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Mr. Habib Motlagh Sanderson Avenue
September 15, 2011 Engineering & Traffic Survey
TJW Engineering, Inc. 6 | Page
SJC10005 Sanderson Speed Survey Updated
On street parking is permitted on the east side of Segment 3 between West Seventh Street and Cottonwood Avenue, and not permitted on Segment 3 between Esplanade Avenue and West Seventh Street. Curbs and streetlights are present on the east side of Segment 3 where development has occurred, and are otherwise only present at intersections. Also, Segment 3 is a flat, straight roadway from limit to limit.
The pavement, shoulder, and striping conditions are excellent since development and construction have occurred fairly recently. The sight distance is good since there are no obstacles adjacent to the roadway and no vertical or horizontal curves along this segment.
It should be noted that the City of Hemet recently finished their widening project from a two‐lane facility to a five section roadway similar to the City of San Jacinto’s section.
Table 3A summarizes the findings from the road survey.
3. Prevailing Speed:
A speed survey was conducted on Thursday, July 14, 2011 during off‐peak times. A minimum of one hundred vehicles were surveyed in accordance with the standard practices of the CA MUTCD. Appendix A contains the northbound survey, southbound survey, and a summary of all 100 vehicles surveyed.
Table 3 summarizes the findings of the roadway survey.
Table 3 – Segment 3 Speed Survey Results
Survey
Date Count Range 50thPercentile
85th
Percentile
10 MPH
Pace # in Pace Percent inPace
% / # Below
Pace
% / # Above
Pace
7/14/2011 100 35 – 53 44 mph 49 mph 40 – 49 70 70% 15% / 15 15% / 15
4. Traffic Volumes:
Average Daily Traffic (ADT) counts were taken on Thursday, July 14, 2011 for a 24‐hour period. The ADT for this segment is 18,728 vehicles. Appendix B contains the ADT count sheets.
5. Accident History:
Segment 3 did have some recent construction, but not to the level of changes that the other two roadway sections had. However, accident data for 2007 through the first half of 2010 was ordered from the California Highway Patrol, and received on August 23, 2011.
Preliminary data from the latter half of 2010 and first half of 2011 was provided by the
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Mr. Habib Motlagh Sanderson Avenue
September 15, 2011 Engineering & Traffic Survey
TJW Engineering, Inc. 7 | Page
SJC10005 Sanderson Speed Survey Updated
Riverside County Sheriff’s Department on September 9, 2011. The number of accidents along Segment 3 was fairly constant at 12‐14 per year from 2008‐2010. The predominant type of accident on the segment is rear‐end collisions, accounting for approximately 60% of reported accidents. Table 3A includes a summary of the accident data received and collision rates. Compared to the Bureau of Transportation Statistics (BTS) National Transportation Statistics for all Motor Vehicle Crashes in the US, the total accident rate on Segment 3 was slightly higher than the national average for 2008‐2010, while the fatality and injury rates were lower. However, the national statistics include crash rates from interstate freeways, which are generally lower and bring the overall national average rate down. The recent improvements in to Segment 3 are also expected to improve safety along the segment, and the available data from 2011 suggests a decrease in the frequency of accidents on Segment 3 compared to prior years. Copies of the accident data is found in Appendix C.
6. Highway, traffic, and roadside conditions not readily apparent to the driver:
This segment of the roadway has excellent roadway, shoulder, and striping conditions.
There are no horizontal or vertical curves in this segment. There are sidewalks on the east side of Segment 3 adjacent to existing residential and commercial development. The western side of Segment 3 is primarily rural. There is a driveway on the west side of the segment at the southwest corner of the Cottonwood Ave/Sanderson Ave intersection serving a CVS Pharmacy, as well as driveways on the east side of the segment at the northeast corner of the Esplanade Ave/Sanderson Ave intersection serving a shopping center. There are also two streets that intersect Sanderson Avenue along the segment providing access to residential development. Due to the condition of the roadway and striping as well as good visibility; there are no highway, traffic, or roadside conditions that are not readily apparent to the driver.
7. Recommendation:
Based on the 85th percentile speed and the standards set forth by the CA MUTCD and the CVC, the recommended speed limit is 50 mph. The 85th percentile speed surveyed for Segment 3 is 49 mph. The standards state the speed limit should “be established at the nearest 5 mph increment of the 85th percentile”.
The recommended 50 mph speed limit would raise the speed limit by 5 mph from the current posted speed of 45 mph.
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Mr. Habib Mot!agh Sanderson Avenue
September 15, 2011 Engineering & Traffic Survey
If you have any questions regarding this survey, please feel free to contact me at [email protected] or at (949) 878-3509.
As a registered Civil and Traffic Engineer, I certify that these recommendations have been based on engineering judgment.
Thomas J. Wheat, P.E., T.E. Jeffrey Weckstein
President Transportation Planner
TJW Engineering, Inc. TJW Engineering, Inc.
Registered Civil Engineer 69467
Certified Traffic Engineer 2565
Attachments
TJW Engineering, Inc. 8 f Page
SJC10005 Sanderson Speed Survey Updated Page 1201 of 1236
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PROPOSAL FOR
ENGINEERING AND DESIGN SERVICES FOR THE
HEMET ENGINEERING AND TRAFFIC SURVEY
CITY OF HEMET
NOVEMBER 22, 2022
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www.koacorp.com
LOS ANGELES | CORPORATE OFFICE
1100 Corporate Center Drive, Suite 201
Monterey Park, CA 91754
(323) 260-4703
ORANGE COUNTY OFFICE
2141 W. Orangewood Avenue
Orange, CA 92868
(714) 573-0317
INLAND EMPIRE OFFICE
3190 Shelby Street, Bldg C.
Ontario, CA 91764
(909) 890-9693
SAN DIEGO OFFICE
5095 Murphy Canyon Road, Suite 330
San Diego, CA 92123
(619) 683-2933
COACHELLA VALLEY OFFICE
78-405 Via Caliente
La Quinta, CA 92253
(760) 694-1716
WESTSIDE OFFICE
300 Corporate Pointe, Suite 470
Culver City, CA 90230
(310) 473-6508
USA
NOV 2021-NOV 2022
MC22076
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1 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY 03 PROJECT TEAM
Organization Chart
Resumes
STATEMENT OF QUALIFICATIONS AND EXPERIENCE
Corporate Profile
List of Projects
References
13 19 SCOPE OF SERVICES
Work Plan
Schedule
Qualify Control
Availability
COST PROPOSAL 24
APPENDIX 25
TABLE OF CONTENTS
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2 5095 Murphy Canyon Road, Suite 330, San Diego, CA 92123 T: (619) 683-2933 | F: (619) 683-7982 | www.koacorp.com
MONTEREY PARK ORANGE ONTARIO SAN DIEGO LA QUINTA CULVER CITY USA
NOV 2021-NOV 2022
Dear Mr. Rau:
KOA Corporation (KOA) is pleased to submit a proposal to perform work in the Citywide Engineering and Traffic Survey. We are excited to have the opportunity to collaborate with the City on this important engineering initiative to collect traffic count data and speed zone surveys to reestablish speed zones for various roadways throughout the City.
Mr. Ali Shahzad, PE will be the Project Manager responsible for the performance of the KOA team. He has over 26 years of experience in Traffic and Civil engineering in both the public and private sectors. He is experienced in the preparation of engineering and traffic survey studies for establishing speed zones. Ali is a registered traffic engineer (#2295) and has assisted various agencies with similar efforts, including the Town of Apple Valley, and the cities of Escondido and National City. He will be the primary point-of-contact and will be actively involved in all aspects of the project. He is managing the consultant services for the Town’s current engineering and traffic survey. His contact information is shown on the left.
Mr. Walter Okitsu, PE, PTOE, PTP, RSP2I, will serve as the QA/QC Manager. He is a principal and co-founder of KOA, with more than 35 years of experience. Walter is both a California-registered civil engineer (#52655) and traffic engineer (#1406) with a great deal of experience in traffic analysis and operations. I, Min Zhou, PE, will serve as the Principal-in-Charge. I am a President/CEO of KOA, with more than 30 years of experience in a variety of engineering projects, traffic signal synchronization, and civil/traffic improvement projects for agencies throughout Southern California. I am a registered civil engineer (#66448) in the State of California.
We have invited NDS Data, a traffic data collection firm, to join our team to provide data collection services. We maintain a long working history with them.
NDS is trained and licensed for the use of radar speed surveys.
As a firm principal, I am authorized to make representations for our firm and can bind the firm to all commitments. KOA guarantees that all contents of this technical proposal are valid for 90 calendar days from the due date of the proposal. Two modifications are requested to be made to the standard agreement as included in the proposal appendix. KOA has no conflict of interest on this project. Any proposal addendums have been received. Please contact Ali or me if you wish to discuss this proposal further or if you have any questions regarding our submittal. We look forward to serving the City of Hemet once more! Sincerely,
KOA Corporation
Min Zhou, PE | President/CEO
DATE
November 22, 2022
TO
Mr. Noah Rau
Public Works Director
City of Hemet, Engineering
Department
445 E Florida Avenue
Hemet, CA 92543
FROM AUTHORIZED
PRINCIPAL
Ms. Min Zhou, PE
President/CEO
5095 Murphy Canyon Road,
Suite 330
San Diego, CA 92123
(323) 260-4703
[email protected]
PROPOSED
PROJECT MANAGER
Ali Shahzad, PE
Project Manager
D: (858) 300-8960
[email protected]
RFP
Engineering and Traffic
Survey
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3 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
FIRM BACKGROUND
Founded in 1987, KOA is a leading provider in civil engineering, traffic engineering, transportation planning, and construction management services for public agencies and private sector clients. We offer our clients technical knowledge, innovative solutions and responsive services. The hallmark of our success is our dedication to each and every project and our desire to leave a legacy of extraordinary contributions to our communities. Our staff includes certified transportation planners, registered civil and traffic engineers, project/ construction managers, and construction inspectors. With six offices located in Southern California, KOA has provided engineering services for some of the largest public works and transportation planning projects throughout California. KOA has a staff of 110 employees, of which 10 will be utilized on this project.
COST CONTROLS
The project schedule will include person-hours and cost projections to develop the budget for planning, design, and project management activities. This information will be tracked in our Deltek Vision accounting software where it will be subject to our corporate accounting system controls for timesheets, expense reports, reimbursable job costs, and subconsultant invoices. Our invoices will be generated out of the Deltek system.
KOA’S ROLE AND EXPERIENCE
SIMILAR EXPERIENCE
KOA provides traffic planning and engineering services to numerous agencies in Southern California on a variety of projects. These services include Engineering and Traffic Surveys (E&TSs) to assist agencies in establishing and reestablishing their speed zones. KOA’s engineers have the knowledge and experience in evaluating and analyzing roadway traffic operations to help the Town establish the appropriate speed zones based on the latest California Manual on Uniform Traffic Control Devices (CA MUTCD). KOA has conducted E&TSs for various agencies over the last 30 years, with more recent work including the cities of Port Hueneme, Whittier, Monterey Park, and Yorba Linda. We are also currently working with the Town of Apple Valley to prepare the Town’s 2022 and 2023 engineering and traffic survey.
KOA understands the importance of speed limits and roadway safety and dedicates itself to understanding not only the roadway, land use, and collision characteristics of the study roadway segments, but also the goals and vision of the City to provide professional engineering analysis and recommendations that help the City be closer to reaching your goals. KOA does not hold controlling or financial interest in any other institutions.
TYPES OF SERVICES
Civil Engineering
Traffic Engineering
Transportation Planning
Active Transportation
Highway & Transportation Design
Program Management
Construction Management
YEAR FOUNDED
1987
FORM OF THE
ORGANIZATION
S Corporation
DIR #1000018374
LOCATION OF OFFICES
Monterey Park
Orange
Ontario
San Diego
La Quinta
Culver City
PROJECT OFFICE
LOCATION
5095 Murphy Canyon Road,
Suite 330
San Diego, CA 92123
AUTHORIZED
REPRESENTATIVE
Min Zhou, PE
CEO/President
(323) 260-4703
[email protected]
MAIN CONTACT
Ali Shahzad, PE Project Manager
(858) 300-2933
[email protected]
STATEMENT OF QUALIFICATIONS AND EXPERIENCE | CORPORATE PROFILE
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4 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | CORPORATE PROFILE Company Structure Organizational Chart
PRESIDENT/CEO
BOARD OF DIRECTORS
CORPORATE SERVICES OFFICES DISCIPLINES
Finance Chief Financial Officer
Financial Assistants
Marketing &
Business Development
Director of Marketing
Business Development Manager
Associate Marketing Coordinators
Marketing Coordinators
Information Technology IT Manager
Systems Administrator
Systems Analyst
Human Resources Principal
Human Resource Coordinator
Administrative
Manager of Administrative Services
Administrative Assistants
Engineering
Mobility Planning
Director of Mobility Planning
Construction Management
Managing Director of CM Division
Intelligent Transportation
Systems (ITS)
Director of ITS
Los Angeles
Managing Director
Senior Engineers,
Planners & Designers
Senior Associate
Engineers & Planners
Associate Engineers,
Planners & Designers
Interns
Orange County
Managing Director
Senior Engineers,
Planners & Designers
Senior Associate
Engineers & Planners
Associate Engineers,
Planners & Designers
Interns
Inland Empire
Managing Director
Senior Engineers,
Planners & Designers
Senior Associate
Engineers & Planners
Associate Engineers,
Planners & Designers
Interns
San Diego
Managing Director
Senior Engineers,
Planners & Designers
Senior Associate
Engineers & Planners
Associate Engineers,
Planners & Designers
Interns
West Los Angeles
Managing Director
Senior Engineers,
Planners & Designers
Senior Associate
Engineers & Planners
Associate Engineers,
Planners & Designers
Interns
Coachella Valley Staff
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5 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | CORPORATE PROFILE
TYPES OF SERVICES
Traffic Data Collection
Transit Data Collection
GIS/GPS Data Collection
PROJECT OFFICE
LOCATION
1535 S La Cienega Blvd
Los Angeles, CA 90035
(323) 782-0090
SUBCONSULTANT - NDS FIRM BACKGROUND
Founded in 1989, National Data & Surveying Services (NDS) was established to deliver accurate and cost-effective solutions to our client’s traffic, transit, and GIS/GPS data collection needs. NDS is one of the largest traffic data collection firms in the nation with an outstanding team of well over 100 professional full-time employees. NDS has experienced staff working throughout the State of California that have been trained thoroughly on turning movement counts, bicycle/pedestrian/non-motorized counts, volume/class/speed average daily traffic counts, occupancy counts, driveway counts, spot speed counts, travel time counts, origin-destination counts, queue counts, parking inventory/ occupancy/turnover counts, delay counts, gap counts, saturation flow rate counts, and video data collection.
NDS leverages our experience and expertise to deliver accurate and timely data in a professional manner. NDS currently holds data collection contracts as a prime or sub consultant with entities such as Los Angeles DOT, Georgia DOT, North Carolina DOT, Florida DOT, and has recently been awarded a five-year term for five of the seven districts for the New York State DOT. NDS is the oncall traffic data collector for local cities throughout the nation. NDS has never, in its 31-year history had a contract canceled or terminated due to our nonperformance or poor performance.
Our systems of management, staffing, training, and communication have been critical to the success and prosperity of each of our contracts.
A copy of the firm’s calibration certificate will be provided upon request and prior to beginning the surveys.
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6 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CLIENT NAME
Town of Apple Valley
14955 Dale Evans Parkway
Apple Valley, CA 92307
CONTACT
Rich Berger
Engineering Project Manager
(760) 240-7000
[email protected]
CONTRACT AMOUNT
$36,677 / $99,164
DATE OF PERFORMANCE
03/2022 - 08/2022
09/2022 - Ongoing
TOWN OF APPLE VALLEY THE 2022 ENGINEERING
AND TRAFFIC SURVEY / THE 2023 ENGINEERING
AND TRAFFIC SURVEY
APPLE VALLEY, CA
KOA
KOA provided the Town with two Engineering and Traffic Speed Surveys (E&TS). The 2022 report presents the results and recommendations of an engineering and traffic survey for 16 roadway segments in the Town. A second report now being completed will provide an E&TS for an additional 48 segments. The E&TS were conducted in accordance with the California Vehicle Code (CVC) Section 627 and the CA MUTCD.
This Engineering and Traffic Survey was completed to be the basis for the establishment, revision, and enforcement of speed limits for several roadways. This survey was requested by the Town of Apple Valley so that posted speed limits can be updated or established to enable the Police Department and/or other law enforcement to use radar for speed enforcement. Existing vehicle speeds were surveyed through the use of a recently calibrated radar device. Speed samples were taken for each segment representing a significant sample of current traffic. This data was then evaluated to identify the distribution of traffic.
Collisions which occurred on each of the street segments during the past three (3) years were reviewed to determine whether there was a higher than average incident of speed related collisions.
The speed limit recommendations are generally developed based on a review of the 85th percentile speed, roadway surface characteristics, land uses along the roadside, conditions not readily apparent to the driver, and reported crash history for a recent three‐year period.
Speed limits were set at or near the critical speed, and a field review was completed of the selected street segments in the Town in order to develop the speed recommendations.
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7 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CLIENT NAME
City of Monterey Park
320 West Newmark Ave,
Monterey Park, CA 91754
CONTACT
Cesar Vega
Interim Director of Public Works/Civil
Engineer Associate
(626) 307-1320
[email protected]
CONTRACT AMOUNT
$34,880
DATE OF PERFORMANCE
03/2017 - 10/2018
CITY OF MONTEREY PARK CITYWIDE ENGINEERING
AND TRAFFIC SURVEY
MONTEREY PARK, CA
KOA
City of Monterey Park Citywide Engineering and Traffic Survey (E&TS) project conducted a total of 73 project segments in the City. The project was to analyze the existing street classification, accident and speed survey to provide a report with recommended speed limits for the project segments as required by the California vehicle code. A field review was performed to verify the existing roadway configuration, identify the locations of any existing speed limit signs, schools, and senior centers. Project roadway segments were classified based on the California Road System Map to determine the average accident rate given by the Los Angeles County Department of Public Works Collision Rate Table. The actual accident rate was calculated using the ADT counts and SWITRS collision data. A radar speed survey was done at all the project intersections to determine the 85th percentile speed. A speed limit was recommended based on the 85th percentile speed and the requirements set by MUTCD and California vehicle code.
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8 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CLIENT NAME
City of San Bernardino
300 North “D” Street
San Bernardino, CA 92418
CONTACT
Michael Grubbs
Project Manager
(909) 384-5179
[email protected]
CONTRACT AMOUNT
$249,780
DATE OF PERFORMANCE
09/2017 - 09/2018
CITY OF SAN BERNARDINO SYSTEMIC SAFETY
ANALYSIS REPORT PROGRAM
SAN BERNARDINO, CA
KOA
In 2016, KOA assisted the City with the preparation of a grant application package, which was subsequently awarded under the Caltrans Systemic Safety Analysis Report Program (SSARP). In 2017, KOA was competitively awarded the consultant contract to complete the SSARP project. The project included an evaluation and citywide inventory of 300 traffic signals, controller cabinets, intersection safety lights, flashers, midblock crossings, and signage near the public schools. The existing signal system review was used to provide a foundation for potential signal system upgrades or replacements based on age, application, and known deficiency, pertaining to existing standards and safety. As part of the sign inventory, KOA conducted retroreflectivity tests of the school signs to determine night time visibility. All inventoried items were evaluated and entered into a GIS database for the City to efficiently replace/ repair the most dilapidated items. The report analyzed current collision data, evaluated crash analyses, identified high-risk corridors and intersections, and included other safety analyses to identify preliminary safety project scopes and recommendations for utilizing traffic signal, street lighting, and signage upgrades as countermeasures. The City’s key goal was to use the information and database from this project as support to obtain funding via future Highway Safety Improvement Program (HSIP) cycles.
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9 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CITY OF PORT HUENEME ENGINEERING AND
TRAFFIC SURVEY FOR SPEED LIMITS
PORT HUENEME, CA
KOA
KOA has conducted speed limit surveys for the City of Port Hueneme since 1998. The most recent on, the 2014 Engineering and Traffic Survey for Speed Limits evaluated 31 roadway segments throughout the City. Radar speed measurements were conducted to determine the prevailing speed of vehicles, and data was obtained regarding traffic collisions, visibility restrictions, roadway conditions, pedestrian activities, on-street parking, proximity of schools, and land use adjacent to the roadways. Daily traffic counts were provided by the City of Port Hueneme and the County of Ventura where available. Accident data was obtained from the California Highway Patrol. Recommendations were made regarding speed limit changes where indicated by the survey and field reviews, and a report was provided to the City suitable for review by the Traffic Commission and City Council.
REFERENCE - City of Port Hueneme, Public Works Department, 250 N.
Ventura Rd., Port Hueneme, CA 92041, (805) 986-6507 | CONTRACT AMOUNT - Multiple Projects | DATE OF PERFORMANCE - 1998-2014
CITY OF WHITTIER ENGINEERING AND TRAFFIC
SURVEY FOR SPEED LIMITS
WHITTIER, CA
KOA
KOA evaluated speed limits at 42 locations throughout the City. Radar speed measurements were conducted to determine the prevailing speed of vehicles. Data was obtained regarding traffic collisions, visibility restrictions, roadway conditions, pedestrian activities, onstreet parking, the proximity of schools, and land use adjacent to the roadways. KOA made speed limit recommendations for these locations at the 5 mph interval closest to the 85th percentile speed of the samples.
We considered special circumstances that justified reduced speed zones. We recommended changes to several roadway speed limits. The recommendations were based on prevailing motorist behavior and various non-apparent physical conditions such as sight distance, residential frontage, pedestrian activity, and accident history. The report included study locations, speed exhibits, daily traffic volume exhibits, speed data collection, accident data analysis, and recommendations.
REFERENCE - City of Whittier, Christopher Magdosku (now with RRM Design Group), Former Assistant Director of Public Works, 3765 S. Higuera St., Suite 102, San Luis Obispo, CA 93401, (805) 543-1794 | CONTRACT AMOUNT - $13,942 | DATE OF PERFORMANCE - 01/2014 - 10/2014
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10 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CITY OF BARSTOW SPEED SURVEY & DATA
COLLECTION
BARSTOW, CA
KOA
KOA prepared an engineering and traffic study to evaluate speed limits throughout the City of Barstow. This study was required for permitting radar enforcement of posted speed limits. The City identified approximately 57 roadway segments where speed surveys were collected to establish speed limits for the City roadways and approximately 60 roadway segments where traffic counts were collected by classification.
REFERENCE - City of Barstow, Domingo Gonzales, Engineering Services Administrator, 220 East Mountain View Street, Suite A, Barstow, CA 92311, (760) 255-1417, [email protected] | CONTRACT AMOUNT - $65,118 | DATE OF PERFORMANCE - 03/2020 - 12/2021
COUNTY OF LOS ANGELES ENGINEERING &
TRAFFIC SURVEYS
LOS ANGELES COUNTY, CA
KOA
The County of Los Angeles Department of Public Works hired KOA Corporation to conduct engineering and traffic surveys (E&TSs) for several lengthy urban and rural corridors to qualify them for radar speed enforcement. KOA made recommendations for posted speed limits for batches of speed zones within unincorporated Los Angeles County in 2013, 2017, and 2021. The 2013 E&TSs included 25 segments; the 2017 E&TSs had 14 segments; the 2021 E&TSs had 50 segments.
REFERENCE - Los Angeles County Department of Public Works, Jay Varma, Associate Civil Engineer, Traffic Safety & Mobility Division, 900 S. Fremont Ave., Alhambra, CA 91803, (626) 300-4836, [email protected] | CONTRACT AMOUNT - Multiple Projects | DATE OF PERFORMANCE - 10/2013 - 04/2020
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11 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | LIST OF PROJECTS
CITY OF WEST HOLLYWOOD SPEED ZONE SURVEYS
WEST HOLLYWOOD, CA
KOA
KOA prepared an engineering and traffic survey (E&TS) for the City of West Hollywood. The E&TS was conducted for 25 roadway segments. The surveys included a field assessment, data collection, and analysis. The data included daily screen line traffic counts along each segment and speed radar collection. For small streets, a minimum of 50 vehicles were counted per direction. Our team surveyed 100 vehicles per direction for major street segments. KOA reviewed the existing speed limits. Depending on data results and other roadway factors, we recommended any necessary speed limit changes per the California Manual of Uniform Traffic Control Devices (CA MUTCD). KOA submitted the E&TS segment sheets and full report to the City.
REFERENCE - City of West Hollywood, Eric Millsap, Transportation Engineering Technician, 8300 Santa Monica Boulevard, West Hollywood, CA 90069, (323) 848-6368, [email protected] | CONTRACT AMOUNT - $16,400 | DATE OF PERFORMANCE - 03/2016 - 09/2019
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12 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
REFERENCES
COUNTY OF LOS ANGELES
Jay Varma, Associate Civil Engineer
(626) 300-4836, [email protected]
Countywide Engineering & Traffic Surveys PW 15150-011
KOA conducted engineering and traffic studies for several lengthy urban and rural corridors to qualify them for radar speed enforcement. KOA made recommendations for posted speed limits for batches of speed zones in 2013, 2017, and 2021.
CITY OF MONTEREY PARK
Cesar Vega, Interim Director of Public Works/Civil Engineer Associate (626) 307-1320, [email protected]
Speed Zone Surveys
The surveys were conducted along 73 roadway segments to renew the use of radar enforcement. KOA presented the results, some of which were controversial, to City Council. Citing conformance with the latest California Vehicle Code, we defended the recommendations of the survey.
CITY OF WEST HOLLYWOOD
Eric Millsap, Transportation Engineering Technician
(323) 848-6368, [email protected]
Speed Zone Surveys
KOA conducted an E&TS for 25 roadway segments. The surveys included a field assessment, data collection, and analysis. Based on our analysis, we recommended any necessary speed limit changes per the CA MUTCD. KOA submitted the E&TS segment sheets and full report to the City.
CITY OF BARSTOW
Domingo Gonzales, Engineering Services Administrator
(760) 255-1417, [email protected]
Speed Survey & Data Collection
KOA prepared an E&TS to evaluate speed limits. This allowed for radar enforcement of posted speed limits. Speed surveys were collected for 57 roadway segments to establish speed limits. Traffic counts were collected by classification for 60 roadway segments. KOA submitted the project documentation to the City.
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13 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM
ORGANIZATIONAL CHART
RESUMES
Resumes of the key staff members are provided on the following pages.
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14 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY RESUMES STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM
ALI SHAHZAD, PE
PROJECT MANAGER | SENIOR ENGINEER
KOA
Ali Shahzad brings 26 years of experience with a strong working knowledge of traffic and civil engineering, specializing in all areas of traffic engineering including analyzing speed surveys and understanding of AB43’s impact on defining speeds. He has worked on several Highway Safety Improvement Program (HSIP) and Active Transportation Program (ATP) grant applications, administration and design. His experience specifically includes all types of traffic safety studies, traffic control investigations, accident analysis, traffic calming, signal timing and coordination, traffic control plan design, and traffic impact studies. Ali is dedicated to utilizing his experience to find creative solutions while completing projects in a timely and cost-effective manner.
RELEVANT EXPERIENCE
County of Los Angeles Engineering & Traffic Surveys
QA/QC Manager. KOA conducted engineering and traffic studies for several lengthy urban and rural corridors to qualify them for radar speed enforcement.
KOA made recommendations for posted speed limits for batches of speed zones in 2013, 2017, and 2021. Ali provided quality control an quality assurance oversight for the 2021 survey.
City of Escondido Citywide Speed Surveys*
Traffic Engineer. Conducted updated radar speed surveys for citywide segments and re-certified surveys as needed before expiration throughout the City for 10+ years. The speed surveys were prepared following the guidelines for an Engineering and Traffic Survey as identified in Section 627 of the California Vehicle Code (CVC), and the California Manual on Uniform Traffic Control Devices (CA-MUTCD) and the Caltrans Manual for Setting Speed Limits.
City of National City Citywide Speed Surveys*
Traffic Engineer. Conducted updated radar speed surveys for 25 segments and re-certified surveys for 42 segments throughout the City. The project proposes to update the previously re-certified segments with new speed surveys (41 segments) as well as prepare updated speed surveys for all of the remaining roadways within the City that are required to be done; there were 31 segments that were identified.
Town of Apple Valley Town Wide Engineering & Traffic Surveys Project Manager. Led and coordinated the completion of two engineering and traffic surveys. Coordinated with the Town staff to identify measurement locations. Coordinated with data collection firms to collect and then review volume and speed data. Oversaw production of report and survey sheets.
The first ETS was for 16 segments and the second ETS for 48 segments. Both projects included development of an ETS report that included collection and analysis of speed, volume, and crash data.
EDUCATION
BS, Civil Engineering, San Diego
State University, San Diego, CA
REGISTRATIONS/
CERTIFICATIONS
Professional Engineer (PE),
Traffic, CA #2295
Cert., Doppler Radar Speed
Survey
*Previous work experience
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15 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM WALTER OKITSU, PE, PTOE, PTP, RSP2I
QA/QC MANAGER| PRINCIPAL
KOA
Walter Okitsu is a VP/Principal at KOA and has extensive experience in transportation planning and traffic design. He is responsible for a wide variety of traffic engineering, transit way, and bikeway projects which includes the management and quality control for traffic signals, safety studies, speed studies and active transportation plans and design. He has been instrumental in developing and implementing KOA’s QA/QC process while serving as QA/ QC Manager for traffic engineering projects. While at KOA, Walter was the inaugural awardee of the Institute of Transportation Engineers Western District Individual Achievement Award in 1998. He has served as Past President for the Western District of Institute of Transportation Engineers in 2013. Most recently, Walter was awarded the 2020 Lifetime Achievement Award by Institute of Transportation Engineers (ITE) - Southern California Section.
RELEVANT EXPERIENCE
• City of Monterey Park Citywide E&T Survey
• City of West Hollywood Speed Zone Surveys
• County of Los Angeles Engineering & Traffic Surveys
• City of Whittier Engineering and Traffic Survey for Speed Limits • Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey • Port Hueneme Traffic Survey for Speed Limits
EDUCATION
MS, Transportation Engineering,
UC Berkeley
BS, Civil Engineering, Cal State LA
BS, Math-Computer Science, UCLA
REGISTRATIONS/CERTIFICATIONS
Professional Engineer (PE),
Traffic, CA #1406
Professional Engineer (PE),
Civil, CA #52655
Professional Traffic Operations
Engineer (PTOE) || Professional
Transportation Planner (PTP) ||
Road Safety Professional, Level 2
(Infrastructure) (RSP2I)
MIN ZHOU, PE
PRINCIPAL-IN-CHARGE | PRINCIPAL
KOA
Min Zhou has 30 years of transportation engineering and planning experience with both private consultant companies and public agencies. She is knowledgeable in roadway design, traffic design, traffic engineering, nonmotorized transportation, database management, and statistical analysis.
Min has managed several large-scale projects involving multiple stake holder groups and has a reputation of delivering projects on-time and under budget.
RELEVANT EXPERIENCE
• City of Barstow Speed Survey & Data Collection
• City of Port Hueneme Engineering and Traffic Survey for Speed Limits • County of Los Angeles Engineering & Traffic Surveys
• Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey • City of Whittier Engineering and Traffic Survey for Speed Limits
EDUCATION
MS, Civil Engineering, Michigan
State University, East Lansing, MI
MURP, Urban Planning, School of
Architecture, Tsinghua University,
Beijing, China
BS, Urban Planning, School of
Architecture, Tongji University,
Shanghai, China
REGISTRATIONS/CERTIFICATIONS
Professional Engineer (PE),
Civil, CA #66448
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16 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM
CLYDE PREM, PTP
DEPUTY PROJECT MANAGER | SPEED ZONE SURVEY REPORT TASK
LEADER | SENIOR PLANNER
KOA
Clyde Prem has experience in project management, and with SSAR and LRSP projects. He has coordinated these projects, leading collision analyses and countermeasure evaluations. He has prepared numerous HSIP grant applications. Clyde also leads active transportation projects, the study of mobility hubs, low speed electric vehicle networks, complete streets analysis, bicycle and pedestrian planning, and transit planning. For this project, Clyde will provide project coordination for the data analysis, lead stakeholder coordination, and toolbox development.
RELEVANT EXPERIENCE
• City of Upland Local Roadway Safety Plan
• City of Redlands Local Roadway Safety Plan
• City of Encinitas Local Roadway Safety Plan
• City of Santee Local Roadway Safety Plan
• City of Twentynine Palms Local Roadway Safety Plan
• City of Vista Safe Routes To School Master Plan
• City of Palm Desert Neighborhood Traffic Management Plan • Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey
EDUCATION
MS, Urban Planning &
Transportation, University of Illinois
at Urbana-Champaign, Champaign
BS, Economics, University of Iowa,
Iowa City
CERTIFICATIONS
ITE Certified Professional
Transportation Planner (PTP)
LING LUO, EIT
SPEED ZONE ANALYSIS TASK LEADER | SENIOR ASSOCIATE
ENGINEER
KOA
Ling Luo is a Senior Associate Engineer at KOA. He has experience in traffic and civil engineering as well as transportation. He has prepared signing and striping plans, traffic control plans, and traffic signal designs. He is fluent in AutoCAD, AutoTURN, ArcGIS, Synchro and Microsoft Office.
RELEVANT EXPERIENCE
• Apple Valley SRTS Improvements Project – ATP Cycle 3 Augmentation Grant Application
• City of Coachella Avenue 50 Complete Street Improvement • Imperial County Transportation Commission U.S. General Services Administration Calexico West Land Port Of Entry Expansion Traffic Study • Imperial County Active Transportation
• National City In-N-Out Burger Traffic Impact Study
• Palm Avenue Traffic Design
• Riverside County On-Call Traffic Engineering
• City of Vista On-Call Traffic Engineering
• City of Vista Townsite Complete Street Improvements
• Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey
EDUCATION
BS, Civil Engineering, San Diego
State University, San Diego
REGISTRATIONS/CERTIFICATIONS
Engineering in Training (EIT), Civil,
CA #1860360
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17 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM
RAISA GARCIA
SPEED ZONE ANALYSIS SUPPORT | SENIOR ASSOCIATE ENGINEER KOA
Raisa Garcia brings experience in traffic engineering and transportation design.
Her traffic engineering experience includes intersection capacity analysis and signal timing analysis, speed and traffic speed surveys, conducting traffic counts, traffic engineering improvement studies and field investigations, preparing traffic control plans, and designing a variety of transportation engineering exhibits. She has experience in the use of programs such as ArcGIS, AutoCAD, and Microsoft Office. She has been involved in organizations such as American Society of Civil Engineers (ASCE) and the Institute of Transportation Engineers (ITE).
RELEVANT EXPERIENCE
• City of Santee Local Roadway Safety Plan
• City of Vista Townsite Complete Street Improvements
• City of Coachella Avenue 50 PS&E
• Town of Apple Valley Bear Valley Road Intersection Design • Riverside County On-Call Traffic Engineering
• City of National City In-N-Out Burger Traffic Impact Study • City of Vista On-Call Traffic Engineering
• Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey
EDUCATION
BS, Civil Engineering, San Diego
State University, San Diego
ERIC TSAY
GIS DATABASE & MAPS TASK LEADER | SENIOR ASSOCIATE
PLANNER
KOA
Eric Tsay has five years of transportation experience. Eric’s experience includes active transportation planning, bikeway master plans, trails master plans, safe routes to school plans, socio-economic evaluation, and project graphics. He is well versed with use of GIS, and design tools such as Sketchup 3D.
RELEVANT EXPERIENCE
• City of Poway Local Road Safety Plan Preparation
• City of Encinitas Citywide LRSP
• City of Santee Local Roadway Safety Plan
• City of Vista Townsite Complete Street Improvements
• City of Coachella Avenue 50 PS&E
• City of Twentynine Palms Local Road Safety Plan (LRSP) • City of Indio Complete Streets Plan & Drainage Master Plan • City of Eastvale On-Call Professional Services
• City of Vista Safe Routes To School Master Plan
• Town of Apple Valley 2022 Engineering and Traffic Survey • Town of Apple Valley 2023 Engineering and Traffic Survey
EDUCATION
Post-Grad, Geographic Information
Science and Technology (GIST),
University of Southern California
BA, Geography, Minor in Urban and
Regional Planning, University of
California Los Angeles
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18 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY STATEMENT OF QUALIFICATIONS AND EXPERIENCE | PROJECT TEAM
RUBEN GALLEGOS
DATA COLLECTION TASK LEADER | SOUTHERN CALIFORNIA AREA
MANAGER
Subconsultant - NDS
Ruben Gallegos brings over 17 years of successful management experience leading diverse teams in various environments. His expertise includes field operations, project coordination and scheduling/employee management.
Ruben has successfully managed thousands of turning movement counts, automatic traffic recorder counts, spot speed radar surveys, and has also assisted in the successful coordination and collection of specialized studies throughout Southern California. Ruben is skilled in project management, scheduling management, and data collection management.
RELEVANT EXPERIENCE
• City of Los Angeles Department of Transportation (LADOT) As-needed Traffic Counts and Annual Data
• LADOT Annual Data Collection
• City of Santa Ana Traffic Counting Services
• City of Burbank Traffic Counts
• Town of Apple Valley 2022-23 Traffic Counts
EDUCATION
BS, Criminology, University of
California, Irvine, CA
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19 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY concentrations of bicyclists or pedestrians are present.
However, a local authority may not lower a speed limit as authorized by this section until June 30, 2024 or until an online tool for adjudicating infraction violations statewide is developed. For the purposes of the subject E&TS, this CVC section will not be applied.
In contrast, new CVC Section 22358.8(a) is immediately
applicable. It reads:
22358.8 (a) If a local authority, after completing an
engineering and traffic survey, finds that the speed
limit is still more than is reasonable or safe, the local authority may, by ordinance, retain the current speed
limit or restore the immediately prior speed limit if
that speed limit was established with an engineering
and traffic survey and if a registered engineer has
evaluated the section of highway and determined
that no additional general purpose lanes have been
added to the roadway since completion of the traffic
survey that established the prior speed limit.
The CVC requires local agencies to follow certain
procedures that are established by Caltrans in establishing speed limits or in updating speed zone surveys. The
procedures are outlined in the CA MUTCD and in the
Caltrans California Manual for Setting Speed Limits. The procedure is built around a “Spot Speed Survey” which
normally consists of the measured speed of at least 100 vehicles. Based upon this survey, the posted speed limit is normally established or justified at the 5 mph interval that is nearest to the 85th percentile speed of the sample.
The California MUTCD lists various special circumstances that might justify a speed zone lower than the speeds
indicated by the speed survey. These circumstances
would include continuity of speed limit, high accident
rate, unusual roadway geometry, sensitive land uses such as schools, and other case-by-case factors. Also, some
roadways are specifically exempt from the procedures
referred to above, but research may be needed to verify their exemption. These conditions should be evaluated
and counted for all speed zones in the study area to
determine the proper limit, as well as to assist the court in understanding the reasons for reducing the speed
limit below the rounded 85th percentile value. State law requires speed zones to be evaluated on a recurring basis to assure that the posted limits are still justified for roadway conditions. If the required engineering and traffic surveys are more than 5-7 years old, the court may reject any evidence of speeding obtained by use of radar under KOA is a qualified consultant with previous experience
completing an Engineering and Traffic Survey (ETS) for
local cities. KOA will complete an ETS for the 144 segments as listed in the table in RFP Appendix C. An ETS is defined by Section 627 of the California Vehicle Code (CVC). KOA is familiar with Section 627 and all other sections of the CVC. Previously, the California Manual on Uniform Traffic Control Devices (CA MUTCD) required the State and
Local Agencies to reevaluate non-statutory speed limits at least once every 5, 7, or 14 years, in compliance with CVC Section 40802. Pursuant to CVC Section 40802, as
amended by AB 43 with effective date January 1, 2022,
radar or other electronically collected evidence is invalid if the speed limit was not justified by an E&TS conducted within five years prior to the alleged violation, or within seven years if the arresting officer had completed a
training course and used calibrated electronic equipment.
An E&TS may be valid as long as 14 years if a registered engineer determines that no significant changes in
roadway or traffic conditions have occurred. If the required surveys are more than 5, 7, or 14 years old, the court may reject the evidence of speeding obtained by use of radar under CVC Section 40802 and 627, and Section 2B.13 of
the California Manual on Uniform Traffic Control Devices (MUTCD).
New CVC Section 22358.6, created with the passage of
Assembly Bill 43, became effective January 1, 2022 and
reads:
22358.6 The Department of Transportation shall, in
the next scheduled revision, revise and thereafter
maintain the California Manual on Uniform Traffic
Control Devices to require the Department of
Transportation or a local authority to round speed
limits to the nearest five miles per hour of the 85th
percentile of the free-flowing traffic. However, in
cases in which the speed limit needs to be rounded
up to the nearest five miles per hour increment
of the 85th-percentile speed, the Department of
Transportation or a local authority may decide to
instead round down the speed limit to the lower
five miles per hour increment. A local authority may
additionally lower the speed limit as provided in
Sections 22358.7 and 22358.8.
(Added by Stats. 2021, Ch. 690, Sec. 6. (AB 43) Effective January 1, 2022.)
New CVC Section 22358.7, also passed through AB 43,
would allow a further 5 mph reduction in the speed
limit for designated safety corridors or where high
SCOPE OF SERVICES
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20 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
SCOPE OF SERVICES
CVC Sections 22357 and 22358 of the California Vehicle
Code and Section 40802 of the California Vehicle Code.
This study is required to permit radar enforcement of
posted speed limits. The City has identified approximately 144 segments listed for speed survey, 24-hour ADT
Volume at 15-minute intervals and collision data to
develop collision rates.
SCOPE OF WORK
The following scope of work describes preparing an
engineering and traffic study to evaluate speed limits in the City of Hemet. The project and its proposed scope
of services are divided into tasks to facilitate orderly completion of the study following the format provided in the RFP. The tasks are itemized as follows:
TASK 1 - PROJECT MANAGEMENT/ MEETING
KOA will organize the kick-off meeting with the City. At the meeting, KOA and the City will review the scope of
work, will discuss the data collection process and project schedule. This coordination will ensure that the survey will avoid any conflicts with events or with construction in the area. We will discuss project deliverables and report format. City supplied documents will be requested for
KOA review, to include the General Plan, existing land use map, SSAR/LRSP reports, past ETS reports, and any other reports that are identified. In addition, relevant sections of the CA MUTCD and changes will be discussed. Additional
project meetings will be held monthly. Continuous
communication will be provided through additional phone calls. Project reporting mechanisms will include monthly project progress reports describing activities completed, adherence to project schedule and to budget. KOA will
provide any recommendation to the list and modify
segments to be evaluated.
Deliverables
• Meeting Agendas
• Meeting Minutes
• Updated Segment List
• Project Schedule
TASK 2 - FIELD REVIEW/DATA COLLECTION
In this task, KOA will complete a field review of each
segment, and then collect speed, volume and collision
data needed to complete the ETS. KOA will coordinate
with the City on the location of data collection. This work will be performed under the supervision of a licensed
traffic engineer.
2.1 - FIELD REVIEW
KOA will perform an on-site field review of all listed
roadway segments. The inspection will identify trafficrelated roadside conditions not readily apparent to the driver, including visibility, driveways, and existing land use.
2.2 - SPEED ZONE SURVEY
The KOA Team will have the vendor collect speed counts
by hand-held radar at the identified study roadway
segments listed in Attachment C of the RFP. Speed counts will be conducted based on the procedures outlined in
the CA MUTCD and in the Caltrans California Manual for
Setting Speed Limits. The vehicle speed measurements
will be conducted during off-peak hours, between peak
traffic periods, on typical weekdays. Speed measurements equipment, location of measurements, and recording
measured speeds will be conducted following the
procedures indicated in Section of Chapter 3: Engineering and Traffic Surveys (E&TS) of the Caltrans California
Manual for Setting Speed Limits. The speed survey will
include:
● A current calibration certificate shall be submitted
prior to beginning surveys, bi-directional speed
surveys will be taken at each location.
● Each speed zone survey shall measure 100 vehicles
with a minimum of 50 vehicles measured in each
direction.
● For locations with a raised median, a survey of 100
observations will be provided for each direction of
travel.
● Speed zone survey data shall be collected during offpeak traffic hours of 9:00 a.m. to 11:30 a.m. and 1:30 p.m. to 3:00 p.m., and on a Tuesday, Wednesday, or
Thursday when the weather is clear.
● If speed survey data appears high or low, KOA will
coordinate with the City to determine if new survey is
needed.
2.3 - DAILY TRAFFIC VOLUME
KOA understands the importance of obtaining and using
the most up-to-date data to help with the analysis and
decision making process. During the project kickoff
meeting, KOA will coordinate with the City to verify the roadway segments to be included in the analysis before
conducting any data collection efforts.
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21 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
SCOPE OF SERVICES
The KOA team will collect 24-hour directional traffic
counts for the listed roadway segments, including speed profile counts. Count data will be collected on a Tuesday, Wednesday, and Thursday only and when the weather is
clear. Counts will not be taken during weeks that contain a holiday, special event, or construction activities. The traffic count data will be conducted using automated and/ or mechanical methods such as pneumatic tubes and
video cameras. Our sub-consultant, NDA, will provide data collection services.
2.4 - COLLISION HISTORY
KOA will collect traffic collision (accident) record data for the last three (3) years from the Statewide Integrated Traffic Records System (SWITRS) and used for traffic safety analysis to determine if any surveyed study locations have above-average accident rates. This collision data will be used in the speed zone survey report to determine the
recommended speed limits.
Based on our preliminary analysis of the SWITRS 2019-
2021 collision data, there were a total of 1,208 fatal and injury collisions throughout the City of Hemet roadways.
Of these collisions, there were 106 pedestrian-involved collisions and 64 bicyclist-involved collisions. Based
on this preliminary analysis, the top five intersections with the highest collisions include Front Street & State Street, Florida Avenue & State Street, Florida Avenue
& Sanderson Avenue, Menlo Avenue & Stat Street and
Sanderson Avenue and Stetson Avenue. Corridors with
the highest collisions include State Street, Florida Avenue, Sanderson Avenue and Stetson Avenue.
As part of the analysis to be completed, KOA will use the SWITRS data to complete the Crash History information
for each roadway segment. This will include the collision history along the corridors and intersections and the land use types along these locations is important to evaluate the potential need for speed limit zone reductions.
Deliverables
• Field Documentation
• Survey Data
• Radar Speed Data
• Traffic Volume Counts
• SWITRS Collision Data
TASK 3 - FINAL CHECK / REPORT
Data collected for each listed roadway segment shall be compiled on a standard form as provided in Exhibit C. KOA will provide a recommended speed limit for each listed
roadway segment based on the information collected, the requirements of the California Vehicle Code, CA MUTCD,
and sound engineering judgment. The final field check
will be completed to verify the designation of the most appropriate and reasonable speed limit. A field check
will be done by driving street segments during prevailing traffic conditions. Recommendations will be incorporated into ETS recommendations and report.
3.1 - DRAFT ETS REPORT AND SUMMARY
KOA will prepare a draft report including a table
summarizing survey results for City review. The report will include data, analysis, and proposed recommendations.
The summary shall be in table format with existing and
proposed speed limits for the listed roadway segments.
The draft report will be submitted for City review. The report will include:
● Background/Summary that includes a description
of the regulations for California speed limits and
California Vehicle Code places on the regulations. It
will describe how speed limits are established and the
determination of a safe operating speed.
● Strip maps will be provided showing the street
segments and results of survey.
● Vehicle speed survey sheets will be produced for each street segment. A summary sheet will be produced
that includes the justification for speed limits, 85
percentile speeds, collision data, frequency histogram
and cumulative frequency curve diagram for each
segment.
● ADT and collision rate will be provided for each
segment.
Example of Speed Xone Survey Sheet, California from MUTCD
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22 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
SCOPE OF SERVICES
● Recommendations for new posted speed limits.
● A summary table will be provided listing the
information described above in on table for all
segments.
● The draft report will be provided to the City for review.
Comments of the draft report will be addressed.
● A summary power point presentation will be provided
to the City summarizing the results of the survey for
presentation to the City Council.
3.2 - FINAL ETS REPORT AND SUMMARY
Following City comments, KOA will prepare and certify the final report. Certification of the final report shall include the stamp and signature of the KOA registered Civil and Traffic Engineer.
The final report information will include certified individual summary reports for each listed roadway segment on a
standard form. Certification of each summary report will include the stamp and signature of the KOA’s registered Civil or Traffic Engineer.
Deliverables
• E&TS Draft Report with Summary
• E&TS Final Report and Certification
• E&TS Summary Sheets for Roadway Segments
• Raw Data - KOA will provide the City with a USB
drive, portable hard drive, or other data storage
device containing the electronic data used in the
analysis
TIME SCHEDULE
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23 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
QUALITY CONTROL AND ASSURANCE
KOA has a formal QA/QC program in place for all of
our projects. Formal quality control checklists will be employed and will be provided to the Town for review
upon request. To ensure adherence to budget and
schedule, our designated QA/QC Managers (per discipline) will be responsible for the quality control of the project – from inception to completion of the final design, including preparation of the PS&E and the construction bid
documents.
We are committed to generating high-quality work
products and producing error-free plans. We have staff
experienced in active transportation and traffic
engineering, as well as civil engineering design. Our QA/ QC process involves having plans go through a minimum
of two stages of internal review before allowing plans to be submitted to the Town for plan review and approval.
The first stage of internal review involves a peer review by an experienced design engineer. The second stage of
internal review involves another round of reviews by one or more senior-level registered engineers. This approach has led to a high level of quality in our engineering
plans. Our firm has a strong reputation with a number of agencies for producing high-quality work products. The
project deliverables will be reviewed prior to submittal of the draft E&TS report and data and prior to the final submittal.
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24 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
AVAILABILITY
The following table provides a description of key staff and availability to work on this ETS project. The personnel are shown in the organizational chart and resumes have been provided that provide more information on project role
and responsibilities.
COST PROPOSAL
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25 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
APPENDIX
A sample work product is provided illustrating a past
project.
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26 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
APPENDIX
A sample work product is provided illustrating a past
project.
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27 CITY OF HEMET
PROPOSAL FOR ENGINEERING AND DESIGN SERVICES FOR THE HEMET ENGINEERING AND TRAFFIC SURVEY
APPENDIX
A sample work product is provided illustrating a past
project.
Spot Speed Study
Prepared by: National Data & Surveying Services
Northbound & Southbound
DATE: Location:
TIME: Posted Speed: 35 MPH Clear/Dry
Speed
mph ALL Vehicles
<=10
11 12
13 14
15 16
17 18
19 20
21 22
23 24
25 26
27 28
29 2
30 2
31 2
32 5
33 9
34 10
35 14
36 6
37 9
38 5
39 6
40 7
41 1
42 3
43 4
44 4
45 4
46 1
47 1
48 2
49 1
50 1
51 1
52 53
54 55
56 57
58 59
60 61
62 63
64 65
66 67
68 69
>=70
Class Count Range
50th
Percentile
85th
Percentile
10 MPH
Pace # in Pace
Percent in
Pace % / # Below Pace % / # Above Pace
ALL 100 29 - 51 36 mph 43 mph 31 - 40 73 73% 4% / 4 23% / 23
SPEED PARAMETERS
Algonquin Rd Bet. Bear Valley Rd & Sitting Bull Rd
City of Apple Valley
Northbound & Southbound Spot Speeds
14:10-15:00
8/10/2022
Project #: 22-030032-001
0 5 10 15
70 68
66 64
62 60
58 56
54 52
50 48
46 44
42 40
38 36
34 32
30 28
26 24
22 20
18 16
14 12
10 Speed - MPH
Number of Vehicles
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SECTION 16. INDEMNIFICATION.
(a) Indemnification by Contractor. As provided under Civil Code Section 2782.8, Contractor shall indemnify, protect, defend and hold harmless City and any and all of its officials, employees and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, liabilities, damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") to the extent same arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Contractor, its officers, agents, employees or sub-consultants (or any entity or individual that Contractor shall bear the legal liability thereof) in the performance of professional services under this Agreement. In the event Claims are found by the trier of fact to have been caused by the joint or concurrent negligence of the City, its contractors and other Contractors, and Contractor, damages and expenses from both indemnity and duty to defend obligations shall be borne by each party in proportion to its negligence. Notwithstanding the foregoing, in the event one or more defendants are unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Contractor shall meet and confer with other parties regarding unpaid defense costs. The provisions of this section pertaining to Contractor’s duty to defend indemnify shall not apply if there - 7 -
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is a project-specific general liability policy of insurance that insures all project participants for general liability exposure on a primary basis and also covers all Contractors involved with the project for their legal liability arising out of their professional services on a primary basis.
(b) Indemnification from Sub-consultants. Contractor agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every sub-consultant, sub-contractor or any other person or entity involved by, for, with or on behalf of Contractor in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Contractor fails to obtain such indemnity obligations from others as required here, Contractor agrees to be fully responsible according to the terms of this section.
Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Contractor and shall survive the termination of this Agreement or this section.
(c) City's Negligence. The provisions of this section do not apply to Claims occurring as a result of City’s sole negligence. The provisions of this section shall not release City from liability arising from gross negligence or willful acts or omissions of City or any and all of its officials, employees and agents.
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City of Hemet
City Council Meeting
STAFF REPORT
Meeting: City Council Meeting - Jan 10 2023
Department: Public Works
Submitted by: Eddie Pust, Interim City Manager
Noah Rau, Public Works Director/City Engineer;
☐ Receive and File ☒ Consent Calendar ☐ Business Item ☐ Public Hearing TITLE:
A Resolution of the City Council of the City of Hemet, California, Awarding Professional Services Agreements to the Three (3) Top Ranked Firms in Each Specified Category for On-Call, As Needed Professional Engineering Services and Authorizing the City Manager to Execute All Documents Related to the Agreements as Approved in Final Form by the City Attorney RECOMMENDED ACTION:
It is respectfully recommended that the City Council:
Adopt a Resolution of the City Council of the City of Hemet, California, Awarding Professional Services Agreements to the Three (3) Top Ranked Firms in Each Specified Category for On-Call, As Needed Professional Engineering Services and Authorizing the City Manager to Execute All Documents Related to the Agreements as Approved in Final Form by the City Attorney.
BACKGROUND:
The Public Works Engineering Division is responsible to oversee the capital improvement program, development engineering program, and public works inspections program for the City. The Division also assists in supporting an array of projects in other City Departments related to improvements to City facilities and ARPA-funded projects.
Engineering services in several specialty areas are required for the broad scope of work that the City encounters across all of the Departments. The Engineering Division budgets for anticipated development engineering and related inspection services each fiscal year. Capital improvement projects budget for the required engineering services within the project budgets as projected to the best of the City staff’s ability.
The Engineering Division determined a set of several engineering service needs for projects that are in the City’s queue and solicited qualifications for firms to enter into an on-call, as-needed agreement to provide the City with these services. The engineering services were broken down into the categories of Architectural Engineering, Transportation and Traffic Engineering, General Civil and Land
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Development, Construction Management, Construction Inspection, Survey Services, Water and Sewer System Design, and Plan Checking.
The award of an agreement for on-call, as-needed engineering services does not commit a dollar amount to any firm and the work may be assigned by the City as deemed necessary and within existing appropriations or as specifically appropriated by the Council.
ANALYSIS:
A request for qualifications (RFQ) for on-call engineering service was issued on September 7, 2022, and 294 potential vendors were notified on Planet Bids. On September 28, 2022, the City received twenty-four (24) statements of qualifications (SOQs) from the following firms. • Albert A Webb & Associates • Bureau Veritas
·CASC Engineering & Consulting • Gillis + Panichapin Architects Inc. • Dudek • General Technologies and Solutions
(GTS)
• Cozad & Fox Inc. • HR Green Pacific
• Engineering Resources of Southern CA • IMEG Corp.
• GIS Surveyors Inc. • Interwest Consulting Group
• Hartzog & Crabill Inc. • Minagar & Associates Inc.
• KOA Corporation • PBLA Engineering Inc.
• Ladayu Consulting Group • TJKM Transportation Consultants • Onward Engineering • Transtech Engineers Inc.
• STC Traffic Inc. • Willdan
• SVA Architects • Z&K Consultants
The SOQs provided the firm’s qualifications and interest in providing specific disciplines of engineering services for the City. Some firms offered services in one category, while others offered services in multiple categories.
DISCUSSION:
The SOQs were screened for all the requirements specified in the RFQ and those that did not fulfill all the requirements were eliminated. The remaining SOQs were evaluated by City staff using the evaluation criteria in the RFQu to rank the SOQs for each engineering discipline. A summary of the resulting top three ranked firms for each specified engineering discipline is provided below.
Architectural Transportation/Traffic General Civil & Land Development
Construction
Management
SVA Architects STC Traffic Inc. Cozad & Fox Inc. Dudek
Hartzog & Crabill Inc. CASC Engineering &
Consulting Z&K Consultants
KOA Corporation Engineering Resources of
Southern CA Willdan
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Public Works
Inspections Survey Water and Sewer Plan Checking
Dudek Cozad & Fox Inc. Cozad & Fox Inc. CASC Engineering & Consulting
Z&K Consultants GIS Surveyors Inc. Engineering Resources of Southern CA
Engineering Resources
of Southern CA
Willdan CASC Engineering &
Consulting
CASC Engineering &
Consulting Willdan
Staff recommends offering each of the top three firms for each specified discipline a professional services agreement for on-call, as needed services. For engineering disciplines that have agreements with multiple firms, the City may assign work based on the firm they view as best suited for the work or issue a streamline request for letter proposal to include a scope of work and budget. Staff believes that this approach will provide the City the best overall value. The proposed agreement term is for 3 years with the option to extend up to an additional two years.
STRATEGIC PLAN INTEGRATION:
GOAL FIVE: ORGANIZATIONAL EFFECTIVENESS
To identify the work needed inside the City organization to effectively provide services to the community and ensure financial stability.
Objective 1: Operate in a financially sustainable manner.
Objective 2: Evaluate existing practices to ensure continuity with industry best practices.
Objective 3: Provide Council with policies that are consistent while lessening liabilities.
Objective 4: Increase employee retention by training and creating a positive workplace.
Objective 5: Streamline fire prevention coordination efforts.
FISCAL IMPACT:
Engineering services are budgeted in each fiscal year's budget and within improvement projects.
Currently no additional funds are being requested.
ALTERNATIVE(S):
1. Do not approve the Agreements for on-call, as needed Engineering Services
2. Provide staff alternative direction
REVIEWED BY LEGAL:
☒ Staff report ☒ Resolution
☐ Ordinance ☒ Agreement
ATTACHMENT(S):
Attachment 1_ Resolution for On-call Engineering Award
Attachment 2 - Agreements
Attachment 3 - Statements of Qualifications Received
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CITY COUNCIL RESOLUTION NO. 2023-xxx
CITY OF HEMET
HEMET, CALIFORNIA
RESOLUTION NO. 2023-xxx
A RESOLUTION OF THE CITY COUNCIL OF THE
CITY OF HEMET, CALIFORNIA, AWARDING
PROFESSIONAL SERVICES AGREEMENTS TO
THE THREE (3) TOP RANKED FIRMS IN EACH
SPECIFIED CATEGORY FOR ON-CALL, AS
NEEDED PROFESSIONAL ENGINEERING
SERVICES AND AUTHORIZING THE CITY
MANAGER TO EXECUTE ALL DOCUMENTS
RELATED TO THE AGREEMENTS AS APPROVED
IN FINAL FORM BY THE CITY ATTORNEY
The City Council of the City of Hemet, California (hereafter referred to as the “City Council”) does resolve as follows:
WHEREAS, The Hemet Public Works Engineering Division
is responsible to oversee the capital improvement program, development engineering program, and public works inspections program for the City; and
WHEREAS, Engineering services in several specialty areas are required for the broad scope of work that the City encounters across all of the Departments; and
WHEREAS, The Engineering Division budgets for
anticipated development engineering, plan checking, and related inspection services each fiscal year; and
WHEREAS, Capital improvement projects include budget
appropriations for the required engineering services to complete the scope of work as projected to best of City staff’s ability; and WHEREAS, City staff solicited qualifications from firms in the categories of Architectural Engineering, Transportation and Traffic
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CITY COUNCIL RESOLUTION NO. 2023-xxx
Engineering, General Civil and Land Development, Construction Management, Construction Inspection, Survey Services, Water and Sewer System Design, and Plan Checking to provide the City oncall, as needed services; and WHEREAS, City Staff recommends awarding professional
services agreements to the top three ranked firms in each specified engineering category; and
NOW, THEREFORE, THE CITY COUNCIL OF THE CITY
OF HEMET FINDS, DETERMINES, ORDERS AND RESOLVES
AS FOLLOWS:
SECTION 1. The above recitals are all true and correct.
SECTION 2. Awards on-call, as needed professional
services agreements to the top three ranked firms in each specified engineering category.
SECTION 3. Authorizes the Interim City Manager to execute all documents related to the on-call, as needed professional service agreements as approved in final form by the City Attorney.
SECTION 4. This Resolution shall take effect upon its
adoption.
PASSED, APPROVED AND ADOPTED this 10th day of
January 2023.
____________________________
Joe Males, Mayor
ATTEST:
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CITY COUNCIL RESOLUTION NO. 2023-xxx
_____________________________
John Paul Maier, City Clerk
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CITY COUNCIL RESOLUTION NO. 2023-xxx
State of California )
County of Riverside )
City of Hemet )
I, John Paul Maier, City Clerk of the City of Hemet, do hereby certify that the foregoing resolution was adopted by the Hemet City Council on the 10th day of January 2023, and was passed by the following vote:
AYES: Council Members: None.
NOES: Council Members: None.
ABSTAIN: Council Members: None.
ABSENT: Council Members: None.
_____________________________
John Paul Maier, City Clerk
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PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF HEMET,
A CALIFORNIA MUNICIPAL CORPORATION
AND
CASC ENGINEERING AND CONSULTING, INC.
A CALIFORNIA CORPORATION
Form Approved 09/26/2022
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PROFESSIONAL SERVICES AGREEMENT
FOR ON-CALL GENERAL CIVIL/LAND DEVELOPMENT, SURVEY SERVICES, WATER & SEWER,
AND PLAN CHECKING SERVICES
BETWEEN THE CITY OF HEMET AND CASC ENGINEERING AND CONSULTING, INC.
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of January, 2023 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and CASC Engineering and Consulting, Inc., a California corporation (“Consultant”). For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”
RECITALS
1. City has sought by request for qualifications, the performance of the On-Call General Civil/Land Development, Survey Services, Water & Sewer and Plan Checking Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.
2. Consultant was selected by City to perform those services.
3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.
4. Pursuant to Chapter 2, Article V of the Hemet Municipal Code, City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.
5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for 3 years commencing on the Effective Date. City shall be granted two (2) one (1) year options to extend the Term of the Agreement. City shall exercise option(s) by written notice to Contractor no less than (30) days prior to the end of the existing Term.
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(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”
(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.
SECTION 2. SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant for the Services.
(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce Section 21, “Default” of this Agreement and may instead allow Consultant to continue performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed the amount agreed to and set forth in the scope of work for which a purchase order has been issued. The amount shall also never exceed the appropriated budget for these professional services in any City Fiscal Year, unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with
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City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof.
(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subconsultant contracts. Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
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SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in
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accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Contractor may have to any such rights.
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SECTION 9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS.
(a) Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects.
To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless form any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.
(b) It is the understanding of City and Consultant that Prevailing Wage Laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work
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performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
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(b) Consultant, its officers, employees, agents or subconsultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.
SECTION 16. INDEMNIFICATION.
(a) INDEMNIFICATION BY CONSULTANT. To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably acceptable to City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or subconsultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, any goods provided or performance of Services by Consultant, its officers, agents, employees, representatives, subconsultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) INDEMNIFICATION FROM SUB-CONSULTANTS. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every subconsultant, subcontractor or any other person or entity involved by, for,
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with or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement and this section.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.
These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this Agreement.
City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants.
If in the performance of its duties Consultant utilizes subconsultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making subconsultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 17 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performedby any subconsultant or subcontractor for purposes of establishing a duty of care between any subconsultant or subcontractor and the City.
SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services.
Consultant shall notify City of any changes in Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services prior to and during any such performance.
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SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.
SECTION 21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.
This timeframe is presumptively thirty (30) days, but may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.
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SECTION 22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:
To City: City of Hemet
Attn: City Manager
445 E Florida Avenue
Hemet, CA 92543
To Consultant: CASC Engineering and Consulting, Inc.
Attn: Anthony Mistretta
1470 E. Cooley Dr.
Colton, CA 92324
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.
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SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.
SECTION 27. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Hemet Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION 29. WAIVER.
Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement.
Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.
SECTION 31. ATTORNEY’S FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings,
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whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).
SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:
1. Insurance requirements (“Addendum 1”)
2. All Exhibits and Addendums
3. All amendments
4. Consultant’s proposal, if any
5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.
SECTION 35. TIME OF ESSENCE.
Time is of the essence for each and every provision of this Agreement.
SECTION 36. FEDERAL FUNDS.
In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.” [SIGNATURE PAGE FOLLOWS]
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Signature Page
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
FOR ON- CALL GENERAL CIVIL/LAND DEVELOPMENT, SURVEY SERVICES, WATER & SEWER,
AND PLAN CHECKING SERVICES
BETWEEN THE CITY OF HEMET AND CASC ENGINEERING AND CONSULTING, INC.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
CITY OF HEMET
___________________________
Eddie Pust
City Manager
ATTEST:
CITY CLERK
By: ___________________________
APPROVED AS TO FORM:
CITY ATTORNEY
By: ____________________________
CONSULTANT
By:
Its:
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EXHIBIT “A”
SCOPE OF SERVICES
On-Call General Civil/Land Development, Survey Services, Water & Sewer, and Plan Checking Services, on a as need basis. There is no obligation by the city to guarantee any work will be assigned.
I. General Civil/Land Development
1) Provide general consulting and technical advice.
2) Review for completeness of developer application and submittals. 3) Review and/or production of engineering quantity estimates and costs. 4) Review of rough and precise grading improvement plans; geological and geotechnical reports; erosion control plans; parking lot plans; landscape and irrigation plans; water quality management plans; street improvement plans, storm drain plans, and hydrology studies.
5) Review of utility plans, including domestic and reclaimed water and sanitary sewer improvements.
6) Third party review consultation related to documents prepared by the City’s Engineering Division or other consultants retained by the City. 7) Provide other engineering and design services as requested.
II. Survey Services:
1) Tract and parcel maps reviews for the procedure of survey review, mathematical closure, and compliance with Subdivision Map Act, the Land Surveyor’s Act, the approved tentative map, the approved conditions of approval and a current title report. 2) Review of Lot Line Adjustment documents.
3) Preparation of legal descriptions and plats for the City for easements or rights-of-way. 4) Land surveying and map/easement or legal description preparation. 5) Performing horizontal and vertical control.
6) Assist with development of engineering design standards and guidelines to help with the plan checking process.
7) Review plans for consistency with other planned developments.
Traditional topographic surveys and aerial topographic surveys to determine locations and elevations of existing improvements, structures, and topographic features.
III. Water and Sewer System Design and Assessment Services 1) Preparation of plans, specifications and estimates (PS&E) packages for water and sewer pipeline design or other related water improvements. 2) Design and specification services for granular activated carbon treatment systems and for biological treatment systems.
3) System assessment and analysis services.
IV. Plan Checking Services
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EXHIBIT “B”
COMPENSATION
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ADDENDUM “1”
INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:
1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.
2. MINIMUM LIMITS OF INSURANCE.
GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary
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coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.
1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.
2. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims.
3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.
4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
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endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
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PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF HEMET,
A CALIFORNIA MUNICIPAL CORPORATION
AND
COZAD & FOX, INC.
A CALIFORNIA CORPORATION
Form Approved 09/26/2022
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PROFESSIONAL SERVICES AGREEMENT
FOR ON-CALL GENERAL CIVIL/LAND DEVELOPMENT, SURVEY SERVICES, AND WATER &
SEWER ENGINEERING SERVICES
BETWEEN THE CITY OF HEMET AND COZAD & FOX, INC.
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of January, 2023 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and Cozad & Fox, Inc., a California corporation (“Consultant”).
For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”
RECITALS
1. City has sought by request for qualifications, the performance of the On-Call General Civil/Land Development, Survey Services, and Water & Sewer Engineering Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.
2. Consultant was selected by City to perform those services.
3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.
4. Pursuant to Chapter 2, Article V of the Hemet Municipal Code, City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.
5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for 3 years commencing on the Effective Date. City shall be granted two (2) one (1) year options to extend the Term of the Agreement. City shall exercise option(s) by written notice to Contractor no less than (30) days prior to the end of the existing Term.
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(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”
(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.
SECTION 2. SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant for the Services.
(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce Section 21, “Default” of this Agreement and may instead allow Consultant to continue performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed the amount agreed to and set forth in the scope of work for which a purchase order has been issued. The amount shall also never exceed the appropriated budget for these professional services in any City Fiscal Year, unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with
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City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof.
(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subconsultant contracts. Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
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SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in
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accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Contractor may have to any such rights.
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SECTION 9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS.
(a) Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects.
To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless form any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.
(b) It is the understanding of City and Consultant that Prevailing Wage Laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work
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performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
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(b) Consultant, its officers, employees, agents or subconsultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.
SECTION 16. INDEMNIFICATION.
(a) INDEMNIFICATION BY CONSULTANT. To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably acceptable to City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or subconsultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, any goods provided or performance of Services by Consultant, its officers, agents, employees, representatives, subconsultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) INDEMNIFICATION FROM SUB-CONSULTANTS. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every subconsultant, subcontractor or any other person or entity involved by, for,
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with or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement and this section.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.
These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this Agreement.
City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants.
If in the performance of its duties Consultant utilizes subconsultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making subconsultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 17 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performedby any subconsultant or subcontractor for purposes of establishing a duty of care between any subconsultant or subcontractor and the City.
SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services.
Consultant shall notify City of any changes in Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services prior to and during any such performance.
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SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.
SECTION 21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.
This timeframe is presumptively thirty (30) days, but may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.
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SECTION 22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:
To City: City of Hemet
Attn: City Manager
445 E Florida Avenue
Hemet, CA 92543
To Consultant: Cozad & Fox, Inc.
Attn: Brian Fox
151 South Girard St.
Hemet, CA 92544
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.
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SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.
SECTION 27. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Hemet Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION 29. WAIVER.
Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement.
Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.
SECTION 31. ATTORNEY’S FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings,
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whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).
SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:
1. Insurance requirements (“Addendum 1”)
2. All Exhibits and Addendums
3. All amendments
4. Consultant’s proposal, if any
5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.
SECTION 35. TIME OF ESSENCE.
Time is of the essence for each and every provision of this Agreement.
SECTION 36. FEDERAL FUNDS.
In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.” [SIGNATURE PAGE FOLLOWS]
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Signature Page
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
FOR ON- CALL GENERAL CIVIL/LAND DEVELOPMENT, SURVEY SERVICES, AND WATER &
SEWER ENGINEERING SERVICES
BETWEEN THE CITY OF HEMET AND COZAD & FOX, INC.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
CITY OF HEMET
___________________________
Eddie Pust
City Manager
ATTEST:
CITY CLERK
By: ___________________________
APPROVED AS TO FORM:
CITY ATTORNEY
By: ____________________________
CONSULTANT
By:
Its:
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Exhibit A – Scope of Services
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EXHIBIT “A”
SCOPE OF SERVICES
On-Call General Civil/Land Development, Survey Services, and Water & Sewer Engineering Services, on a as need basis. There is no obligation by the city to guarantee any work will be assigned.
I. General Civil/Land Development
1) Provide general consulting and technical advice.
2) Review for completeness of developer application and submittals. 3) Review and/or production of engineering quantity estimates and costs. 4) Review of rough and precise grading improvement plans; geological and geotechnical reports; erosion control plans; parking lot plans; landscape and irrigation plans; water quality management plans; street improvement plans, storm drain plans, and hydrology studies.
5) Review of utility plans, including domestic and reclaimed water and sanitary sewer improvements.
6) Third party review consultation related to documents prepared by the City’s Engineering Division or other consultants retained by the City. 7) Provide other engineering and design services as requested.
II. Survey Services:
1) Tract and parcel maps reviews for the procedure of survey review, mathematical closure, and compliance with Subdivision Map Act, the Land Surveyor’s Act, the approved tentative map, the approved conditions of approval and a current title report. 2) Review of Lot Line Adjustment documents.
3) Preparation of legal descriptions and plats for the City for easements or rights-of-way. 4) Land surveying and map/easement or legal description preparation. 5) Performing horizontal and vertical control.
6) Assist with development of engineering design standards and guidelines to help with the plan checking process.
7) Review plans for consistency with other planned developments.
Traditional topographic surveys and aerial topographic surveys to determine locations and elevations of existing improvements, structures, and topographic features.
III. Water and Sewer System Design and Assessment Services 1) Preparation of plans, specifications and estimates (PS&E) packages for water and sewer pipeline design or other related water improvements. 2) Design and specification services for granular activated carbon treatment systems and for biological treatment systems.
3) System assessment and analysis services.
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Exhibit B – Compensation
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EXHIBIT “B”
COMPENSATION
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ADDENDUM “1”
INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:
1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.
2. MINIMUM LIMITS OF INSURANCE.
GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary
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coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.
1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.
2. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims.
3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.
4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
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endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
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PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF HEMET,
A CALIFORNIA MUNICIPAL CORPORATION
AND
DUDEK
A CALIFORNIA CORPORATION
Form Approved 09/26/2022
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PROFESSIONAL SERVICES AGREEMENT
FOR ON-CALL CONSTRUCTION MANAGEMENT AND PUBLIC WORKS INSPECTIONS
BETWEEN THE CITY OF HEMET AND DUDEK
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of January, 2023 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and Dudek, a California corporation (“Consultant”). For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”
RECITALS
1. City has sought by request for qualifications, the performance of the On-Call Construction Management and Public Works Inspection Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.
2. Consultant was selected by City to perform those services.
3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.
4. Pursuant to Chapter 2, Article V of the Hemet Municipal Code, City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.
5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for 3 years commencing on the Effective Date. City shall be granted two (2) one (1) year options to extend the Term of the Agreement. City shall exercise option(s) by written notice to Contractor no less than (30) days prior to the end of the existing Term.
(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms
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and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”
(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.
SECTION 2. SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant for the Services.
(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce Section 21, “Default” of this Agreement and may instead allow Consultant to continue performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed the amount agreed to and set forth in the scope of work for which a purchase order has been issued. The amount shall also never exceed the appropriated budget for these professional services in any City Fiscal Year, unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice
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setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof.
(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subconsultant contracts. Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
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SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in
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accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Contractor may have to any such rights.
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SECTION 9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS.
(a) Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects.
To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless form any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.
(b) It is the understanding of City and Consultant that Prevailing Wage Laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work
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performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
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(b) Consultant, its officers, employees, agents or subconsultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.
SECTION 16. INDEMNIFICATION.
(a) INDEMNIFICATION BY CONSULTANT. To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably acceptable to City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or subconsultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, any goods provided or performance of Services by Consultant, its officers, agents, employees, representatives, subconsultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) INDEMNIFICATION FROM SUB-CONSULTANTS. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every subconsultant, subcontractor or any other person or entity involved by, for,
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with or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement and this section.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.
These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this Agreement.
City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants.
If in the performance of its duties Consultant utilizes subconsultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making subconsultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 17 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performedby any subconsultant or subcontractor for purposes of establishing a duty of care between any subconsultant or subcontractor and the City.
SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services.
Consultant shall notify City of any changes in Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services prior to and during any such performance.
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SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.
SECTION 21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.
This timeframe is presumptively thirty (30) days, but may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.
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SECTION 22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:
To City: City of Hemet
Attn: City Manager
445 E Florida Avenue
Hemet, CA 92543
To Consultant: Dudek
Attn: George Litzinger
1645 S. Rancho Santa Fe Rd, Ste 201
San Marcos, CA 92078
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.
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SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.
SECTION 27. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Hemet Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION 29. WAIVER.
Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement.
Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.
SECTION 31. ATTORNEY’S FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings,
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whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).
SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:
1. Insurance requirements (“Addendum 1”)
2. All Exhibits and Addendums
3. All amendments
4. Consultant’s proposal, if any
5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.
SECTION 35. TIME OF ESSENCE.
Time is of the essence for each and every provision of this Agreement.
SECTION 36. FEDERAL FUNDS.
In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.” [SIGNATURE PAGE FOLLOWS]
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Signature Page
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
FOR ON- CALL CONSTRUCTION MANAGEMENT AND PUBLIC WORKS INSPECTIONS
BETWEEN THE CITY OF HEMET AND DUDEK
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
CITY OF HEMET
___________________________
Eddie Pust
City Manager
ATTEST:
CITY CLERK
By: ___________________________
APPROVED AS TO FORM:
CITY ATTORNEY
By: ____________________________
CONSULTANT
By:
Its:
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Exhibit A – Scope of Services
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EXHIBIT “A”
SCOPE OF SERVICES
On-Call Construction Management and Public Works Inspection Services, on a as need basis.
There is no obligation by the city to guarantee any work will be assigned.
I. Construction Management
1. Provide project resident engineer services.
2. Coordinate pre-construction meetings; Review submittals; Respond, log, and process requests for information (RFIs); Facilitate project coordination meetings at site; and Maintain complete project files and as-built records.
3. Coordinate all aspects of the project as needed with City designated project manager.
4. Provide engineering support and review to the inspection team as needed.
5. Prepare and distribute weekly statement of working days reports.
6. Prepare and certify contractor payment requests.
7. Maintain complete project files and as-built records
8. Provide all labor compliance tasks and documentation
9. Coordinate all project close out tasks.
II. Public Works Inspections
1. Monitor compliance with project plans, specification, and permit conformance.
2. Prepare detailed daily reports with photos for immediate electronic distribution.
3. Perform quantity measurements and calculations.
4. Check grades and alignments.
5. Review construction traffic control.
6. Enforce contract required environmental dust, storm water discharge and noise compliance.
7. Perform a variety of public improvement inspections including but not limited to paving and sub-grade; drainage; water quality structures; electrical services; water services; and signing and striping.
8. Perform or coordinate compaction testing.
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Exhibit B – Compensation
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EXHIBIT “B”
COMPENSATION
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Addendum 1 - Insurance
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ADDENDUM “1”
INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:
1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.
2. MINIMUM LIMITS OF INSURANCE.
GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary
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coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.
1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.
2. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims.
3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.
4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
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endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
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PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF HEMET,
A CALIFORNIA MUNICIPAL CORPORATION
AND
ENGINEERING RESOURCES OF SOUTHERN CALIFORNIA, INC.
A CALIFORNIA CORPORATION
Form Approved 09/26/2022
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PROFESSIONAL SERVICES AGREEMENT
FOR ON-CALL GENERAL CIVIL/LAND DEVELOPMENT, WATER & SEWER, AND PLAN
CHECKING SERVICES
BETWEEN THE CITY OF HEMET AND ENGINEERING RESOURCES OR SOUTHERN CALIFORNIA, INC.
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of January, 2023 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and Engineering Resources of Southern California, Inc., a California corporation (“Consultant”). For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”
RECITALS
1. City has sought by request for qualifications, the performance of the On-Call General Civil/Land Development, Water & Sewer, Plan Checking Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.
2. Consultant was selected by City to perform those services.
3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.
4. Pursuant to Chapter 2, Article V of the Hemet Municipal Code, City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.
5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for 3 years commencing on the Effective Date. City shall be granted two (2) one (1) year options to extend the Term of the Agreement. City shall exercise option(s) by written notice to Contractor no less than (30) days prior to the end of the existing Term.
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(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”
(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.
SECTION 2. SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant for the Services.
(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce Section 21, “Default” of this Agreement and may instead allow Consultant to continue performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed the amount agreed to and set forth in the scope of work for which a purchase order has been issued. The amount shall also never exceed the appropriated budget for these professional services in any City Fiscal Year, unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation”
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or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof.
(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subconsultant contracts. Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
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SECTION 6. OWNERSHIP OF DOCUMENTS.
All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in
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accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by Consultant pursuant to this Agreement. Any and all such documents or records shall be maintained for three (3) years from the date of execution of this Agreement and to the extent required by laws relating to audits of public agencies and their expenditures. (b) Any and all records or documents required to be maintained pursuant to this section shall be made available for inspection, audit and copying, at any time during regular business hours, upon request by City or its designated representative. Copies of such documents or records shall be provided directly to the City for inspection, audit and copying when it is practical to do so; otherwise, unless an alternative is mutually agreed upon, such documents and records shall be made available at Consultant’s address indicated for receipt of notices, “Section 24,” of this Agreement.
(c) Where City has reason to believe that any of the documents or records required to be maintained pursuant to this section may be lost or discarded due to dissolution or termination of Consultant’s business, City may, by written request, require that custody of such documents or records be given to the City. Access to such documents and records shall be granted to City, as well as to its successors in interest and authorized representatives.
SECTION 8. INDEPENDENT CONTRACTOR.
(a) Consultant is and shall at all times remain a wholly independent contractor and not an officer, employee or agent of City. Consultant shall have no authority to bind City in any manner, nor to incur any obligation, debt or liability of any kind on behalf of or against City, whether by contract or otherwise, unless such authority is expressly conferred under this Agreement or is otherwise expressly conferred in writing by City. (b) The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant’s exclusive direction and control. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall have control over the conduct of Consultant or any of Consultant’s officers, employees, subconsultants or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that Consultant or any of Consultant’s officers, employees, or agents are in any manner officials, officers, employees or agents of City. (c) Neither Consultant, nor any of Consultant’s officers, employees or agents, shall obtain any rights to retirement, health care or any other benefits which may otherwise accrue to City’s employees. Consultant expressly waives any claim Contractor may have to any such rights.
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SECTION 9. STANDARD OF PERFORMANCE.
Consultant represents and warrants that it has the qualifications, experience and facilities necessary to properly perform the Services required under this Agreement in a thorough, competent and professional manner. Consultant shall at all times faithfully, competently and to the best of its ability, experience and talent, perform all Services. In meeting its obligations under this Agreement, Consultant shall employ, at a minimum, generally accepted standards and practices utilized by persons engaged in providing services similar to the Services required of Consultant under this Agreement, and shall use such skill, prudence, and diligence as other members of Consultant’s profession commonly possess and exercise. In addition to the general standards of performance set forth this section, additional specific standards of performance and performance criteria may be set forth in Exhibit “A” “Scope of Services” that shall also be applicable to Consultant’s work under this Agreement. Where there is a conflict between a general and a specific standard of performance or performance criteria, the specific standard or criteria shall prevail over the general.
SECTION 10. COMPLIANCE WITH APPLICABLE LAWS; PERMITS AND LICENSES.
Consultant shall keep itself informed of and comply with all applicable federal, state and local laws, statutes, codes, ordinances, regulations and rules in effect during the term of this Agreement. Consultant shall at all times observe and comply with all such laws, ordinances and regulations, and shall be solely responsible for any failure to comply with all applicable laws, ordinances and regulations. Consultant represents and warrants that Consultant has obtained or shall promptly obtain all necessary licenses to perform the Services set forth in this Agreement and that such licenses are in good standing. Consultant further represents and warrants that the services provided herein shall conform to all ordinances, policies and practices of the City. Neither City, nor any elected or appointed boards, officers, officials, employees or agents of City, shall be liable, at law or in equity, as a result of any failure of Consultant to comply with this section.
SECTION 11. PREVAILING WAGE LAWS.
(a) Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of prevailing wage rates and the performance of other requirements on certain “public works” and “maintenance” projects.
To the extent applicable, Consultant shall defend, indemnify, and hold the City, its elected officials, officers, employees, and agents free and harmless form any claim or liability arising out of any failure or alleged failure of Consultant to comply with the Prevailing Wage Laws.
(b) It is the understanding of City and Consultant that Prevailing Wage Laws do not apply to this Agreement because the Agreement does not involve any of the following services subject to prevailing wage rates pursuant to the California Labor Code or regulations promulgated thereunder: Construction, alteration, demolition, installation, or repair work performed on public buildings, facilities, streets or sewers done under contract and paid for in whole or in part out of public funds. In this context, “construction" includes work
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performed during the design and preconstruction phases of construction including, but not limited to, inspection and land surveying work.
SECTION 12. NONDISCRIMINATION.
Consultant shall not discriminate, in any way, against any person on the basis of race, color, religious creed, national origin, ancestry, sex, age, physical handicap, medical condition or marital status in connection with or related to the performance of this Agreement.
SECTION 13. UNAUTHORIZED ALIENS.
Consultant hereby promises and agrees to comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§ 1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of the Services, and should the any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to and shall reimburse City for the cost of all such liabilities or sanctions imposed, together with any and all costs, including attorneys' fees, incurred by City.
SECTION 14. CONFLICTS OF INTEREST.
(a) Consultant covenants that neither it, nor any officer or principal of its firm, has or shall acquire any interest, directly or indirectly, which would conflict in any manner with the interests of City or which would in any way hinder Consultant’s performance of the Services. Consultant further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor without the express written consent of the City Manager. Consultant agrees to at all times avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City in the performance of this Agreement. (b) City understands and acknowledges that Consultant is, as of the date of execution of this Agreement, independently involved in the performance of non-related services for other governmental agencies and private parties. Consultant is unaware of any stated position of City relative to such projects. Any future position of City on such projects shall not be considered a conflict of interest for purposes of this section. (c) City understands and acknowledges that Consultant will, perform non-related services for other governmental agencies and private parties following the completion of the Services under this Agreement. Any such future service shall not be considered a conflict of interest for purposes of this section.
SECTION 15. CONFIDENTIAL INFORMATION; RELEASE OF INFORMATION. (a) All information gained or work product produced by Consultant in performance of this Agreement shall be considered confidential, unless such information is in the public domain or already known to Consultant. Consultant shall not release or disclose any such information or work product to persons or entities other than City without prior written authorization from the City Manager, except as may be required by law.
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(b) Consultant, its officers, employees, agents or subconsultants, shall not, without prior written authorization from the City Manager or unless requested by the City Attorney of City, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the work performed under this Agreement. Response to a subpoena or court order shall not be considered "voluntary" provided Consultant gives City notice of such court order or subpoena. (c) If Consultant, or any officer, employee, agent or subconsultant of Consultant, provides any information or work product in violation of this Agreement, then City shall have the right to reimbursement and indemnity from Consultant for any damages, costs and fees, including attorney’s fees, caused by or incurred as a result of Consultant’s conduct. (d) Consultant shall promptly notify City should Consultant, its officers, employees, agents or subconsultants be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder. City retains the right, but has no obligation, to represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, this right to review any such response does not imply or mean the right by City to control, direct, or rewrite said response.
SECTION 16. INDEMNIFICATION.
(a) INDEMNIFICATION BY CONSULTANT. To the fullest extent permitted by law, Consultant shall indemnify, protect, defend (with legal counsel reasonably acceptable to City) and hold harmless City and any and all of its elected and appointed officials, officers, employees, representatives and agents (“Indemnified Parties”) from and against any and all claims, actions and proceedings (whether at law or equity, administrative or judicial), demands, orders, judgments, losses, injuries (including, without limitation, injury to or death of an employee of Consultant or subconsultants), liabilities of every kind (including, without limitation, incidental and consequential damages, court costs, and litigation expenses, and fees of expert consultants or expert witnesses incurred in connection therewith and cost of investigation), damages, costs and expenses, including attorney’s fees and costs, (collectively "Claims") that arise out of, pertain to, or relate to, directly or indirectly, in whole or in part, any goods provided or performance of Services by Consultant, its officers, agents, employees, representatives, subconsultants, anyone directly or indirectly employed by any of them, or anyone that they control. Consultant’s duty to indemnify, protect, defend and hold harmless Indemnified Parties, shall not include any Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. (b) INDEMNIFICATION FROM SUB-CONSULTANTS. Consultant agrees to obtain executed indemnity agreements with provisions identical to those set forth here in this section from each and every subconsultant, subcontractor or any other person or entity involved by, for,
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with or on behalf of Consultant in the performance of this Agreement naming the Indemnified Parties as additional indemnitees. In the event Consultant fails to obtain such indemnity obligations from others as required here, Consultant agrees to be fully responsible according to the terms of this section. Failure of City to monitor compliance with these requirements imposes no additional obligations on City and will in no way act as a waiver of any rights hereunder. This obligation to indemnify and defend City as set forth herein is binding on the successors, assigns or heirs of Consultant and shall survive the termination of this Agreement and this section.
SECTION 17. INSURANCE.
Consultant agrees to obtain and maintain in full force and effect during the Term of this Agreement the insurance policies set forth in Addendum “1” “Insurance” and made a part of this Agreement. All insurance policies shall be subject to approval by City as to form and content.
These requirements are subject to amendment or waiver if so approved in writing by the City Manager. Consultant agrees to provide City with copies of required policies upon request.
SECTION 18. ASSIGNMENT.
The expertise and experience of Consultant are material considerations for this Agreement.
City has an interest in the qualifications and capability of the persons and entities who will fulfill the duties and obligations imposed upon Consultant under this Agreement. In recognition of that interest, Consultant shall not assign or transfer this Agreement or any portion of this Agreement or the performance of any of Consultant’s duties or obligations under this Agreement without the prior written consent of the City, which may be given in the sole and absolute discretion of the City Manager. Any attempted assignment shall be ineffective, null and void, and shall constitute a material breach of this Agreement entitling City to any and all remedies at law or in equity, including termination of this Agreement pursuant to Section 20 “Termination of Agreement.” City acknowledges, however, that Consultant, in the performance of its duties pursuant to this Agreement, may utilize subconsultants.
If in the performance of its duties Consultant utilizes subconsultants or subcontractors, Consultant covenants that subcontracts, if any, shall contain a provision making subconsultants or subcontractors subject to all provisions stipulated in this Agreement, including without limitation, the insurance obligations set forth in Section 17 “Insurance.” The Consultant acknowledges and agrees that the City is an intended beneficiary of any work performedby any subconsultant or subcontractor for purposes of establishing a duty of care between any subconsultant or subcontractor and the City.
SECTION 19. CONTINUITY OF PERSONNEL.
Consultant shall make every reasonable effort to maintain the stability and continuity of Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services.
Consultant shall notify City of any changes in Consultant’s staff and subcontractors / subconsultants, if any, assigned to perform the Services prior to and during any such performance.
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SECTION 20. TERMINATION OF AGREEMENT.
(a) City may terminate this Agreement, with or without cause, at any time by giving written notice of termination to Consultant. In the event such notice is given, Consultant shall cease immediately all work in progress.
(b) Consultant may terminate this Agreement for cause at any time upon thirty (30) days written notice of termination to City.
(c) If either Consultant or City fail to perform any material obligation under this Agreement, then, in addition to any other remedies, either Consultant, or City may terminate this Agreement immediately upon written notice.
(d) Upon termination of this Agreement by either Consultant or City, all property belonging exclusively to City which is in Consultant’s possession shall be returned to City. Consultant shall furnish to City a final invoice for work performed and expenses incurred by Consultant, prepared as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. This final invoice shall be reviewed and paid in the same manner as set forth in Section 4 “Compensation and Method of Payment” of this Agreement. (e) Upon written notice, City may suspend all or any portion of Consultant’s performance under this Agreement at its sole option and for its convenience for a reasonable period of time not to exceed six (6) months. City will pay to Consultant a sum equivalent to the reasonable value of the services satisfactorily provided up to the date of suspension. City may rescind the suspension prior to or at six (6) months by providing Consultant with written notice of the rescission, at which time Consultant would be required to resume performance in compliance with the terms and provisions of this Agreement. Consultant will be entitled to an extension of time to complete performance under this Agreement equal to the length of the suspension unless otherwise agreed to in writing by the Parties.
SECTION 21. DEFAULT.
In the event that Consultant is in default under the terms of this Agreement, the City shall not have any obligation or duty to continue compensating Consultant for any work performed after the date of default. Instead, the City may give notice to Consultant of the default and the reasons for the default. The notice shall include the timeframe in which Consultant may cure the default.
This timeframe is presumptively thirty (30) days, but may be extended or reduced, if circumstances warrant. During the period of time that Consultant is in default, the City shall hold all invoices and shall, when the default is cured, proceed with payment on the invoices. In the alternative, the City may, in its sole discretion, elect to pay some or all of the outstanding invoices during the period of default. If Consultant does not cure the default, the City may take necessary steps to terminate this Agreement under Section 20 “Termination of Agreement.” Any failure on the part of the City to give notice of the Consultant’s default shall not be deemed to result in a waiver of the City’s legal rights or any rights arising out of any provision of this Agreement.
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SECTION 22. EXCUSABLE DELAYS.
Consultant shall not be liable for damages, including liquidated damages, if any, caused by delay in performance or failure to perform due to causes beyond the control of Consultant. Such causes include, but are not limited to, acts of God, acts of the public enemy, acts of federal, state or local governments, acts of City, court orders, fires, floods, epidemics, strikes, embargoes, and unusually severe weather. The term and price of this Agreement shall be equitably adjusted for any delays due to such causes.
SECTION 23. COOPERATION BY CITY.
All public information, data, reports, records, and maps as are existing and available to City as public records, and which are necessary for carrying out the Services shall be furnished to Consultant in every reasonable way to facilitate, without undue delay, the Services to be performed under this Agreement.
SECTION 24. NOTICES.
All notices required or permitted to be given under this Agreement shall be in writing and shall be personally delivered, or sent by telecopier or certified mail, postage prepaid and return receipt requested, addressed as follows:
To City: City of Hemet
Attn: City Manager
445 E Florida Avenue
Hemet, CA 92543
To Consultant: Engineering Resources of Southern California, Inc.
Attn: John Brudin
1861 W. Redlands Blvd.
Redlands, CA 92373
Notice shall be deemed effective on the date personally delivered or transmitted by facsimile or, if mailed, three (3) days after deposit of the same in the custody of the United States Postal Service.
SECTION 25. AUTHORITY TO EXECUTE.
The person or persons executing this Agreement on behalf of Consultant represents and warrants that he/she/they has/have the authority to so execute this Agreement and to bind Consultant to the performance of its obligations hereunder.
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SECTION 26. ADMINISTRATION AND IMPLEMENTATION.
This Agreement shall be administered and executed by the City Manager or his or her designated representative. The City Manager shall have the authority to issue interpretations and to make amendments to this Agreement, including amendments that commit additional funds, consistent with Section 28 “Amendment” and the City Manager’s contracting authority under the Hemet Municipal Code.
SECTION 27. BINDING EFFECT.
This Agreement shall be binding upon the heirs, executors, administrators, successors and assigns of the Parties.
SECTION 28. AMENDMENT.
No amendment to or modification of this Agreement shall be valid unless made in writing and approved by Consultant and by City. The City Manager shall have the authority to approve any amendment to this Agreement if the total compensation under this Agreement, as amended, would not exceed the City Manager’s contracting authority under the Hemet Municipal Code. All other amendments shall be approved by the City Council. The Parties agree that the requirement for written modifications cannot be waived and that any attempted waiver shall be void.
SECTION 29. WAIVER.
Waiver by any Party to this Agreement of any term, condition, or covenant of this Agreement shall not constitute a waiver of any other term, condition, or covenant. Waiver by any Party of any breach of the provisions of this Agreement shall not constitute a waiver of any other provision nor a waiver of any subsequent breach or violation of any provision of this Agreement.
Acceptance by City of any work or services by Consultant shall not constitute a waiver of any of the provisions of this Agreement.
SECTION 30. LAW TO GOVERN; VENUE.
This Agreement shall be interpreted, construed and governed according to the laws of the State of California. In the event of litigation between the Parties, venue in state trial courts shall lie exclusively in the County of Riverside, California. In the event of litigation in a U.S. District Court, venue shall lie exclusively in the Central District of California, in Riverside.
SECTION 31. ATTORNEY’S FEES, COSTS AND EXPENSES.
In the event litigation or other proceeding is required to enforce or interpret any provision of this Agreement, the prevailing Party in such litigation or other proceeding shall be entitled to an award of reasonable attorney's fees, costs and expenses, in addition to any other relief to which it may be entitled.
SECTION 32. ENTIRE AGREEMENT.
This Agreement, including the attached Exhibits and Addendums, along with any amendments thereto, is the entire, complete, final and exclusive expression of the Parties with respect to the matters addressed therein and supersedes all other agreements or understandings,
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whether oral or written, or entered into between Consultant and City prior to the execution of this Agreement. No statements, representations or other agreements, whether oral or written, made by any Party which are not embodied herein shall be valid and binding.
SECTION 33. SEVERABILITY.
If any term, condition or covenant of this Agreement is declared or determined by any court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and the Agreement shall be read and construed without the invalid, void or unenforceable provision(s).
SECTION 34. INCORPORATION AND CONFLICTING TERMS.
(a) The following documents are incorporated and made part of this Agreement by this reference:
1. Insurance requirements (“Addendum 1”)
2. All Exhibits and Addendums
3. All amendments
4. Consultant’s proposal, if any
5. Any laws, regulations, requirements, or restrictions, applicable to the funding source used by City to pay Consultant for any portion of work done under Agreement (“Funding Restrictions”)
(b) The documents listed above shall be referred to collectively as the “Agreement Documents.” The Agreement Documents are intended to be complementary, and a requirement in one Document is effective as if it appeared in all the Documents. In the event of a conflict between any of the Agreement Documents, the Documents shall be given effect in the following order: Funding Restrictions, Amendments (most recent first), this Agreement, Insurance requirements, Exhibits and Addendums, and Consultant’s proposal. Where the requirements of one Document are more stringent then another the more stringent shall govern.
SECTION 35. TIME OF ESSENCE.
Time is of the essence for each and every provision of this Agreement.
SECTION 36. FEDERAL FUNDS.
In the event the Services are funded either in whole or in part by a federal grant, Consultant shall comply with the requirements of Addendum “2” “Federal Funds.” [SIGNATURE PAGE FOLLOWS]
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Signature Page
PROFESSIONAL CONSULTANT SERVICES AGREEMENT
FOR ON- CALL GENERAL CIVIL/LAND DEVELOPMENT, WATER & SEWER, AND PLAN
CHECKING SERVICES
BETWEEN THE CITY OF HEMET AND ENGINEERING RESOURCES OR SOUTHERN CALIFORNIA, INC.
IN WITNESS WHEREOF, the Parties hereto have executed this Agreement on the date and year first-above written.
CITY OF HEMET
___________________________
Eddie Pust
City Manager
ATTEST:
CITY CLERK
By: ___________________________
APPROVED AS TO FORM:
CITY ATTORNEY
By: ____________________________
CONSULTANT
By:
Its:
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Exhibit A – Scope of Services
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EXHIBIT “A”
SCOPE OF SERVICES
On-Call General Civil/Land Development, Water & Sewer, and Plan Checking Services, on a as need basis. There is no obligation by the city to guarantee any work will be assigned.
I. General Civil/Land Development
1) Provide general consulting and technical advice.
2) Review for completeness of developer application and submittals. 3) Review and/or production of engineering quantity estimates and costs. 4) Review of rough and precise grading improvement plans; geological and geotechnical reports; erosion control plans; parking lot plans; landscape and irrigation plans; water quality management plans; street improvement plans, storm drain plans, and hydrology studies.
5) Review of utility plans, including domestic and reclaimed water and sanitary sewer improvements.
6) Third party review consultation related to documents prepared by the City’s Engineering Division or other consultants retained by the City. 7) Provide other engineering and design services as requested.
II. Water and Sewer System Design and Assessment Services 1) Preparation of plans, specifications and estimates (PS&E) packages for water and sewer pipeline design or other related water improvements. 2) Design and specification services for granular activated carbon treatment systems and for biological treatment systems.
3) System assessment and analysis services.
III. Plan Checking Services
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Exhibit B – Compensation
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EXHIBIT “B”
COMPENSATION
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Addendum 1 - Insurance
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ADDENDUM “1”
INSURANCE
(A)INSURANCE REQUIREMENTS. Consultant shall provide and maintain insurance, acceptable to the City, in full force and effect throughout the term of this Agreement, against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Services by Consultant, its agents, representatives or employees. Insurance is to be placed with insurers with a current A.M. Best's rating of no less than A:VII. Consultant shall provide the following scope and limits of insurance:
1. MINIMUM SCOPE OF INSURANCE. Consultant shall maintain the following types and limits of insurance.
2. MINIMUM LIMITS OF INSURANCE.
GENERAL LIABILITY INSURANCE. Consultant shall maintain commercial general liability insurance with coverage at least as broad as Insurance Services Office form CG 00 01, in an amount not less than $1,000,000 per occurrence, $2,000,000 general aggregate, for bodily injury, personal injury, and property damage. The policy must include contractual liability that has not been amended. Any endorsement restricting standard ISO “insured contract” language will not be accepted.
AUTOMOBILE LIABILITY INSURANCE. Consultant shall maintain automobile liability insurance at least as broad as Insurance Services Office form CA 00 01 covering bodily injury and property damage for all activities of the Consultant arising out of or in connection with Services to be performed under this Agreement, including coverage for any owned, hired, non-owned or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
PROFESSIONAL LIABILITY (ERRORS & OMISSIONS) INSURANCE. Consultant shall maintain professional liability insurance that covers the Services to be performed in connection with this Agreement, in the minimum amount of $1,000,000 per claim and in the aggregate. Any policy inception date, continuity date, or retroactive date must be before the effective date of this Agreement and Consultant agrees to maintain continuous coverage through a period no less than three (3) years after completion of the services required by this Agreement.
WORKERS’ COMPENSATION INSURANCE. Consultant shall maintain Workers’ Compensation Insurance (Statutory Limits) and Employer’s Liability Insurance (with limits of at least $1,000,000 per accident or disease). Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its officers, agents, employees and volunteers.
UMBRELLA OR EXCESS LIABILITY INSURANCE. [Optional depending on limits required]. As an option to meet the limits of insurance required by this Agreement, Consultant may obtain and maintain an umbrella or excess liability insurance policy with limits that will provide bodily injury, personal injury and property damage liability coverage at least as broad as the primary
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Addendum 1 - Insurance
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coverages set forth above, including commercial general liability, automobile liability, and employer’s liability. Such policy or policies shall include the following terms and conditions:
• A drop-down feature requiring the policy to respond if any primary insurance that would otherwise have applied proves to be uncollectible in whole or in part for any reason;
• Pay on behalf of wording as opposed to reimbursement; • Concurrency of effective dates with primary policies; • Policies shall “follow form” to the underlying primary policies; and • Insureds under primary policies shall also be insureds under the umbrella or excess policies.
(B) OTHER PROVISIONS. Each insurance policy required by this Agreement shall be endorsed and state the coverage shall not be suspended, voided, cancelled by the insurer or either Party to this Agreement, reduced in coverage or in limits except after thirty (30) days' prior written notice by certified mail, return receipt requested, has been given to City. (C) OTHER REQUIREMENTS. Consultant agrees to deposit with City, at or before the effective date of this Agreement, certificates of insurance necessary to satisfy City that the insurance provisions of this contract have been complied with. The City Attorney may require that Consultant furnish City with copies of original endorsements effecting coverage required by this Section. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. City reserves the right to inspect complete, certified copies of all required insurance policies, at any time.
1. Upon request from the City, Consultant shall furnish certificates and endorsements from each subcontractor identical to those Consultant provides.
2. Any deductibles or self-insured retentions must be declared to and approved by City. At the option of City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City or its respective elected or appointed officers, officials, employees and volunteers or the Consultant shall procure a bond guaranteeing payment of losses and related investigations, claim administration, defense expenses and claims.
3. The procuring of such required policy or policies of insurance shall not be construed to limit Consultant’s liability hereunder nor to fulfill the indemnification provisions and requirements of this Agreement.
4. Coverage provided by Consultant shall be primary and any insurance or self-insurance procured or maintained by City shall not be required to contribute with it. The limits of insurance required herein may be satisfied by a combination of primary and umbrella or excess insurance. Any umbrella or excess insurance shall contain or be
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endorsed to contain a provision that such coverage shall also apply on a primary and non-contributory basis for the benefit of City before the City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
5. All insurance coverage maintained or procured pursuant to this agreement shall be endorsed to waive subrogation against City, its elected or appointed officers, agents, officials, employees and volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Consultant hereby waives its own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subconsultants.
6. General liability policies shall provide or be endorsed to provide that City and its officers, officials, employees, and agents, and volunteers shall be additional insureds under such policies. This provision shall also apply to any excess/umbrella liability policies.
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PROFESSIONAL SERVICES AGREEMENT
BY AND BETWEEN
THE CITY OF HEMET,
A CALIFORNIA MUNICIPAL CORPORATION
AND
GIS SURVEYORS, INC.
A CALIFORNIA CORPORATION
Form Approved 09/26/2022
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PROFESSIONAL SERVICES AGREEMENT
FOR ON-CALL SURVEY SERVICES
BETWEEN THE CITY OF HEMET AND GIS SURVEYORS, INC.
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this 11th day of January, 2023 (“Effective Date”), by and between the CITY OF HEMET (“City”), a California municipal corporation and GIS Surveyors, Inc., a California corporation (“Consultant”).
For the purposes of this Agreement City and Consultant are sometimes hereinafter referred to as “Party” and hereinafter collectively referred to as the “Parties.”
RECITALS
1. City has sought by request for qualifications, the performance of the On-Call Survey Services defined and described particularly in Section 2, “Scope of Services and Schedule of Performance” of this Agreement.
2. Consultant was selected by City to perform those services.
3. Consultant was selected by City on the basis of Consultant’s demonstrated competence and the professional qualifications necessary for the satisfactory performance of the services required.
4. Pursuant to Chapter 2, Article V of the Hemet Municipal Code, City has authority to enter into this Agreement and the City Manager has authority to execute this Agreement.
5. The Parties desire to formalize the selection of Consultant for performance of those services defined and described particularly in Section 2 “Scope of Services and Schedule of Performance” of this Agreement and desire that the terms of that performance be as particularly defined and described herein.
OPERATIVE PROVISIONS
NOW, THEREFORE, for and in consideration of the mutual promises and covenants made by the Parties and contained herein and other consideration, the value and adequacy of which are hereby acknowledged, the Parties agree as follows:
SECTION 1. TERM OF AGREEMENT
(a) Subject to the provisions of Section 20 "Termination of Agreement" of this Agreement, the Term of this Agreement is for 3 years commencing on the Effective Date. City shall be granted two (2) one (1) year options to extend the Term of the Agreement. City shall exercise option(s) by written notice to Contractor no less than (30) days prior to the end of the existing Term.
(b) The City Manager may, in his or her sole discretion, unilaterally exercise an option to extend the Agreement on a month-to-month basis following expiration on the same terms
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and conditions, including compensation as set forth in Section 4 “Compensation and Method of Payment.”
(c) Consultant acknowledges that the Agreement term may extend over multiple City fiscal years, and that work and compensation under this Agreement is contingent on the City Council appropriating funding for and authorizing such work and compensation for those fiscal years. This Agreement may be terminated by the City Manager at the end of a fiscal year when sufficient funding is not appropriated and authorized for the subsequent fiscal year. City is not obligated to pay Consultant for any amounts not duly appropriated and authorized by City Council.
SECTION 2. SCOPE OF SERVICES AND SCHEDULE OF PERFORMANCE (a) SCOPE OF SERVICES. Subject to this Agreement, all addendums and exhibits attached and incorporated hereto, Consultant agrees to perform the services and tasks set forth in Exhibit “A” “Scope of Services” (hereinafter, the “Services”) and the City agrees to retain and does hereby retain Consultant for the Services.
(b) SCHEDULE OF PERFORMANCE. The Services shall be completed pursuant to the schedule specified in Exhibit “A.” Should the Services not be completed pursuant to that schedule, the Consultant shall be deemed to be in Default of this Agreement. The City, in its sole discretion, may choose not to enforce Section 21, “Default” of this Agreement and may instead allow Consultant to continue performing the Services.
SECTION 3. ADDITIONAL SERVICES.
Consultant shall not be compensated for any work rendered in connection with its performance of this Agreement that are in addition to or outside of the Services unless such additional services are authorized in advance and in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. If and when such additional work is authorized, such additional work shall be deemed to be part of the Services.
SECTION 4. COMPENSATION AND METHOD OF PAYMENT.
(a) Subject to any limitations set forth in this Agreement, City agrees to pay Consultant the amounts specified in Exhibit “B” “Compensation” and made a part of this Agreement by this reference. The total compensation, including reimbursement for actual expenses, shall not exceed the amount agreed to and set forth in the scope of work for which a purchase order has been issued. The amount shall also never exceed the appropriated budget for these professional services in any City Fiscal Year, unless additional compensation is approved in writing in accordance with Section 26 “Administration and Implementation” or Section 28 “Amendment” of this Agreement. Payment shall be made in accordance with City’s usual accounting procedures upon receipt and approval of an itemized invoice
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setting forth the services performed. The invoices shall be delivered to City at the address set forth in Section 24, “Notices” hereof.
(b) Each month Consultant shall furnish to City an original invoice for all work performed and expenses incurred during the preceding month. The invoice shall detail charges by the following categories: labor (by sub-category), travel, materials, equipment, supplies, and subconsultant contracts. Subconsultant charges shall be detailed by the following categories: labor, travel, materials, equipment and supplies. If the compensation set forth in subsection (a) and Exhibit “B” include payment of labor on an hourly basis (as opposed to labor and materials being paid as a lump sum), the labor category in each invoice shall include detailed descriptions of tasks performed and the amount of time incurred for or allocated to that task. City shall independently review each invoice submitted by the Consultant to determine whether the work performed and expenses incurred are in compliance with the provisions of this Agreement. In the event that no charges or expenses are disputed, the invoice shall be approved and paid according to the terms set forth in subsection (c). In the event any charges or expenses are disputed by City, the original invoice shall be returned by City to Consultant for correction and resubmission. (c) Except as to any charges for work performed or expenses incurred by Consultant which are disputed by City, City will use its best efforts to cause Consultant to be paid within forty-five (45) days of receipt of Consultant’s correct and undisputed invoice. (d) Payment to Consultant for work performed pursuant to this Agreement shall not be deemed to waive any defects in work performed by Consultant.
(e) If this Agreement is extended pursuant to Section 1 “Term of Agreement,” the City shall pay the same rates specified in Exhibit “B” “Compensation.” SECTION 5. INSPECTION AND FINAL ACCEPTANCE.
City may inspect and accept or reject any of Consultant’s work under this Agreement, either during performance or when completed. City shall reject or finally accept Consultant’s work within sixty (60) days after submitted to City. City shall reject work by a timely written explanation, otherwise Consultant’s work shall be deemed to have been accepted. City’s acceptance shall be conclusive as to such work except with respect to latent defects, fraud and such gross mistakes as amount to fraud. Acceptance of any of Consultant’s work by City shall not constitute a waiver of any of the provisions of this Agreement including, but not limited to, Section 16 “Indemnification” and Section 17 “Insurance.”
SECTION 6. OWNERSHIP OF DOCUMENTS.
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All original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement shall become the sole property of City and may be used, reused or otherwise disposed of by City without the permission of the Consultant. Upon completion, expiration or termination of this Agreement, Consultant shall turn over to City all such original maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files and other documents.
If and to the extent that City utilizes for any purpose not related to this Agreement any maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents prepared, developed or discovered by Consultant in the course of providing the Services pursuant to this Agreement, Consultant’s guarantees and warranties in Section 9 “Standard of Performance” of this Agreement shall not extend to such use of the maps, models, designs, drawings, photographs, studies, surveys, reports, data, notes, computer files, files or other documents.
(a) INTELLECTUAL PROPERTY RIGHTS ASSIGNMENT. For no additional compensation, Consultant hereby assigns to City all of Consultant’s rights, title, and interest in and to the content of all deliverable materials created by Consultant or its employees, agents, or subconsultants, including copyrights, in connection with the Services performed under this Agreement. Consultant shall promptly execute and deliver, and shall cause its employees, agents, and subconsultants to promptly execute and deliver, upon request by the City or any of its successors or assigns at any time and without further compensation of any kind, any power of attorney, assignment, application for copyright, patent, trademark or other intellectual property right protection, or other papers or instruments which may be necessary or desirable to fully secure, perfect or otherwise protect to or for the City, its successors and assigns, all right, title and interest in and to the content of the deliverable materials. For purposes of this section deliverable materials includes all works, tangible or not, created under this Agreement including, without limitation, documents, material, data, reports, manuals, specifications, artwork, drawings, sketches, computer programs and databases, schematics, photographs, video and audiovisual recordings, sound recordings, marks, logos, graphic designs, notes, website, domain names, inventions, processes, formulas matters and combinations thereof, and all forms of intellectual property. The provisions of this paragraph are binding on the successors, assigns and heirs of Consultant and shall survive the termination of Consultant’s Services under this Agreement.
SECTION 7. CONSULTANT’S BOOKS AND RECORDS.
(a) Consultant shall maintain any and all documents and records demonstrating or relating to Consultant’s performance of the Services. Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, or other documents or records evidencing or relating to work, services, expenditures and disbursements charged to City pursuant to this Agreement. Any and all such documents or records shall be maintained in accordance with generally accepted accounting principles and shall be sufficiently complete and detailed so as to permit an accurate evaluation of the services provided by