasonableness of proposed fees or rates.

The City will select a firm based upon the responding firms’ qualifications and experience, together with its resp onses to the requests for information set forth above. It should be noted that none of these factors in and of themselves are determinative, and the City reserves the right to select a firm on any basis that is in the best interests of the City. The City may contact firms in response to questions raised in their proposals and the City reserves the right to cancel this solicitation without selecting any firms.

Evaluation Procedure
An Evaluation Committee will review all proposals. The committee will be comprised of City staff and may include outside consultants. The City of Fullerton reserves the right to request clarification of additional information from any firm at any time. The committee will recommend to the City Manager the firm(s) whose proposal is most advantageous to the City of Fullerton. If required, the City Manager will then forward its recommendation to the City Council for final action. 11 After the submittals are evaluated, the City, at its sole discretion, may elect to interview all, some, or none of the firms. The interview will help to clarify each proposal, approach and qualifications for the services requested in the scope of work . Firms may be asked to submit additional documentation at or after the interview stage. Based upon the interview and evaluation of the proposals, the top-ranked firm will be recommended to the City Manager and/or City Council (if necessary). In addition, the City reserves the right to select a firm without conducting interviews or to abandon this RFQ. Final selection of a firm and authority awarding the contract to proceed with these services shall be at the sole discretion of the City and if required, City Council.

Award
The City of Fullerton may negotiate contract terms with the selected firm(s) prior to award, and expressly reserves the right to negotiate with several firms simultaneously. However, since the selection and award may be made without discussion with any firm, the proposal submitted should contain firm's most favorable terms and conditions.

City Manager and/or City Council action will be requested by City staff to award contract to the selected firm(s).

Notification of Award
Firms who submit a proposal in response to this RFQ shall be notified regarding the firm(s) awarded a contract. Such notification shall be made within seven (7) days of the date the contract is awarded.

Notification of Intent to Award will be emailed to firms w ho submitted a proposal, and will also be available on the City’s bid webpage www.cityoffullerton.com/business/bids-rfps and on the City’s eProcurement platform (www.publicpurchase.com).

Tentative Schedule
** Tentative Schedule may be changed at the City’s discretion, Interviews and Negotiations will be scheduled if required **
Release of RFQ August 9, 2022
Question Submittal Deadline August 17, 2022, at 4:00 P.M. PST Response to Questions Posted August 22, 2022
RFQ Submittal Deadline August 31, 2022, at 2:00 P.M. PST Consultant Interviews/Contract TBD
Scope Negotiations
Contract Award September 20, 2022
12 SECTION VI

SAMPLE PROFESSIONAL SERVICES AGREEMENT
SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

CITY OF FULLERTON

PROFESSIONAL SERVICES AGREEMENT
WITH
[VENDOR/CONSULTANT BUSINESS NAME]
THIS AGREEMENT is made and entered into this __ day of [MONTH, YEAR] (“Effective Date”), by and between the CITY OF FULLERTON, a California municipal corporation (“City”), and [VENDOR/CONSULTANT BUSINESS NAME], a [California corporation] (“Consultant”).

W I T N E S S E T H :

A. City proposes to utilize the services of Consultant as an independent contractor to provide certain [ INSERT BRIEF DESCRIPTION OF SCOPE OF SERVICE ] services, as more fully described herein.

B. Consultant represents that it has that degree of specialized expertise contemplated within California Government Code section 37103, and holds all necessary licenses to practice and perform the services herein contemplated.

C. City and Consultant desire to contract for the specific services described herein, and desire to set forth their rights, duties and liabilities in connection with the services to be performed.

D. No official or employee of City has a financial interest, within the provisions of Sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.

NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:

1.0. SERVICES PROVIDED BY CONSULTANT

1.1. Scope of Services. Consultant shall provide the professional services described in the [Services & Fees Schedule attached hereto as Exhibit “A”] and incorporated herein by this reference.

1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws and regulations that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement.

1.3. Performance to Satisfaction of City . Consultant agrees to perform all the work to the reasonable satisfaction of the City, in accordance with the applicable professional standard of care and City specifications and within the hereinafter specified. Evaluations of the wor k will be done by the City Manager or his designee. If the quality of work is not satisfactory, City in its discretion has the right to:

SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;

(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or

(c) Terminate the Agreement as hereinafter set forth.

1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable and non conflicting Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement . Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against Ci ty for, or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement.

1.5. Non-discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religion, color, national origin, ancestry, age, physical handicap, medical condition, marital status, sexual gender or sexual orientation, except as permitted pu rsuant to Section 12940 of the Government Code.

1.6. Non-Exclusive Agreement . Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its ow n employees perform services similar to those services contemplated by this Agreement.

1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant’s sole cost and expense.

1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that 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 written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant's covenant under this Section shall survive the termination of this Agreement.

2.0. COMPENSATION AND BILLING

2.1. Compensation. Consultant shall be paid in accordance with the [fee schedule set forth in Exhibit A].

SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

2.2. Additional Services. Consultant may perform the [additional services described in Exhibit “B”] attached hereto and incorporated herein by this reference if specifically engaged to do so by City. Consultant shall not receive compensation for any services provided outside the scope of services specified in [Exhibit A] unless the City or the Project Manager for this Project, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.

2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within fourty-five (45) days from the date City receives said invoice.

Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.

2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at m utually convenient times from the Effective Date of this Agreement until three (3) years after the termination date.

2.5. W-9. Consultant must provide City with a current W -9 form prior to the commencement of work under this Agreement. It is the Consultant’s responsibility to provide to the City any revised or updated W-9 form during the term of this Agreement.

3.0. TIME OF PERFORMANCE

3.1. Commencement and Completion of Work . The professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement.

3.2. Excusable Delays . Neither pa rty shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party.

4.0. TERM AND TERMINATION

4.1. Term. This Agreement shall commence on the Effective Date and continue through [ INSERT TERMINATION DATE (i.e. December 31, 2020)], unless terminated as provided herein.

4.2. Notice of Termination . The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing written notice to Consultant.

The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

services under this Agreement unless directed otherwise by the City.

4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination. Compensation for work in progress shall be prorated based on the percentage of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional se rvices actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services c ontemplated herein whether delivered to the City or in the possession of the Consultant.

4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncomp leted documents without specific written authorization from Consultant shall be at City's sole risk and without liability or legal expense to Consultant.

5.0. INSURANCE

5.1. Insurance Required . Consultant shall procure and maintain throughout the duration of this Agreement, insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder by Consultant, its agents, representatives, employees or subcontractors. Consultant shall provide current evidence of the required insurance in a form acceptable to City and shall provide replacement evidence for any required insurance which expires prior to the completion, expiration, or termination of this Agreement.

Nothing in this section shall be construed as limiting in any way, the Indemnification and Hold Harmless clause contained herein in Section 6.8 or the extent to which Consultant may be held responsible for payments of damages to persons or property.

5.2. Minimum Scope and Limits of Insurance.

A. Commercial General Liability Insurance. Consultant shall maintain commercial general liability insurance coverage in a form at least as broad as ISO Form #CG 00 01, with a limit of not less than $1,000,000 each occurrence. If such insurance contains a general aggregate limit, it shall apply separately to the Agreement or shall be twice the required occurrence limit.

B. Business Automobile Liability Insurance. Consultant shall maintain business automobile liability insurance coverage in a form at least as broad as ISO Form # CA 00 01, with a limit of not less than $1 ,000,000 each accident. Such insurance shall include coverage for owned, hired and non-owned automobiles.

C. Workers’ Compensation and Employers’ Liability Insurance. Consultant shall maintain workers’ compensation insurance as required by the State of California and employers’ liability insurance with limits of not less than $1,000,000 each accident.

SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

D. Professional Liability Insurance. Consultant shall maintain professional liability insurance appropriate to Consultant’s profession with a limit of not less than $2,000,000.

Architects’ and engineers’ coverage shall be endorsed to include contractual liability. If policy is written as a “claims made” policy, the retro date of the policy shall be prior to the start of the contract work.

E. Employee/Officer Fidelity Bond. Consultant shall maintain a fidelity bond with a minimum limit of $1,000,000, providing coverage for the acts of all employees, officers and directors of Consultant.

F. Cyber Liability Insurance. C onsultant shall maintain cyber liability insurance coverage with a limit of not less than $2,000,000 per claim and $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this Agreement and shall include but not be limited to claims involving infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, alteration of electronic information, extortion and network security.

The policy shall provide coverage for breach response costs as well as regulatory fines, penalties and credit monitoring expenses with limits sufficient to respond to these obligations.

5.3. Deductibles and Self-Insured Retentions. Any deductible or self-insured retention must be declared to and approved by City.

5.4. Other Insurance Provisions. The required insurance policies shall contain or be endorsed to contain the following provisions:

A. Commercial General Liability. City, its elected or appointed officials, officers, employees and volunteers are to be covered as additional insureds with respect to liability arising out of work or operations performed by or on behalf of C onsultant, including materials, parts or equipment furnished in connection with such work or operations. Such coverage as an additional insured shall not be limited to the period of time during which Consultant is conducting ongoing operations for City but rather, shall continue after the completion of such operations. The coverage shall contain no special limitations on the scope of its protection afforded to C ity, its officers, employees and volunteers.

B. Commercial General Liability. This insurance shall be primary insurance as respects City, its officers, employees and volunteers and shall apply separately to each insured against whom a suit is brought or a claim is made. Any insurance or self -insurance maintained by City, its officers, employees and volunteers shall be excess of this ins urance and shall not contribute with it.

C. Professional Liability . If the Professional Liability policy is written on a “claims made” form, the Retroactive Date must be shown and must be before the date of the contract or beginning of contract work. The in surance must be maintained and evidence of insurance must be provided for at least (5) years after completion of the contract work. If the coverage is canceled or non-renewed and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting coverage” for a minimum of five (5) years after completion of work.

D. Workers’ Compensation and Employers’ Liability Insurance. Insurer shall waive their right of subrogation against City, its officers, employees and volunteers for work done SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

on behalf of City.

E. Employee/Officer Fidelity Bond, C ity shall be named as third party beneficiary for losses arising from work done on behalf of City.

F. All Coverages. E ach insurance pol icy required by this clause shall be endorsed to state that coverage shall not be canceled, except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to City.

If Consultant maintains higher limits or has broader coverage than the minimums shown above, City requires and shall be entitled to all coverage, and to the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum lim its of insurance and coverage shall be available to City.

G. Subcontractors. Consultant shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein and Consultant shall ensure that City is an additional insured on insurance required from subconsultants.

H. Special Risks or Circumstances. C ity reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage or other special circumstances.

5.5 Acceptability of Insurers . All required insurance shall be placed with insurers acceptable to City with current BEST’S ratings of no less than A, Class VII. Workers’ compensation insurance may be placed with the California State Compensation Insurance Fund.

All insurers shall be licensed by or hold admitted status in the State of California. At the sole discretion of City, insurance provided by non-admitted or surplus carriers with a minimum BEST’S rating of no less than A- Class X may be accepted if Consultant evidences the requisite need to the sole satisfaction of City.

5.6 Verification of Coverage. Consultant shall furnish City with certificates of insurance which bear original signatures of authorized agents and which reflect insurers names and addresses, policy numbers, coverage, limits, deductibles and self -insured retentions.

Additionally, C onsultant shall furnish copies of all policy endorsements required herein. All certificates and endorsements must be received and approved by City before work commences.

City reserves the right to require at any time complete, certified copies of any or all required insurance policies and endorsements.

6.0. GENERAL PROVISIONS

6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.

6.2. Representatives. The City Manager or his designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.

SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.

6.3. Project Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement.

Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with C ity during the term of this Agreement. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.

6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery, facsimile or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: a) at the time of delivery if such communication is sent by personal delivery; b) at the time of transmission if such communication is sent by facsimile; and c) 48 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail.

IF TO CONSULTANT: IF TO CITY:

[VENDOR/CONSULTANT NAME]
[MAILING ADDRESS]
Attn: [NAME AND TITLE]

City of Fullerton
303 W. Commonwealth Ave.

Fullerton, CA 92832
Attn: [NAME AND TITLE]

6.5. Attorneys’ Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.

6.6. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Orange County, California.

6.7. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant's interest in this Agreement without City's prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City's consent, no subletting or assignment shall release Consultant of Consultant's obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement.

6.8. Indemnification and Hold Harmless . To the fullest extent of the law, Consultant agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents, SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

and employees, at Consultant’s sole expense, from and against claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents, and employees arising out of the performance of the Consultant, its employees, and/or authorized subcontractors, of the professional services undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents, and employees based upon the work performed by Consultant, its employees, and/or authorized subc ontractors under this Agreement, whether or not Cons ultant, its employees, and/or authorized subcontractors are specifically named or otherwise asserted to be liable .

Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, compla ints, or suits arising out of the sole negligence or willful misconduct of the City. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no for ce and effect.

6.9. Independent Contractor . Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or othe rwise act on behalf of City as an agent.

Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, repr esent that it or any of its or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Cons ultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptl y pay to City any reimbursement or indemnification arising under this paragraph.

6.10. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment o f any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.

Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

any contribution to be paid by Cit y for employer contribution and/or employee contributions for PERS benefits.

6.11. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require.

6.12. Ownership of Documents . All findings, reports, CAD drawings, documents, information and data , including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files, audio tapes or any other Project related items as requ ested by City or its authorized representative, at no additional cost to the City.

6.13. Public Records Act Disclosure . Consultant has been advised and is aware that this Agreement and all reports, documents, information and data , including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Recor ds Act (California Government Code Section 6250 et seq.).

Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code Section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret inc luding, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.

6.14. Conflict of Interest . Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code Sections 81000, et seq.) and Government Code Section 1090.

During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.

6.15. Responsibility for Errors. Consultant shall be re sponsible for its work under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, without prejudice to any other remedy to which City may be entitled to at law or equity, Consultant shall, at no cost to City, provide all necessary design drawings, estimates and oth er Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

and to participate in any meeting required with regard to the correction. In addition, Consultant shall reimburse City for any and all costs, expenses and/or damages, if any, that the City has incurred due to the aforementioned error or omission.

6.16. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.

6.17. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced.

6.18. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.

6.19. No Third Party Benefici ary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.

6.20. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.

6.21. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement. In the event an ambiguity or question of intent or interpretation arises with respect to this Ag reement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.

6.22. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.

6.23. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.

6.24. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be u nenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be SAMPLE ONLY – NOT REQUIRED WITH PROPOSAL
[CONSULTANT NAME]

binding, then both parties agree to substitute such provision(s) through good faith negotiations.

6.25. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.

6.26. Corporate Authority . The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provision s of this Agreement.

6.27 Executive Order N -6-22. On March 4, 2022, Governor Gavin Newsom issued Executive Order N -6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions i mposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entit ies that are determined to be a target of Economic Sanctions. Accordingly, should the City determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for te rmination of this agreement. The City shall provide Contractor advance written notice of such termination, allowing Contractor at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the City.

Contractor shall immediately notify City in writing upon being subjected to Economic Sanctions or upon being charged by an government agency of conducting prohibited transactions within the meaning of Executive Order N-6-22.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.

CITY OF FULLERTON
__________________________________ Date: __________________________ City Manager

CONSULTANT
__________________________________ Date: __________________________ [NAME AND TITLE]
_On File___________________________
Social Security or Taxpayer ID Number
APPROVED AS TO FORM:
24 __________________________________
Richard D. Jones, City Attorney
25 SECTION VII

STATUS OF PAST AND PRESENT CONTRACT FORM
Firm is required to complete and sign the form entitled “Status of Past and Present Contracts” provided in this RFQ and submit as part of the proposal. Firm shall list the status of past and present contracts where either the firm has provided services as a pri me contractor or a sub - consultant during the past five (5) years and the contract has ended or will end in termination, settlement or litigation. A separate form shall be completed for each contract. If the contract was terminated, list the reason for term ination. Firm must also identify and state the status of any litigation, claims or settlement agreements related to any of the identified contracts. If no contract ended in termination, settlement or litigation, a statement to that effect shall be made on this form. Each form must be signed by the firm’s confirming that the information provided is true and accurate. Firm is required to submit a copy of the completed form(s) as part o f the electronic proposal on the one (1) USB Drive requested.

By signing this Form entitled “Status of Past and Present Contracts,” I am affirming that all of the information provided is true and accurate.

Signature_________________________ Date___________________________ Name: ___________________________
Title:_____________________________

26 SECTION VIII

EXCEPTIONS FORM
If your company is taking exception to any of the specifications, terms or conditions (including insurance indemnification and/or proposed contract language) stated in this Request for Qualifications, please indicate below and describe details: (check any that apply). _____ No exceptions taken
_____ Exception taken to the scope of work or specifications _____ Exception taken to indemnification and insurance requirements _____ Exception to proposed contract language
_____ Other
Please explain any of the checked items
______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ PROPOSING FIRM___________________________________________ DATE____________ BUSINESS ADDRESS _________________________________________________________ SIGNATURE OF REPRESENTATIVE:_____________________________________________ BY:_____________________________________ TITLE ______________________________ INSTRUCTION REGARDING SIGNATURE: If proposer is an individual, state "Sole Owner" after signature. If firm is a partnership, signature must be by a general partner, so stated after "Title".

Names of all other partners and their business addresses must be shown below. If proposer is a corporation, signature must be by an authorized officer, so stated after "Title", and the names of the President and Secretary and their business addresses must be shown below:
___________________________________ ______________________________________ ___________________________________ ______________________________________ ___________________________________ ______________________________________ ___________________________________ ______________________________________

RFQ# 4377 On-Call Real Property & Right-Of-Way Services Questions & Responses

1. Are all of the insurance requirements and minimums listed in the sample agreement required of this contract as well? Are they required of subconsultants too?

RESPONSE: Yes, all insurance requirements and minimums listed in the sample agreement are required for the On-Call Contract(s).

Insurance requirements are also required for subconsultants, but that responsibility falls on the prime consultant.

2. Paragraph 5.2.F - Cyber Liability Insurance: We currently have $1MM in Cyber Liability Insurance. Would the City of Fullerton accept our $1MM?

RESPONSE: Yes, but it must include a $2 million aggregate.

3. Sample Agreement, Paragraph 6.8 - Indemnification and Hold Harmless: We would like to request additional language be added to account for a finding of comparative fault.

Suggested language: "If it is finally adjudicated that liability is caused by the comparative active negligence or willful misconduct of the City , then Consultant's indemnification and defense obligations shall not exceed Consultant's proportionate percentage of fault."

RESPONSE: The City cannot accept this modification to the language contract at the moment.

However, proposers may submit this request with the RFQ. If selected, City Attorney will review the modification to the contract language for acceptance or declination.

4. Does the City have an existing bench of on-call appraisers and appraisal reviewers?

RESPONSE: No, the City does not have an existing bench of on -call appraisers and appraisal reviewers.

5. Does the City have an existing bench of on-call title insurance firms?

RESPONSE: No, the City does not have an existing bench of on-call title insurance firms.

Professional On-Call Real Property and Right Of Way Services City of Fullerton

EXHIBIT B

CONSULTANT’S PROPOSAL

PROPOSAL RESPONSE TO CITY OF FULLERTON
RFQ #4377 On-Call Real Property &
Right of Way Services
Epic Land Solutions, Inc.

Statement of Qualifications
created exclusively for
Submitted August 31, 2022
EPIC is currently providing On-Call Property Management Services to Prado Dam, County of Orange Epic Land Solutions, Inc.

Los Angeles Regional Office
1971 W 190th Street, Suite 200
Torrance, CA 90504
epicland.com
August 31, 2022
Attention: Karen Chung, Buyer
City of Fullerton, Purchasing
303 W. Commonwealth Avenue
Fullerton, CA 92832-1775
[email protected]
(714) 738-6537
RE: Letter of Transmittal - On-Call Real Property & Right-of-Way Services for the City of Fullerton Dear Ms. Chung,
Epic Land Solutions, Inc. (EPIC) looks forward to the opportunity to continue serving the City of Fullerton (City) with on-call real property and right of way services. Since 2000, EPIC has been serving public agencies in Orange County and the greater southern California region as a right of way services consultant, providing on-call services for the City of Anaheim, County of Orange Public Works, Orange County Transportation Authority, and the City of Inglewood.

We understand the City is seeking services to complete real estate management, planning, and right of way acquisition tasks on an as-needed basis from private developers and as part of the City’s Capital Improvement Program (CIP). EPIC’s team of right of way professionals are cross-trained in acquisition, relocation assistance services, property management, coordinating the sale of excess lands, and providing utility relocation services.

We are committed to the City and prepared and eager to continue providing the required services.

EPIC acknowledges receipt of Addendum No. 1 Q&A. The following proposal shall remain valid for a period of no less than 120 days for the date of submittal. All information submitted with our proposal is true and correct.

We, the undersigned, are authorized to execute legal documents on behalf of the firm. Senior Regional Manager, Kari Anvick, SR/WA, CalBRE, will serve as the Advisory Manager for this contract and will be the City’s primary point of contact. Please do not hesitate to contact Kari with any questions at (951) 329-9666 or [email protected].

Best Regards,
Epic Land Solutions, Inc.

Kari Anvick, SR/WA, CalBRE
Senior Regional Manager - California
(951) 329-9666 | [email protected]
Karen Starr, CPM®, R/W-AMC, SR/WA
President
(951) 321-1834 | [email protected]
Creating Land Solutions for the Public Good
Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
3 About EPIC

FIRM QUALIFICATIONS
Epic Land Solutions, Inc. (EPIC) is a full-service right of way and real property consulting firm founded in 2000 with the mission to create land solutions for the public good. EPIC has provided real estate consulting for over 22 years from headquarters in Los Angeles and regional offices in Riverside, San Diego, Portland, Olympia, and Spokane. EPIC employs over 60 staff including a Certified Property Manager®, licensed real estate professionals, and four in-house appraisers. We proudly serve public agencies throughout Orange County, with active on-call services contracts with the City of Anaheim, County of Orange Public Works, Orange County Transportation Authority, and South Coast Water District. We have had the pleasure of supporting the City of Fullerton with the Pearl Drive Park Acquisition project and the State College Boulevard Grade Separation project. EPIC recently performed right of way services for the Euclid Street and Glenoaks Avenue Improvement Project with the City of Anaheim, and we’re currently On-Call for Relocation Assistance Program Services for the County of Orange.

EPIC BY The Numbers
22+

YEARS OF RIGHT OF WAY

SERVICES EXPERIENCE
$15MM

VALUE OF SURPLUS LAND

SOLD FOR LOCAL PUBLIC
AGENCIES, LAST 5 YEARS
50+

MUNCIPALITIES IN SO CAL

EPIC HAS CONTRACTED

WITH FOR RIGHT OF WAY
10 LICENSED REAL ESTATE

AGENTS IN CALIFORNIA
On-Call Contracts Specialist
As a service provider first, EPIC is proudly pre-qualified and on-call with the following agencies:

Contract History
Over the last five years, EPIC has steadily increased revenues year over year to an average of $10 million in gross receipts and is employing more full-time staff than ever before.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
4 Turn-key Right of Way Services for City of Fullerton

RIGHT OF WAY PLANNING

APPRAISAL

ACQUISITION NEGOTIATION
• Cost Estimation
• Right of Way Impact Assessment
• Alignment planning
• GIS & CAD Integrations
• Fair Market Valuation & Inventory Studies
• Real Property Appraisal and Appraisal Review
• Expert Witness Testimony
• Survey Review and Title Clearance
• Right of Entry Permits
• Easement and Fee Acquisitions
• Escrow Coordination
• Eminent Domain Support
• Caltrans Certification

RELOCATION
• Replacement Search
• Move Coordination
• Relocation Appeal Support
• Relocation Plan

UTILITY RELOCATION COORDINATION
• Utility Research and As-Built Matrix
• Utility Relocation Coordination
• Positive Utility Identification (Potholing)

PROPERTY ASSET MANAGEMENT
• Asset Inventory
• Excess Land Sales
• Maintenance and Security

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
5 Similiar Related Experience
purchase agreement, overseeing escrow, and closing out the file.

Orangethorpe Avenue/UPRR Grade Separation
Orange County Transportation Authority (OCTA)
EPIC acquired 20 real estate interests on behalf of OCTA including a commer- cial shopping center with 28 businesses. EPIC coordinated with the Cities of Placentia and Anaheim, Orange County Flood Control, Orange County Water District, and the Orange County Board of Education. EPIC’s recommendation to conduct a primary part take and alternate full take appraisal of the shopping center allowed EPIC to settle voluntarily with grantors in a timely fashion.

Pearl Drive City Park Acquisition
City of Fullerton
The City of Fullerton hired EPIC to acquire a vacant, blighted property on behalf of the City Parks and Recreation Department to build a new city park at 3001 Pearl Drive. The vacant lot used to be home to a swimming pool and clubhouse for the adjacent apartment complexes, which the 33 property owners in the HOA failed to maintain. EPIC managed the negotiations with the 33 property owners for the City to acquire the rights, and managed a lengthy escrow process in which about 18 property owners required partial releases from their lenders. EPIC also managed varying lender requirements, 15 of which hired appraisers for new appraisals. Other lenders accepted EPIC’s appraisals created for the acquisition negotiations.

Euclid and Glenoaks Intersection Improvement Project
City of Anaheim
The City of Anaheim secured Highway Safety Improvement Program (HSIP) federal aid and local funding to complete road safety improvements along Euclid Street from Crescent Avenue to Glenoaks Avenue. As the City’s on-call right of way consultant, EPIC was enlisted to review title reports, complete appraisal waiver valuations, and negotiate with property owners to acquire four (4) temporary construction easements. As a Caltrans Local Assistance project, valuation and acquisition have been performed in accordance with Caltrans Right of Way procedures and will require Certification from Caltrans District 12 at the close of the project.

Stretchform Excess Land Sale
City of Murrieta
As a pre-qualified, on-call real estate consultant to the City of Murrieta since 2011, the EPIC team assisted the City with all tasks related to the sale of a vacant excess land parcel. Tasks included obtaining the preliminary title report (PTR), reviewing property documentation, preparing and mailing notice of intention to Sell Real Property and Offer for Sale letters to local agencies, assembling the Data Sheet and Request for Offer (RFO) package, reaching out to interested parties, advertising the property, conducting property walks, review- ing offers, preparing a staff report for approval of selected party, preparing the Vacant lot in Murrieta

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
6 Similiar Related Experience
Firestone Boulevard Bridge Project
Cities of Downey and Norwalk
The Cities of Downey and Norwalk worked together on this bridge replacement project connecting their borders. The widening project added approximately 18 feet on each side, allowing room for three traffic lanes in both directions, a 10- foot wide median, a four-foot shoulder on each side and a four-foot bike path on both sides. EPIC provided acquisition support and environmental clearance for this federally-funded bridge replacement project with 28 partial acquisitions, including negotiations, value engineering, survey support and title/escrow.

Properties included those controlled by the Los Angeles County Flood Control District, Southern California Edison, US Army Corps of Engineers and private commercial and retail ownerships.

Humboldt Drive Bridge Rehabilitation and Replacement
City of Huntington Beach
EPIC’s Utility Coordination Lead is working with the design engineer to com- plete utility identifications and relocation coordination for five utility purveyors with six facilities impacted by the bridge replacement project. Utilities include City of Huntington Beach Sewer and Water, Frontier Communication, SoCal Ed- ison, SoCal Gas, and Charter Communication. The EPIC team are coordinating with the City to protect-in-place multiple of the utilities while facilitating the relocation or temporary adjustments of the others.

State Route 91 (SR-91) Improvements, Segments 1, 2 & 3
Orange County Transportation Authority (OCTA)
In partnership with Caltrans and in coordination with local municipal agencies, OCTA is improving SR-91 from SR-57 to SR-55 in three segments.

EPIC’s utility department is supporting OCTA and its design engineer with utility liability determination, utility protections and relocation coordination services across three project segments. Public utility purveyors EPIC is working with on this project include Orange County Sanitation District (OC San), City of Anaheim Public Utilities – Water, Orange County Water District (OCWD), Golden State Water District, and Metropolitan Water District of Southern California (MWD).

EPIC is reviewing title reports and investing existing utility easement agreements for City of Anaheim Public Utilities rights of way.

Nohl Ranch Open Space Trail Project
City of Anaheim
The Nohl Ranch Open Space Trail Project is part of the City’s Bicycle Corridor Improvement Program. This project dedicates federal CMAQ grant funding to create a Class 1 bikeway, pedestrian trail, and signalized crossings, and other safety features for pedestrians and bicyclists traveling within Canyon Hills and Anaheim Hills communities. As the qualified consultant selected for this project, the EPIC team is managing the right of way negotiating with up to one private property owner and Orange Unified School District to obtain temporary construction easements (TCEs), partial fee interests, and property dedications.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
7 EPIC has provided the City of Anaheim with
on-call Real Estate Appraisal, On-Call Right
of Way Services, and On-Call Relocation
Assistance Services since 2019. Currently,
EPIC is supporting the Public Works
Department at the City of Anaheim obtain
Temporary Construction Easements and clear
right of way in accordance with prevailing
regulations for the Euclid Street and Glenoaks
Avenue Improvements Project.

Ralph Contreras, PE
Principal Traffic Engineer
City of Anaheim
200 South Anaheim Boulevard
Anaheim, CA 92805
(714) 765-4526
[email protected]
On-Call Client References
EPIC is the firm-of-choice for local public agencies with similar project needs to the City of Fullerton. We invite you to call our references to discuss how EPIC can support your goals.

In last 10 years, EPIC has supported the City
of Murrieta with on-call right of way services
and Caltrans compliance on over 17 individual
projects and task order assignments. Diverse
project experience has included the I-215/
Keller Road Interchange project, Caltrans
Highway Bridge Program-funded Guava Street
Bridge Replacement Project, Madison Avenue
Improvements, and Meadowlark Road Widen-
ing project. EPIC has also provided Murrieta
with excess land sales programs to success-
fully dispose of remnant and excess property
originally acquired for public works projects.

Jeff Hitch
Public Works
Construction Manager
City of Murrieta
1 Town Square
Murrieta, CA 92562
(951) 461-6076
[email protected]
Sanya Sobot
Sr . RE Property Agent
Utility Coordinator
Orange County Transportation
Authority (OCTA)
550 S Main Street,
Orange, CA 92868
(714) 560-5965
[email protected]
EPIC is unique among right of way firms by
staffing a full-service Utility Coordination team
in-house. Utility Services Manager, Mike Mays,
and the EPIC Utility team have performed
utility research and relocation coordination for
a number of highway and rail infrastructure
improvement projects for OCTA, including
the State Route 91 (SR-91) Improvements,
Segments 1, 2 and 3, Anaheim, Buena Park,
Fullerton, Placentia and Yorba Linda.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
8 PROPOSED STAFFING AND ORGANIZATION
Key Staff
Kari Anvick, SR/WA, Advisory Manager
Mike Mays, Utility Services Manager
The following key staff will be available to the extent proposed for the duration of any given project. No person designated as “key” staff shall be removed or replaced without the prior written concurrence with the City. Key staff resumes follow on the next page.

Melissa Mann, RWA, Project Manager
Addiel Flores, RWA, Senior Right of Way Agent
• Real Estate Salesperson, CA #01742926
• 22 years of experience
• Location: Riverside, CA
• Availability: 45%
• Current Assignments: I-5 Segment 2, OCTA; Nohl Ranch Open Space Trail Project, City of Anaheim; I-5 Oso Pkwy Relocations, OCTA; Mt. Vernon Avenue over UPRR Tracks, City of Colton
• Real Estate Salesperson, CA #01792520
• 9 years of experience
• Location: Riverside, CA
• Availability: 55%
• Current Assignments: Nohl Ranch Open Space Trail Project, City of Anaheim; Avenida Pico to San Juan Creek Road Improvements, Orange County Transportation Authority (OCTA); Knollwood Circle Sewer Improvement Project, City of Anaheim • Real Estate Salesperson, CA #01944802
• 10 years of experience
• Location: Riverside, CA
• Availability: 65%
• Current Assignments: Garfield Avenue & Eastern Avenue Intersection Improvements, City of Bell Gardens; Lakewood Boulevard at Florence Avenue Intersection Improvement Project, City of Downey, Pedestrian and Bicycle Safety Improvements, City of Ojai
• 16 years of experience
• Location: Riverside, CA
• Availability: 50%
• Current Assignments: SR-91 Segment 1, 2 & 3, Orange County Transportation Authority (OCTA); I-215/Garbani Interchange, Los Angeles County Metropolitan Transportation Authority (METRO); Humboldt Drive Bridge Replacement, City of Huntington Beach

EPIC LAND SOLUTIONS, INC.

YEARS OF EXPERIENCE
22 (10 years with EPIC)

LICENS URE
Real Estate Salesperson, CA #01742926

CERTIFICATIONS
Senior Right of Way Professional
(SR/WA), International Right of Way
Association (IRWA), #6929

ASSOCIATIONS
Member, IRWA

EDUCATION
B.A., Psychology, California Baptist
University

KARI ANVICK , SR/WA , C al RE L icense

ADVISORY MANAGER
Kari Anvick is the California Senior Regional Manager for Epic Land Solutions, Inc. (EPIC). Kari oversees right of way, utility coordination, and real estate appraisal services for public works projects in Southern California. She is focused on quality, budget, and schedule controls and staffing solutions for these teams. An accomplished right of way professional with over 10 years of boots-on-the-ground experience at EPIC and 22 years in the real estate industry, Kari has a stellar track- record of delivering acquisition and relocation projects on -time and under - budget.

NOTABL E EXPERIENCE
Nohl Ranch Open Space Trail Project, City of Anaheim, CA: The Nohl Ranch Open Space Trail Project is part of the City’s Bicycle Corridor Improvement Program.

This project dedicates federal CMAQ grant funding to create a Class 1 bikeway, pedestrian trail, and signalized crossings. As Advisory Manager, Kari is supporting the right of way team with negotiating with up to one private property owner and Orange Unified School District to obtain temporary construction easements (TCEs), partial fee interests, and property dedications. 17th Street Grade Separation Alternatives Assessment, Orange County Transportation Authority (OCTA), Santa Ana, CA: In cooperation with the City of Santa Ana and SCRRA, OCTA proposed to construct a grade separation at the 17th Street grade crossing at Lincoln Avenue along the Los Angeles-San Diego-San Luis Obispo (LOSSAN) corridor and entails lowering 17th Street and Lincoln Avenue to pass under the Metrolink track . Kari coordinated and prepared a Utility Conflict Matrix, Preliminary Cost Estimate of acquisition and utility relocations/impacts, and Caltrans ROW Data Sheets to document costs related to right of way needs for each build alternative. 30 private properties were assessed per alternative.

Knollwood Circle Sanitary Sewer Improvement Project, City of Anaheim, CA: The City of Anaheim is replacing structurally deficient sewer pipe segments in medium density residential areas of the City to address capacity constraints and operational deficiencies. The new sewer pipeline will improve reliability for the properties in the service area and provide additional capacity to accommodate flow increases from future growth. The new sewer pipeline will begin at the north end of Knollwood Circle, cross through the private properties at 1210 N Knollwood Circle and 1201 N Magnolia Avenue, terminating in Magnolia Avenue. As the Right of Way Project Advisor, Kari is overseeing quality and completion of real estate valuations, acquisition negotiations, and escrow for Temporary Constructi on Easement (TCEs) that need to be obtained to construct the improvements.

Firestone Bridge Replacement, Cities of Downey and Norwalk, Downey, CA: Kari was the senior acquisition and relocation agent for this federally funded bridge replacement project with 28 partial acquisitions, including negotiations, value engineering, survey support, and title/escrow. Properties included those controlled by the Los Angeles County Flood Control District, Southern California Edison (SCE), US Army Corps of Engineers (USACE), and private commercial and retail ownerships. This bridge replacement project was funded through the FHWA Highway Bridge Reconstruction and Rehabilitation Fund, which provided over 88% of this $10.45 million project budget.

EPIC LAND SOLUTIONS, INC.

YEARS OF EXPERIENCE
9 (5 with EPIC)

LICENS URE
Real Estate Salesperson, CA #01792520
Notary Public, CA #2205423

CERTIFICATIONS
Right of Way Agent Certification (RWA),
International Right of Way Association
(IRWA)

EDUCATION
General Studies, California State
University, San Bernardino
General Studies, Riverside Community
College

VOLUNTEER
President, Inland Volleyball Officials
Association (IVOA)

MELISSA MANN , RWA , C al RE L icense

PROJECT MANAGER

TRANSACTION NEGOTIATION SPECIALIST
Melissa Mann is a Project Manager based at EPIC’s Riverside office. Having performed over 350 right of way acquisitions in her career, she continually negotiates voluntary acquisition agreements with even the most d ifficult-to-please property owners. Melissa is a trained right of way professional and designated Right of Way Agent (RWA) through the International Right of Way Association (IRWA), and has a 10-year career background in administration and customer support for a range of companies and institutions in the Coachella Valley and Inland Empire. She is skilled at explaining complex concepts to general audiences.

NOTABLE EXPERIENCE
Nohl Ranch Open Space Trail Project, City of Anaheim, CA: The Nohl Ranch Open Space Trail Project is part of the City’s Bicycle Corridor Improvement Program. The trail project creates a 10-foot wide Class 1 bikeway, a 10-foot wide pedestrian trail, signalized crossings, and other safety features across one (1) mile for pedestrians and bi cyclists traveling within Canyon Hills and Anaheim Hills communities. This project dedicates federal CMAQ grant funding to create a Class 1 bikeway, pedestrian trail, and signalized crossings . As the qualified consultant selected for this project, Melissa is managing the right of way team negotiating with up to one private property owner and Orange Unified School District to obtain temporary construction easements (TCEs), partial fee interests, and property dedications.

Pearl Drive City Park Acquisition , City of Fullerton, CA: The City of Fullerton hired Epic to acquire a vacant, blighted property on behalf of the City Parks and Recreation Department to build a new city park at 3001 Pearl Drive. The vacant lot used to be home to a swimming pool and clubhouse for the adjacent apartment complexes, which the 33 property owners in the HOA failed to maintain. Melissa and the EPIC team managed the negotiations with the 33 property owners for the City to acquire the rights and managed a lengthy escrow process in which approx. 18 property owners required partial releases from their lenders.

Costa Mesa Freeway (State Route 55) Improvement Project, from Interstate 405 to Interstate 5, Orange County Transportation Authority (OCTA), Santa Ana, Irvine and Tustin, CA: The SR-55 between I-405 and I-5 has four general purpose lanes, one carpool lane and some auxiliary lanes in each direction. This project adds one general purpose lane, one carpool lane and auxiliary lanes in each direction of this stretch of the freeway to reduce congestion and increase capacity. Melissa is supporting the EPIC team with the delivery of 20 property acquisition negotiations and agreements in addition to relocation assistance advisory services.

Knollwood Circle Sanitary Sewer Improvement Project, City of Anaheim, CA: The City of Anaheim is replacing structurally deficient sewer pipe segments in medium density residential areas of the City to address capacity constraints and operational deficiencies. The new sewer pipeline will begin at the north end of Knollwood Circle, cross through the private properties at 1210 N Knollwood Circle and 1201 N Magnolia Avenue, terminating in Magnolia Avenue. Melissa is the Right of Way Lead for this project and will oversee quality and completion of real estate valuations, acquisition negotiations, and escrow for Temporary Construction Easement (TCEs) that need to be obtained to construct the improvements.

ADDIEL FLORES , RWA , BROKER

SENIOR RIGHT OF WAY AGENT

AGENCY LIAISON SPECIALIS T
Addiel Flores is a Senior Right of Way Professional based at EPIC’s Inland Empire Regional Office with over seven years of experience performing acquisition/negotiations and purchase offer agreements on behalf of public agencies for public works improvement projects, and three additional years of experience in the real estate industry. Addiel is experienced with the acquisition of property subject to eminent domain in California and has coordinated the sale of remnant land on behalf of government entities. Addiel has also assisted relocation agents in loca ting suitable replacement housing and business sites for tenants throughout multiple states. He is an effective communicator and has proven to successfully negotiate with customers and clients from diverse backgrounds.

Addiel is a veteran of the United Sta tes Army, having served from August 2000 through February 2012.

NOTABLE EXPERIENCE
Garfield Avenue/Eastern Avenue Intersection Improvement, City of Bell Gardens, CA: The City is fully re-designing the intersection of Garfield and Eastern Avenues from a Y -shaped formation to a T intersection where Garfield Avenue will terminate at Eastern Avenue. Although the design avoids right of way acquisitions, Addiel and the EPIC team are providing right of way support to the design engineer to review Preliminary Titl e Reports (PTRs) for four (4) Assessor’s Parcel Numbers (APNs) to clarify the right of way limits. If property rights are required, EPIC will obtain appraisals, perform acquisition negotiations, and file documentation to secure Caltrans Right of Way Certification for the project.

Pedestrian and Bicycle Safety Improvements, Active Transportation Program (ATP), City of Ojai, CA: EPIC is performing right of way services for this mobility improvement project in Ventura County. EPIC’s scope includes right of way coordination between the City, California Transportation Commission (CTC), and Caltrans District 7 to obtain the property rights necessary to construct bike lanes, pedestrian, and transit facilities.

Addiel is supporting the right of way program to acquire rights from up to 29 entities providing oversight of the utility coordination process. Tasks include title clearance, appraisal coordination, and acquisition negotiations with property owners. All tasks are performed in compliance with Caltrans Right of Way Manual and Local Assistance Procedures Manual (LAPM) in order to obtain Caltrans Right of Way Certification.

Ramon Road Widening, Cities of Palm Springs and Cathedral City, CA: The EPIC team is providing comprehensive right of way services for the widening of Ramon Road between San Luis Rey Drive in Palm Springs and Landau Boulevard in Cathedral City. This project location includes a bridge over Whitewater River.

Addiel is supporting the right of way team slated to perform right of way ser vices for 26 properties, including Bureau of Indian Affairs tribal land. This assignment includes appraisals and reviews, acquisition, title services, escrow oversight, Caltrans certification, eminent domain support, utility coordination and potholing oversight. This project is funded through the Federal Highway Bridge Program as well as local monies and adheres to the Uniform Act and Caltrans Right of Way Manual.

EPIC LAND SOLUTIONS, INC.

YEARS OF EXPERIENCE
10 (<1 with EPIC)

LICENS URE
Real Estate Broker, CA #01944802

ASSOCIATIONS
Right of Way Agent Certification (RWA),
International Right of Way Association
(IRWA)

EDUCATION
BS, Business Administration/Real Estate,
California State Polytechnic University,
Pomona

IRWA COURSEWORK
Non-Residential Relocation Assistance
Real Estate Negotiations
Principal of Real Estate Appraisals
Alternative Dispute Resolution
Principals of Land Acquisition

LANGUAGE SKILLS
Bilingual (English/Spanish Fluency)

EPIC LAND SOLUTIONS, INC.

YEARS OF EXPERIENCE
16 years

EDUCATION
B.S., Civil Engineering, California State
Polytechnic University, Pomona

ASSOCIATIONS
Member, American Society of Civil
Engineers (ASCE)
Member, Business Development
Association of the Inland Empire
(BDAIE)

CERTIFICATES & COURSEWORK
Introduction to Practical Railway
Engineering, American Railway
Engineering and Maintenance-of-Way
Association (AREMA)
Utility Process for Local Agencies,
Caltrans
Fundamentals of Inspection Practice,
Caltrans
Roadway Worker Safety Training
Certificate, SCRRA
Contractor Orientation, BNSF Railway
Contractor Orientation, Union Pacific
Railroad

MICHAEL MAYS

UTILIT Y SERVICES LEAD
Mike Mays is the Utility Services Manager at Epic Land Solutions, Inc. (EPIC). Mike was hired in 2021 to lead the stand- alone Utility Services department at EPIC, which provides utility research, cost estimating, and utility relocation coordination services for public agency clients across Southern and Central California. Mike has over 16 years of experience planning, designing, and overseeing utility relocations for various projects and has worked extensively with local agencies, and developers. He has performed wet utility design and managed all aspects of utility coordination work, including preliminary and final report of investigation, determination of relocation liability, and preliminary engineering.

NOTABLE EXPERIENCE
Humboldt Drive Bridge Rehabilitation and Replacement, City of Huntington Beach, CA: As Utility Coordination Lead, Mike is working with the design engineer to complete utility identifications and relocation coordination for five utility purveyors with six facilities impacted by the bridge replacement project. Utilities include City of Huntington Beach Sewer and Water, Frontier Communication, SoCal Edison, SoCal Gas, and Charter Communication. Mike and the EPIC team are coordinating with the City to protect -in-place multiple of the utilities while facilitating the relocation or temporary adjustments of the others.

Costa Mesa Freeway (State Route 55) Improvement Project, from Interstate 405 to Interstate 5, Orange County Transportation Authority (OCTA), Santa Ana, Irvine and Tustin, CA: The SR-55 between I-405 and I-5 has four general purpose lanes, one carpool lane and some auxiliary lanes in each direction. This project adds one general purpose lane, one carpool lane and auxiliary lanes in each direction of this stretch of the freeway to red uce congestion and increase capacity. Mike is the Utility Coordination Manager reporting to OCTA on this project to oversee the protection or relocation of 52 separate utility conflicts. Some of the utility relocations are highly complex, including Southe rn California Edison high -voltage transmission lines spanning overhead the freeway.

I-5 Widening, Segment 2, Orange County Transportation Authority (OCTA), Irvine and Tustin, CA: Mike is supporting OCTA and the design engineer (TranSystems) at 65% design. Mike is reviewing the Construction Schedule to integrate the utility relocation schedule and will create the Relocation Claim Letters and all items related to the utility component for the Caltrans Right of Way Certification for all utility conflicts and moves in accordance with Caltrans LAPM.

State Route 91 (SR-91) Improvements, Segments 1, 2 and 3, Orange County Transportation Authority (OCTA), Anaheim, Buena Park, Fullerton, Placentia and Yorba Linda, CA: OCTA is improving SR-91 from SR-57 to SR-55 in three segments.

Mike is supporting OCTA and its design engineer with utility liability determination, utility protections and relocation coordination services across three project segments. Public utility purveyors Mike is working with on this project include Orange County Sanitation District (OC San), City of Anaheim Public Utilities – Water, Orange County Water District (OCWD), Golden State Water District, and Metropolitan Water District of Southern California (MWD). Mike is also reviewing title reports and investing existing utility easement agreements for City of Anaheim Public Utilities rights of way.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
9 PROJECT MANAGER
MELISSA MANN, RWA, Cal REMELISSA MANN, RWA, Cal RE

ADVISORY MANAGER

KARI ANVICK, SR/WAKARI ANVICK, SR/WA

RIGHT OF WAY AGENTS

MIKE MAYSMIKE MAYS

CARRIE FULCHERCARRIE FULCHER

MARIA SAUZAMARIA SAUZA

CORPORATE

SUPPORT

ABIGAIL LOPEZABIGAIL LOPEZ
EPIC has 4 additional
agents available

ADDIEL FLORES, RWAADDIEL FLORES, RWA

YASMEEN FLORESYASMEEN FLORES

UTILITY

RELOCATION

BERNADETTE SALTOBERNADETTE SALTO

PROPERTY

MANAGEMENT

DARCY MENDOZA, RWA, R/W-NACDARCY MENDOZA, RWA, R/W-NAC

GIS ANALYST

CANDICE FREEMANCANDICE FREEMAN

JOSE MORENO ACOSTAJOSE MORENO ACOSTA

APPRAISAL
(as-needed)

KENT CARPENTER, MAIKENT CARPENTER, MAI
CHRIS CASTILE, SR.

APPRAISAL COORDINATOR
CHRIS CASTILE, SR.

APPRAISAL COORDINATOR
Organizational Chart
EPIC has selected a team of right of way professionals with demonstrated success on similar projects ready to support the City with this on-call contract. Under the leadership of Project Manager, Melissa Mann, RWA, the right of way team will function as a high-performing extension of the City’s staff. Our team performs all right of way activities in accordance with the Caltrans Right of Way Manual. As a service provider specializing in on-call contracts, we are adept at handling variable schedule and contract demands that come with on-call right of way acquisition and utility relocation services.

All agents listed are
employed by EPIC
and based in SoCal!
Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
10 The City of Fullerton is seeking a qualified consultanting firm to provide On-Call Real Property and Right of Way Services for the City in support of the Public Works Department, Engineering Division. Professional services may include on-call real estate management, planning, and right-of-way acquisition tasks, as-needed, for the City from private development activities to Capital Improvement Program (CIP) projects.

EPIC is prepared to resolve real property issues as they relate to Capital Improvement Program (CIP) projects and/or private developments for the City on an on-call, as needed basis. EPIC will perform all right of way and property acquisition services in close coordination with the City and in accordance with county, state, and federal policies and procedures wherever applicable including Title VI of the Civil Rights Act of 1964, the Federal Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, as amended, and the URA regulations that became effective in February 2005.

Regardless of project funding, EPIC’s approach always adheres to the Uniform Act and Caltrans Right of Way Manual and Local Assistance Procedures Manual (LAPM) guidelines. EPIC routinely supports Caltrans Right of Way Data Sheets, Right of Way Certification and Utility Relocation Coordination, which require substantial knowledge of Caltrans District 12 procedures, forms and requirements. Under this contract, EPIC will provide comprehensive right of way and real property consulting services for the City of Fullerton, as needed.

WORKPLAN AND APPROACH
Approach and Methodology
For the City of Chino’s Riverside
Drive Capitol Improvement Project,
EPIC negotiated with 34 property
owners to obtain dedications for
ADA ramp and sidewalk compliance.

Project Understanding
Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
11 This section outlines EPIC’s description of the right of way program and services being proposed for this contract. It is EPIC’s privilege to offer the following services to the City:

Project Management
Under the direction of Project Manager, Melissa Mann, RWA, will work closely with the City and its consultants to review project assignments and establish lines of communication, procedures and protocols, and will work to keep the team on track to reach goals. To track and manage ongoing right of way project tasks and budget, Melissa will:
• Oversee all activities performed under the right of way contract. • Coordinate with any federal and state oversight agencies as directed by the City.
• Ensure that all consultants have appropriate licenses for the scope of work. • Coordinate team, subconsultant, and client meetings.
• Prepare and maintain a detailed project schedule and provide progress reports.
• Coordinate with all stakeholders.
• Maintain project files.
• Develop and maintain a quality assurance/quality control plan.

In-House Appraisal Services
Estimates of value, or appraisals, are required to determine Just Compensation for proposed property acquisitions. Appraisals will conform to the Uniform Standards of Professional Appraisal Practice (USPAP), the Appraisal Institute’s Code of Ethics, and federal policies and regulations, where applicable. EPIC appraisers are certified by the State of California, members of the Appraisal Institute and are qualified to provide expert witness testimony. All appraisal assignments begin with a detailed approach to understanding property issues and basic property identifications. Appraisers review public and private databases to analyze zoning, general plan, and other public information related to any appraisal assignment. Appraisers then reconcile these various indications of value into a single estimate. After the appraisal has been performed, a “before and after” methodology appraisal report to determine lost value to the property owner after a public project is complete.

Appraisal Reviews
In accordance with Caltrans oversight projects, an independent third-party appraisal review is required for the acceptance and approval of the amount of Just Compensation. An appraisal review is required by the Uniform Act and ensures that the appraisal is based on sound appraisal theory, contains appropriate documentation to support the appraisers’ conclusions and complies with regulatory codes. A recommendation of just compensation is then made based on the reviewed, collected, assembled, correlated, and analyzed data.

Scope of Services
Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
12 Title Examination Services & Preliminary Title Reports Securing preliminary title reports quickly is very critical. At the time of Notice to Proceed, EPIC will obtain a Preliminary Title Report for the impacted parcels.

These reports will provide information required by the appraiser when preparing the Just Compensation analysis. Title Services involve obtaining and reviewing title reports to verify ownership and identify any easements or encumbrances.

One report will be obtained for contiguous parcels with the same owner. Updated preliminary title reports will be obtained as needed.

Acquisition/Negotiation Services
EPIC is responsible for the entire acquisition process. Property acquisition requires that EPIC negotiate with property owners or appointed representatives for the purchase of property rights in good faith. The property acquisition process is performed in close coordination with the City and in accordance with the Uniform Act whenever necessary. EPIC agents are regularly trained in acquisition negotiation skills through International Right of Way Association coursework, Caltrans training and through experience with federal, state and local projects.

We expect to provide the following services and high degree of care for every acquisition negotiation:
• Offer Package Preparation: First, an Offer Package template is submitted to the City for quality review and approval. EPIC then prepares the Offer Package for each parcel based on the City-approved Just Compensation. Offer Packages may include an Offer Letter, Summary Statement of Just Compensation (appraisal summary), Acknowledgment Receipt, legal descriptions, plat maps, grant deeds and easements, Purchase Agreement and Title VI brochure.

Caltrans projects require that a copy of the formal summary appraisal report be provided to the owner with the first written offer.
• Immediate Engagement with Owners: EPIC assigns one agent to be the primary point of contact for each property owner. As soon as possible, EPIC agents present the written Offer Package to the impacted property owners or their authorized representatives. Early interaction with the property owner saves time in negotiations after the offer is made. EPIC agents will take the necessary time to advise property owners with detailed explanation of the property interest being acquired, the proposed construction detail as it affects the property, as well as the entire acquisition process. Agents will answer any questions or concerns the owners may have.
• Good Faith Negotiation: EPIC is aware of the sensitive nature of unwanted acquisitions from the point of view of affected property owners. For the remainder of the negotiation schedule will maintain close communication with property owners to establish a positive rapport and working relationship with the property owner to build trust and create an atmosphere in which successful negotiations can occur. Epic agents will make as many contacts with each owner as the City believes necessary to acquire the property or secure an easement.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
13 • Reasonable Offer Timeline: Property owners are given reasonable time to consider the City’s offer and present material relevant to value determination (generally a minimum of 30 days or three contacts).
• Tenant Consideration: Early in the process, EPIC will ascertain if property owners have tenants leasing their property. EPIC understands the relationship between a property owner and a tenant and the need to address all tenant concerns. At the owner’s or tenant’s request, EPIC will meet with the tenant to discuss the project and ways that the impact to the tenant can be mitigated.
• Diary Entries: Each contact with property owners and tenants is documented (including the date, place and names) and maintained in the parcel file throughout the negotiation process.
• Purchase Agreement Amendments: To minimize the impact of project on affected persons and help address and alleviate some of the owner and tenant concerns, EPIC can suggest amendments or special provisions to agreement language. EPIC will work closely with the City and the impacted property owner/tenants to determine which concessions can be made without adversely impacting the project construction and project costs. • Recommendations and Counter-Offers: Review and consider counter- offers, make recommendations and obtain City approval before accepting the owner’s counter offer or making a second counter offer. • Innovative Final-Stage Negotiation: EPIC developed Summit Meetings as a highly successful approach to resolve issues and assist in avoiding eminent domain/condemnation proceedings. EPIC sets up a meeting with all individuals who have project information and decision-making authority.

Although the meeting can last several hours, we are usually able to reach agreement on all issues.
• Fair Settlement: It is one of EPIC’s highest priorities to negotiate a fair, mutually agreeable settlement between the City and the property owner, resulting in escrow. Once an agreement has been reached, EPIC obtains the owner’s signature, notarized when necessary. EPIC promptly transmits all executed documents on successfully negotiated parcels to City for acceptance and signature. We will then deliver purchase agreements to the title and escrow subconsultants and perform all title clearance. • Legal Recourse: EPIC will continue negotiations with the property owners until every effort has been exhausted and it appears that the only remaining method of acquisition is through legal proceedings (i.e. a Recommendation for Condemnation).

Rights of Entry and Encroachment Permits
EPIC will guide the City to obtain any necessary Encroachment Permits or Rights of Entry permits from local public agencies if it is necessary to cross any property owned by the public agencies. These agreements will inform the property owner of the purpose and impact of each permit.

EPIC performed appraisal and
acquisition services for approximately
24 property owners for the City
of Murrieta’s Hot Springs Road
Improvement Project. This 15-acre
project along Margarita Road to
Winchester Road is part of the City’s
Capital Improvement Program (CIP).

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
14 Escrow/Closing Services
Once EPIC has obtained the property owner and City’s signature on acquisition agreement(s) we will open escrow and coordinate escrow requirements with property owner. We provide draft escrow instructions to the City for approval.

EPIC will work with a third-party title company to perform title clearance.

EPIC will review the Title Reports and work to ensure that the property can be conveyed to the City without any unacceptable liens, Covenants, Conditions, and Restrictions (CCRs) and other encumbrances. We coordinate payment between the Grantor, City and the Escrow Company. EPIC will obtain the City’s signature on Certificates of Acceptance and all other necessary documentation such as recorded grant deeds and temporary construction easement deeds to convey title. At the close of the transaction, we obtain the final title policy, review closing statements and submit to City for approval and close escrow.

Relocation Plan (Required for Federal-Aid Projects)
EPIC can prepare a Relocation Plan to analyze relocation options, anticipate all costs, outline the needs of residents, and outline plan for claim disbursements.

The plan will verify the feasibility of anticipated relocations and forms an itemized project budget, including lodging, meal, transportation, and moving expenses.

To prepare the Relocation plan, EPIC may interview displaced occupants to understand challenges and better estimate relocation costs. The Relocation plan will be prepared in accordance with state guidelines, rules, and regulations.

Relocation Assistance Services
EPIC’s project team prides itself on its ability to administer a relocation program that recognizes the delicate nature required when moving people from their homes or places of business. Being sensitive to displaced persons’ concerns is not only beneficial to the project, but also goes a long way toward alleviating the very human, sometimes traumatic, reaction faced by property owners who are unexpectedly displaced. Apart from the people affected by relocation activities, Under our on-call contract
with South Coast Water
District, EPIC’s in-house
appraisal team provided
valuations for real property
assets owned by the District
for potential dispostion.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
15 appropriate notices are one of the most important parts of a relocation program.

Providing notices to affected persons in a timely manner can save the City money and protect the affected person(s) from unnecessary hardships.

Condemnation/Eminent Domain Support
When negotiating for acquisitions, EPIC works to avoid eminent domain whenever possible. While it is EPIC’s ultimate goal to negotiate a fair settlement between the City and the property owner, sometimes it is necessary to resolve valuation or design differences in court. If eminent domain procedures do become necessary, EPIC will prepare summary memos outlining efforts made and the reason(s) for impasse. We will work closely with the City’s eminent domain counsel and we will prepare an impasse letter addressed to the property owner and begin eminent domain tasks. These tasks include preparation of litigation briefings, tracking Resolution of Necessity hearing dates as needed and attending Resolution of Necessity hearings. Each owner contact will be documented (including the date, place and names) and maintained in the parcel file throughout the negotiation process.

Utility Relocation
EPIC has a dedicated Utility Services Department to research Utility Conflicts, perform Utility Design QA/QC, Determine Liability of utility relocation, and Certify the Utility Relocations with Caltrans District 12. All of EPIC’s utility services are performed following the Caltrans LAPM process. The EPIC Utility Manager coordinates with the City, utility companies and applicable stakeholders for all work involved in identifying, protecting, removal and/or relocation of utility facilities necessary for the project. We identify all utility owners in the project area, conduct site verifications and confirm who has prior rights and determine if any of their utility facilities conflict with the project design. A utility matrix will be prepared identifying utility owners, descriptions of facilities, dispositions (i.e. protect, relocate, abandon) and initial liability determinations. If conflicts exist, we review project plans with the engineering design team to determine utility alternatives and meet early with utility owners to determine liability and identify which utilities will be moved to accommodate the proposed project. This is critical as determination of liability is becoming more of an issue in today’s projects and can cause major delays or increase expense due the involvement of legal counsel.

EPIC then provides coordination for the successful relocation of utility facilities identified as conflicts. The Utility Services Team ensures timely and successful Certification of the utility relocations with Caltrans District 12.

Project Close-Out
All state and federally funded projects require Caltrans right of way certification. If needed, EPIC will work to obtain right of way certification which documents that real property interests have been secured, that the site will be vacated prior to construction, and that all right of way activities were conducted in accordance with applicable Caltrans policies and procedures.

EPIC’s utility team performed end-to-end
utility coordination services for the North
First Avenue Bridge Replacement project
for the City of Barstow.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
16 Experts in Public Auction of Remnant Parcels for Public EPIC is the City of Fullerton’s local expert in the proper disposal of remnant parcels owned by public agencies and the public auction process. EPIC’s team of experienced real estate agents will use proven processes for auctioning remnant parcels, using existing Request for Offer and marketing templates and processes that have been used successfully to sell over $15 million dollars in excess land sales over the last 10 years. EPIC will leverage our Esri ArcMap technology to perform GIS analysis for every parcel sale to identify property owners within 500 feet radius that may have an interest in buying.

EPIC offers a wealth of previous project experience in excess land disposal and surplus property brokerage:

Specialty Services: Surplus Land Sales
SOLD OVER $15 MILLION Value of excess lands sales for local agencies in last five years.

HIGH-TOUCH BROKERAGE SERVICES

FOR PUBLIC AGENCIES
Relationships with local public agencies, land developers, and other interested buyers we can notify of the sale, and proven sales strategies to successfully dispose surplus property.

STREAMLINED APPROACH
Over eight (10) experienced real estate agents employed by EPIC will use sales package templates and proven marketing strategies that have been previously deployed and leverages for other public agencies.

GIS ANALYSIS
EPIC’s in-house GIS mapping team will perform a fast GIS analysis to identify property owners within 500 feet radius of each surplus property sale to identify potential buyers and comply with the Surplus Land Act regulations.

Understanding of the Surplus Land Act
The California Surplus Land Act of 2019 requires that
when cities, counties, transit agencies, and other local agencies sell or lease their land, they must prioritize it for affordable housing development. In short, the
Surplus Land Act of 2019 deals with a requirement to
use the land for affordable housing when applicable.

EPIC staff are required to stay current and educated on the latest guidelines and updates to the law, such as changes that started January 1, 2021, which stipulates that local agencies are required to send, and the California Department of Housing and Community Development (HCD) is required to review, negotiation summaries for each surplus land transaction in the state.

HCD is also required to notify local agencies of violations and may notify the Attorney General and assess fines, as necessary.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
17 Vacant lot in Murrieta

Vacant lot in Murrieta
Previous Experience Disposing Surplus Property for
Local Muncipalities
EPIC has provided on-call real estate services to the City of Murrieta for over 10 years, including excess land sales. EPIC recently closed escrow on a four- acre commercial property with three occupying tenants for the City. EPIC was responsible for the order and review of the preliminary title report, notifying public agencies, outreach to developers and interested parties, RFO preparation/ distribution, site meetings, interested buyer coordination, posting and advertising coordination, on-site signage coordination, offer review, bidder notification, staff report preparation, purchase agreement facilitation, and escrow coordination.

EPIC also recently provided public auction and excess land sale services for a half- acre vacant property. The highest offer received exceeded the appraised value and it is currently with the City for approval.

Property Management Services
EPIC provides interim and long-term property management services. Our team negotiates new agreements and prepares lease and license agreements. EPIC will oversee security and the coordination of property maintenance. Additional services include hazardous material testing and removal, demolition and clearance, and encroachment mitigation and removal.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
18 Project Manager, Melissa Mann, RWA, will deliver the City of Fullerton’s task orders by managing right of way valuations and the acquisition process from start-to-finish. Melissa’s tasks will include preparation and maintenance of a detailed project schedule, maintenance and quality control of acquisition files, periodic progress reporting, and facilitation of regular internal meetings and client status meetings. In summary, EPIC’s project management services control quality, budget, and delivery schedule. EPIC believes in providing the client with on-call availability and dedication throughout the life of the project.

Our team will deploy the following technology tools and processes to deliver outstanding services to the City:

BST Global Business Management
EPIC uses BST for time-and-materials bookkeeping and resource management tracking.

BST Global is the best-in-class resource management and customer billing platform for the world’s leading architectural and engineering firms. BST has generated over 1,800 invoices for EPIC clients, and we are currently using the system to invoice over 250 active projects per month. Accounting staff, project managers, and agents at EPIC all use BST to track hours, budget, and accounts receiving related to ongoing contracts for our clients.

MS Project & SharePoint Calendars
EPIC uses Microsoft Project to develop a detailed project schedule at the beginning of every project. The schedule can be updated throughout the project to reflect changing milestones as work is completed but will maintain dependencies, allowing our team to anticipate schedule overruns or resource constraints.

MS SharePoint Document Management
The foundation of effective project management is document management. As an early adopter of SharePoint, EPIC has developed SharePoint sites and workflows to accommodate the acquisition process and assist agents and managers with managing documents in a quality-controlled, shared environment. SharePoint facilitates real-time collaboration on project documents stored in a secure, redundant cloud environment that participants can access from anywhere. The City will have access to the SharePoint site to view, edit, and share documentation related to task order projects. EPIC has standardized file structures to keep teams organized and SharePoint provides advanced version control capabilities to prevent information loss and file corruption.

Project Management: People, Processes, & Tools
Right of Way Status Tracker App
EPIC leads the right of way industry in utilizing technology, such as Esri’s ArcGIS Online mapping tools. EPIC employs a dedicated GIS team to display complex real estate informa- tion in dynamic visual interfaces that are helpful for projects managers, agents, and clients alike. The Status Tracker App is an online/mobile platform used to track the status of real estate acquisition cases in a GIS map view. The status map shows real-time progress of right of way activities and can be customized to reflect information that is most relevant based on the phase of the project. Agents can make updates to the map in-the-field using tablets and the District can view the data in real time in the web interface. The ability of the web map to display multiple aspects of a project’s status often replaces the need for static progress reports.

Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
19 RATE SCHEDULE
Epic Land Solutions, Inc.

Agency:  City of Fullerton
Project:  On‐Call Real Property & Right of Way Services Date Submitted: August 31, 2022
Title/Classification Fully‐Loaded Rate
Advisory Manager $210.17
Senior Project Manager II $168.12
Senior Project Manager I $161.13
Project Manager $121.90
Senior Agent II $110.74
Senior Agent I $101.59
Right of Way Agent III $89.67
Right of Way Agent II $88.27
Right of Way Agent I $87.57
Right of Way Agent $87.57
Administrative Support $79.15
GIS Analyst $126.10
Utility Coordination Lead $161.13
Utility Coordinator $98.06
Senior Appraiser $189.13
Appraisal Coordinator $94.28
Budget & Financial Controls III $138.72
Budget & Financial Controls II $103.69
Budget & Financial Controls I $91.07
Other Direct Costs Rate
Mileage At IRS Allowable
Postage/Overnight Delivery At Cost
Property Ownership and Tenant Data At Cost
Outside Services (Vendors & Subconsultants) At Cost
If the NTP is received after 120 days from this proposal, fees and billing rates may require revision.

The rates above reflect the direct salary rates for individuals that are currently anticipated to participate in work under this contract.  The actual rate billed shall be based on the direct salary of the individual having performed the work, plus overhead and profit .  These rates will be re‐calculated at the beginning of each calendar year.

Staff billing rates provided include the Federal Acquisition Regulations (FAR) approved overhead rate for Epic Land Solutions, Inc. and are suitable for state and federally funded projects. 8/31/2022
Epic Land Solutions, Inc. Proposal for City of Fullerton RFQ #4377 On-Call Real Property & Right of Way Services Creating Land Solutions for the Public Good
20 25

SECTION VII

STATUS OF PAST AND PRESENT CONTRACT FORM
Firm is required to complete and sign the form entitled “Status of Past and Present Contracts” provided in this RFQ and submit as part of the proposal. Firm shall list the status of past and present contracts where either the firm has provided services as a pri me contractor or a sub - consultant during the past five (5) years and the contract has ended or will end in termination, settlement or litigation. A separate form shall be completed for each contract. If the contract was terminated, list the reason for term ination. Firm must also identify and state the status of any litigation, claims or settlement agreements related to any of the identified contracts. If no contract ended in termination, settlement or litigation, a statement to that effect shall be made on this form. Each form must be signed by the firm’s confirming that the information provided is true and accurate. Firm is required to submit a copy of the completed form(s) as part o f the electronic proposal on the one (1) USB Drive requested.

By signing this Form entitled “Status of Past and Present Contracts,” I am affirming that all of the information provided is true and accurate.

Signature_________________________ Date___________________________ Name: ___________________________
Title:_____________________________
Not Applicable
None
Karen Starr
President, Epic Land Solutions, Inc.

August 31, 2022

26 SECTION VIII

EXCEPTIONS FORM
If your company is taking exception to any of the specifications, terms or conditions (including insurance indemnification and/or proposed contract language) stated in this Request for Qualifications, please indicate below and describe details: (check any that apply). _____ No exceptions taken
_____ Exception taken to the scope of work or specifications _____ Exception taken to indemnification and insurance requirements _____ Exception to proposed contract language
_____ Other
Please explain any of the checked items
______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ PROPOSING FIRM___________________________________________ DATE____________ BUSINESS ADDRESS _________________________________________________________ SIGNATURE OF REPRESENTATIVE:_____________________________________________ BY:_____________________________________ TITLE ______________________________ INSTRUCTION REGARDING SIGNATURE: If proposer is an individual, state "Sole Owner" after signature. If firm is a partnership, signature must be by a general partner, so stated after "Title".

Names of all other partners and their business addresses must be shown below. If proposer is a corporation, signature must be by an authorized officer, so stated after "Title", and the names of the President and Secretary and their business addresses must be shown below:
___________________________________ ______________________________________ ___________________________________ ______________________________________ ___________________________________ ______________________________________ ___________________________________ ______________________________________ X
The proposer currently has $1MM in Cyber Liability Insurance which has so far been sufficient for proposer's business and contractural requirements for all Agencies, thus far.

Epic Land Solutions, Inc. (EPIC)
8/31/2022
1971 W. 190th Street, Suite 200, Torrance, CA 90504
Karen Starr
President

ANY PROPRIETOR/PARTNER/EXECUTIVEOFFICER/MEMBER EXCLUDED?

INSR ADDLSUBRLTR INSDWVD
PRODUCER CONTACTNAME: FAXPHONE(A/C, No):(A/C, No, Ext):E-MAILADDRESS:INSURER A :INSURED INSURER B :INSURER C :INSURER D :INSURER E :INSURER F :

POLICY NUMBERPOLICY EFFPOLICY EXPTYPE OF INSURANCELIMITS(MM/DD/YYYY)(MM/DD/YYYY)

AUTOMOBILE LIABILITY

UMBRELLA LIABEXCESS LIABWORKERS COMPENSATIONAND EMPLOYERS' LIABILITY DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required)

AUTHORIZED REPRESENTATIVE
EACH OCCURRENCE$DAMAGE TO RENTEDCLAIMS-MADEOCCUR $PREMISES (Ea occurrence)MED EXP (Any one person)$PERSONAL & ADV INJURY$GEN'L AGGREGATE LIMIT APPLIES PER:GENERAL AGGREGATE$PRO-POLICYLOC PRODUCTS - COMP/OP AGGJECT OTHER: $COMBINED SINGLE LIMIT$(Ea accident)ANY AUTO BODILY INJURY (Per person)$OWNEDSCHEDULEDBODILY INJURY (Per accident)$AUTOS ONLYAUTOSHIREDNON-OWNEDPROPERTY DAMAGE$AUTOS ONLYAUTOS ONLY(Per accident)$OCCUR EACH OCCURRENCECLAIMS-MADEAGGREGATE$DEDRETENTION$ PEROTH-STATUTEERE.L. EACH ACCIDENTE.L. DISEASE - EA EMPLOYEE$If yes, describe underE.L. DISEASE - POLICY LIMITDESCRIPTION OF OPERATIONS below INSURER(S) AFFORDING COVERAGENAIC #

COMMERCIAL GENERAL LIABILITY
Y / NN / A(Mandatory in NH)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORETHE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED INACCORDANCE WITH THE POLICY PROVISIONS.

THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIODINDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THISCERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.

THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THISCERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIESBELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZEDREPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed.If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement onthis certificate does not confer rights to the certificate holder in lieu of such endorsement(s).

COVERAGESCERTIFICATE NUMBER:REVISION NUMBER:

CERTIFICATE HOLDERCANCELLATION
© 1988-2015 ACORD CORPORATION. All rights reserved.ACORD 25 (2016/03)

CERTIFICATE OF LIABILITY INSURANCEDATE (MM/DD/YYYY)
$
$$$$
The ACORD name and logo are registered marks of ACORD
3/30/2022
License # 0E67768(619) 574-6220(619) 574-628815792Epic Land Solutions, Inc.2601 Airport Drive Suite 115Torrance, CA 90505 ACyber LiabilityESK00374682051/11/2022Limit1,000,000ACyber LiabilityESK00374682051/11/20221/11/2023Ded 2,500 Proof of Insurance
EPICLAN-01MCCOWANA
IOA Insurance Services4370 La Jolla Village DriveSuite 600San Diego, CA 92122Underwriters at Lloyd's London (IL) 1/11/2023