AGREEMENT FOR PROFESSIONAL SERVICES
This Agreement is made and entered into as of June 4, 2024 by and between the City of Marysville (“City”) and 4J Construction Services (“Consultant”).
RECITALS
A. The Consultant is specially trained, experienced and competent to provide the professional services required by this Agreement.
B. The Consultant possesses the skill, experience, ability, background, license, certification, as required by law and knowledge to provide the professional services described in this Agreement in accordance with the terms and conditions described herein.
C. City desires to retain Consultant to render the professional services as set forth in this Agreement.
AGREEMENT
1) Scope of Services. The Consultant shall furnish the following services in a professional manner: Consultant shall perform the services described in Exhibit “A” which is attached hereto and incorporated herein by reference. Consultant shall provide such professional services at the time, place, and in the manner specified in Exhibit “A,” subject to the direction of the City via a specific Task Order.
2) Time of Performance. The services shall commence upon execution of this Agreement. This agreement has an initial performance period of two (2) years unless terminated as set forth in Section 6 (Termination) of this Agreement. The agreement may be extended by the CITY for three (3) one-year terms, not to exceed a total contract period of five (5) years. 3) Compensation. Compensation to be paid to Consultant is not to exceed $200,000. Payment by City under this Agreement shall not be deemed a waiver of defects in Consultant’s services, even if such defects were known to the City at the time of payment. 4) Method of Payment. Consultant shall submit monthly billing to City describing the services provided during the preceding month. Consultant’s bills shall include a brief description of the services performed, the date the services were performed, the number of hours spent and by whom, and a description of any reimbursable expenditures. City shall pay Consultant
within a reasonable time upon approval of the monthly invoice by City staff, such approval to not be unreasonably withheld.
5) Additional Services. At any time during the term of this Agreement, City may request that Consultant provide Additional Services. As used herein, “Additional Services” means any services which are determined by City to be necessary for the proper completion of Consultant’s services, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Additional Services without prior written authorization from City that specifies the services to be provided, personnel to be used, and the not-to-exceed cost for the additional services. 6) Termination. This Agreement may be terminated by the City at any time. Upon termination, Consultant shall be entitled to compensation for services properly performed up to the effective date of termination.
7) Ownership of Documents. The City acknowledges the Consultant's documents, including electronic files, as the work papers of the Consultant and the Consultant's instruments of professional service. All plans, studies, documents, and other writings prepared by and for Consultant, its officers, employees, and agents and subcontractors in the course of implementing this Agreement, except working notes and internal documents, shall become the property of the City upon payment to Consultant for such services, and the City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party. Consultant shall not be held liable for any modification or reuse of the Cityowned instruments of service for purposes outside this Agreement. Consultant shall, at Consultant’s expense, provide such reports, plans, studies, documents, and other writings to City within three (3) days after written request. Nothing herein shall be construed as a limitation on Consultant’s right to re-use component design details, features and concepts on other projects, in other contexts or for other clients. 8) Licensing of Intellectual Property. This Agreement creates a nonexclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in documents or works of authorship fixed in any tangible medium of expression including, but not limited to, data magnetically or otherwise recorded on computer diskettes, CDs or other electronic form which are prepared or caused to be prepared by Consultant under this Agreement (“Documents and Data”). Consultant shall require all subconsultants to agree in writing that City is granted a nonexclusive and perpetual
license for any Documents and Data the subconsultant prepares under this Agreement.
Consultant represents and warrants that Consultant has the legal right to license any and all Documents and Data. Consultant makes no such representation and warranty in regard to Documents and Data which may be provided to Consultant by City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City’s sole risk. 9) Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of the Agreement shall be held confidential by Consultant unless and until such documents become a matter of public record. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the services under this Agreement. Nor shall such materials be disclosed to any person or entity not connected with the performance of the services under this Agreement. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City’s name or insignia, photographs relating to project for which Consultant’s services are rendered, or any publicity pertaining to the Consultant’s services under this Agreement in any magazine, trade paper, newspaper, television, or radio production or other similar medium without the prior written consent of City.
10) Consultant’s Books and Records Consultant shall maintain any and all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, expenditures, and disbursements charged to City for a minimum period of three (3) years, or for any longer period required by law, from the date of final payment to Consultant to this Agreement.
a) Consultant shall maintain all documents and records which demonstrate performance under this Agreement for a minimum of three (3) years, or for any longer period required by law, from the date of termination or completion of the Agreement. b) Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit, at any time during regular business hours, upon written request by the City Manager, City Attorney, City Finance Director, or a designated representative of these officers. Copies of such documents shall be provided to the City
for inspection at 526 C Street, Marysville, California when it is practical to do so.
Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Consultant’s address indicated for receipt of notices in this Agreement. c) Where City has reason to believe that such records or documents may be lost or discarded due to dissolution, disbandment, or termination of Consultant’s business, City may, by written request by any of the above named officers, require that custody of the records be given to the City and that documents be maintained by City Hall. 11) Independent Contractor. It is understood that Consultant, in the performance of the services agreed to be performed, shall act as and be an independent contractor and shall not act as an agent or employee of the City. Consultant shall obtain no rights to retirement benefits or other benefits which accrue to City’s employees, and Consultant hereby expressly waives any claim it may have to any such rights.
12) Interest of Consultant. Consultant (including principals, associates, and professional employees) covenants and represents that it does not now have any investment or interest in real property and shall not acquire any interest, direct or indirect, in the area covered by this Agreement or any other source of income, interest in real property or investment which would be affected in any manner or degree by the performance of Consultant’s services hereunder.
Consultant further covenants and represents that in the performance of its duties hereunder no person having any such interest shall perform any services under this Agreement.
Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:
a) will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation, or counsel independent of the control and direction of the City or any City official, other than normal agreement monitoring; and b) possesses no authority with respect to any City decision beyond rendition of information, advice, recommendation, or counsel. (FPPC Reg. 18700(a)(2)). 13) Professional Ability of Consultant. City has relied upon the professional training and ability of Consultant to perform the services hereunder as a material inducement to enter into this Agreement. All services provided by Consultant under this Agreement, shall be by Those individuals listed in the Consultants’ proposal and shall be in accordance with applicable legal requirements and shall meet the standard of quality ordinarily to be expected of competent professionals in Consultant’s field of expertise.
14) Compliance with Laws. Consultant shall use the standard of care in its profession to comply with all applicable federal, state, and local laws, codes, ordinances, and regulations. 15) Licenses. Consultant represents and warrants to City that it has all licenses, permits, qualifications, insurance, and approvals of whatsoever nature which are legally required of Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, insurance, and approvals which are required by the City for its business.
16) Indemnity. Tothefullest extent allowed bylaw,Consultantspecifically agrees to indemnify, defend, and hold harmless the City, its officers, agents, and employees (hereinafter collectively the "City") from and against any and all actions, claims, demands, losses, expenses (including attorneys' fees and expert witness expenses), damages, and liabilities resulting from injury or death of a person or injury to property or any other claim that arises out of, pertains to or relates to the negligence, recklessness, or willful misconduct of Consultant, its subcontractor(s), subconsultant(s), agents, and employees. Consultants assumes no responsibility to indemnify City for the negligent acts or omissions or willful misconduct of the City. TheConsultantshall pay all reasonable costs that may be incurred by the City in enforcing this indemnity, including reasonable attorneys' fees. Consultant shall provide indemnity to the City pursuant to this paragraph in the event the Claimant and/or the City allege conduct on Consultant's part which renders Consultant fully or partially responsible forthe alleged claim or otherwise obligated to provide a defense and/or indemnity to the City. Consultant's obligations of defense and indemnity arise even if the claim is frivolous or lacking in merit. Consultant shall defend and indemnify the City pursuant to this section unless and until it is finally established by a court of law that the City's sole active negligence or willful misconduct caused the alleged claim. The defense and indemnification obligations of this Agreement are undertaken in addition to, and shall in no way be limited by, the insurance obligations contained in this Agreement. The indemnification obligation is not limited in any way by any limitation on the amount or type of damages or compensation payable to or for Consultant or its agents under workers' compensation acts, disability benefit acts or other employee benefit acts. The indemnity provisions of this section survive the termination and/or expiration of the Agreement.
Consultant's duty to defend is separate and independent of its duty to indemnify. The duty to defend includes claimsfor which theCity may be liable without fault or be strictly liable.
The duty to defend applies regardless of whether the issues of negligence, strict liability, fault, default or other obligation on the part of the City has been determined. The duty to defend applies immediately regardless of whether the City has paid any sums or incurred any detriment arising out of or relating (directly or indirectly) to any claims.
Notwithstanding the foregoing, the City on behalf of itself reserves the right to assume the defense of any action, arbitration or proceeding against which Consultant may have an obligation to defend pursuant to this Agreement including the right to appoint counsel of its choice, without affecting Consultant's obligation to indemnify for the cost of such defense.
17) Insurance Requirements. Consultant, at Consultant’s own cost and expense, shall procure and maintain, for the duration of the Agreement, the insurance coverage and policies as set forth in Exhibit “B” attached hereto.
18) Notices. Any notice required to be given under this Agreement shall be in writing and either served personally or sent prepaid, first class mail. Any such notice shall be addressed to the other party at the address set forth below. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section. a) If to City: City of Marysville
526 C Street
Marysville, CA 95901
Attn: Public Works Director
2) If to Consultant: 4J Construction Services
PO Box 432
Sutter CA 95982
Attn: Jerry Handy
19) RFQ Document. Any Request for Qualifications and documents issued therewith (collectively RFQ) by the City that resulted in selection of the Consultant for entry into this Agreement are hereby incorporated into and made a part of this Agreement MENT. In the event of a conflict between the RFQ and this Agreement (including any Exhibit hereto), this Agreement (including any Exhibit hereto) shall take precedence.
20) Entire Agreement. This Agreement and incorporated RFQ documents constitutes the complete and exclusive statement of Agreement between the City and Consultant. All prior written and oral communications, including correspondence, drafts, memoranda, and representations are superseded in total by this Agreement.
21) Amendments. This Agreement may be modified or amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney. 22) Assignments and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience, and competence of Consultant. Assignments of any or all rights, duties, or obligations of the Consultant under this Agreement will be permitted only with the express prior written consent of the City.
Consultant shall not subcontract any portion of the services to be performed under this Agreement without the prior written authorization of the City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of any subconsultant of Consultant. Nothing in this Agreement shall create any contractual relationship between City and subconsultant nor shall it create any obligation on the part of the City to pay or to see to the payment of any monies due to any such subconsultant other than as otherwise required by law.
23) Waiver. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach of the same or any other provision under this Agreement. 24) Severability. If any term or portion of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.
25) Controlling Law Venue. This Agreement and all matters relating to it shall be governed by the laws of the State of California and any action brought relating to this Agreement shall be held exclusively in a state court in the County of Yuba. 26) Litigation Expenses and Attorney’s Fees. If either party to this Agreement commences any legal action against the other part arising out of this Agreement, the prevailing party shall be
entitled to recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses, and reasonable attorney’s fees.
27) Execution. This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy hereof shall have been signed by both parties hereto. In approving this Agreement, it shall not be necessary to produce or account for more than one such counterpart. 28) Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each party warrants that the individuals who have signed this Agreement have the legal power, right, and authority, to make this Agreement and to bind each respective party.
29) Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability.
For the term of this Agreement, no member, officer, or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 30) Equal Opportunity Employment. Consultant represents that Consultant is an equal opportunity employer and Consultant shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, disability, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff, or termination.
31) This agreement does not create any rights in any person or entity other than the parties hereto."
SIGNATURES ON NEXT PAGE
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed on the date first written above.
CITY OF MARYSVILLE NAME OF CONSULTANT
By: By: ______
Jim Schaad, City Manager
Title: ______
APPROVED AS TO FORM:
By: Business License #: ______
Brant Bordsen, City Attorney
Tax ID No.: ________
ATTEST:
By:
Nicole Moe, City Clerk
Attachments: Exhibit A – Scope of Services
Exhibit B – Insurance Requirements
City of Marysville Request for Qualifications
Department of Public Works Project Manager/Construction Superintendent Services
Exhibit A
Scope of Services
4.1. GENERAL PERSONNEL REQUIREMENTS
1. PURPOSE OF WORK
This scope of work is not for specific projects, but for specific services. The services are to be rendered are for the duration of the Agreement term.
Services to be rendered are under the direction of the City’s assigned Contract Administrator (City Manager or designee), are on an as-needed basis, and based upon the City’s approval and issue of a specific Task Order. Services performed shall include, but not be limited to:
1.1. Preconstruction:
• Participate in review design phase submittals.
• Gain familiarity with assigned project needs, budget, and timing. • Review contracts and interact with Public Works Director, Public Works Manager, City Engineer, and design consultants as needed to obtain appropriate scope and level of effort. • Review level of effort and associated costs for reasonableness and appropriate quantity for potential project scope.
• Participate in review of design phase submittals for programed projects. • Assist in bidding and award process.
• Participate in pre-bid meetings.
• Interact with construction contractors to communicate appropriate scope and level of effort and ensure that the project is properly constructed and executed per the contract and scope of work.
• Develop specifications/scopes of work and solicit quotations for minor projects/work.
1.2. Construction:
• Coordinate and communicate effectively with various consultants, agencies, regulatory agencies, other District employees, and/or others.
• Proactively manage change on an assigned project.
• Monitor construction schedule and report variances.
• Manage project contingencies and allowances.
• Maintain project documentation.
• Provide periodic status reports in prescribed format.
• Review project invoices for reasonableness, correctness, and appropriate charges, and timely processing and payment as required.
• Review and provide recommendations to contractor’s RFI’s change order requests • Provide physical oversight at job sites
• Attend periodic project status meetings.
1.3. Project Closeout:
• Assist with final punch list and final inspections.
• Assist in review and transfer of the final warranty/guarantee. • Assist in review and turnover of project as-built documents. • Assist in review and transfer of all required maintenance and operation manuals. • Provide assistance in planning, scheduling, coordinating and execution of the physical relocation of personnel and equipment or other physical assets. • Coordinate and ensure that required training on systems and materials takes place. • Review project/contract closeout documents for accuracy and completeness. • Assist in the reconciliation of expenditures and budget. • Assist in the finalization of any outstanding contracts and claims.
1.4. Miscellaneous
• Participate in other City meetings as required.
• Provide estimating services as required.
• Provide specialized technical support.
2. GENERAL PERSONNEL REQUIREMENTS
The Consultant’s personnel shall be capable, competent, and experienced in efficiently performing the types of work in the Agreement with minimal instruction. Personnel skill level should match the specific job classifications, as set forth herein or in the Consultant’s Cost Proposal and task complexity. The Consultant’s personnel shall be knowledgeable about, and comply with, all applicable Federal, State, and local laws and regulations. The substitute personnel shall have significant experience in the work involving a similar project for at a minimum two (2) previous projects, unless otherwise approved by the City’s Contract Administrator.
2.1. The Consultant’s personnel may be asked to attend certain special training if recommended by the City’s Contract Administrator. On such occasions, with the approval of the City’s Contract Administrator, the City shall compensate the Consultant for the Consultant’s actual cost for time spent in training only. All other costs, fees, and expenses associated with the training, including any transportation costs and training fees, shall be the Consultant’s responsibility. In addition, services to train City personnel shall not be provided by the Consultant under the Agreement.
2.2. The Consultant’s personnel shall typically be assigned to and remain on specific City projects/deliverables until completion and acceptance of the project/deliverables by the City.
Personnel assigned by the Consultant shall be available at the start of a Task Order and after acceptance of the project/deliverable by the City.
2.3. In responding to a City Task Order, and in consultation with the City’s Contract Administrator, the Project Manager/Construction Superintendent shall identify the specific individuals proposed for the task and their job assignments. The Consultant shall provide documentation that proposed personnel meet the appropriate minimum qualifications as required by the Agreement.
2.4. After the City’s Contract Administrator’s approval of the Consultant’s personnel proposal and finalization of the Agreement or Task Order, the Consultant may not add or substitute personnel without the City’s Contract Administrator’s prior written approval. The removal or replacement of personnel or subcontractors without the written approval from the City’s Contract Administrator shall be violation of the Agreement and may result in termination of the Agreement.
2.5. The Consultant is required to submit a written request and obtain the City’s Contract Administrator’s prior written approval for any substitutions, additions, alterations, or modifications to the Consultant’s originally proposed personnel and project organization, as depicted on the proposed Consultant’s Organization Chart or the Consultant’s cost proposals. The substitute personnel shall have the same job classification, as set forth herein or in the Consultant’s Cost Proposal, not exceed the billing rate, and meet or exceed the qualifications and experience level of the previously assigned personnel, at no additional cost to the City. The substitute personnel shall have significant experience in the work involving a similar project for at a minimum two (2) previous projects, unless otherwise approved by the City Contract Administrator.
2.6. Resumes containing the qualifications and experience of the Consultant’s and Subconsultant’s personnel, which include existing, additional, and substitute personnel, and copies of their minimum required certifications, shall be provided by the Consultant upon request.
2.7. The City’s Contract Administrator may interview the Consultant’s personnel for qualifications and experience. The City’s Contract Administrator’s decision to select the Consultant’s personnel shall be binding to the Consultant and its Subconsultants. The Consultant shall provide adequate qualified personnel to be interviewed by the City’s Contract Administrator within one (1) week of receiving the request.
2.8. The City’s Contract Administrator shall evaluate the adequacy (quality and quantity) of the work performed by the Consultant’s personnel, and determining whether the deliverables satisfy the agencies’ specified design criteria. The City’s Contract Administrator may reject any Consultant personnel determined by the City’s Contract Administrator to lack the minimum qualifications. If at any time the level of performance is below expectations, the
City’s Contract Administrator may direct the Consultant to immediately remove the Consultant’s personnel from the project specified in a Task Order and request another qualified person be assigned as needed. The substitute personnel shall meet the qualifications required by the Agreement for performance of the work as demonstrated by a resume and copies of current certifications submitted by the Consultant. Substitute personnel shall receive prior written approval from the City Contract Administrator.
Invoices with charges for personnel not pre-approved by the City’s Contract Administrator for work on the Agreement and for each Task Order shall not be reimbursed.
2.9. If key Consultant personnel are expected in the Yuba/Sutter area to work for extended period(s) of time, the Consultant shall either relocate the personnel or make every effort to hire local persons.
2.10. The City shall not reimburse the Consultant for costs to relocate its personnel to the service area of the Agreement. The City shall not reimburse the Consultant for per diem costs, unless preapproved by the City Contract Administrator. The City shall not reimburse the Consultant for out-of-State travel without prior written approval from the City Contract Administrator.
3. DELIVERABLES
3.1. As agreed, upon by the City and the Consultant in this Scope of Work section and specified on any specific Task Order.
4. SCHEDULE
4.1. Work will be performed in a timely and responsive manner to minimize schedule delays.
Project specific work will be per a schedule agreed upon the City and Consultant in the Task Order for the project. The work shall not be performed when conditions prevent a safe and efficient operation.
4.2. The Consultant shall begin the required work within two (2) working days after receiving a fully executed Task Order from the City’s Contract Administrator to the Project Manager/Construction Superintendent or on the date specified in the Task Order. Some work, however, may require the Consultant’s personnel to mobilize within twenty-four (24) hours of notifications. Once the work begins, the work shall be performed diligently until all required work has been completed to the satisfaction of the City Contract Administrator.
4.3. If the City determines that the work cannot be performed during normal business hours or the work is necessary at off hours to avoid danger to life or property, the Consultant's operations may be restricted to specific hours during the week. Night work may be required on projects involving high traffic areas. The City construction contractor’s operations may be restricted to specific hours during the week, which shall become the normal workday for Consultant’s personnel. Changes in hours or schedules shall be documented by amendment
of Task Orders. Any shift differential rate pay shall be reimbursed in accordance with the applicable Department of Industrial Relations (DIR) determination.
Exhibit B
Insurance Requirements
Consultant shall procure and maintain for the duration of the contract insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant, his agents, representatives, employees or subcontractors.
MINIMUM SCOPE OF INSURANCE
Coverage shall be at least as broad as:
1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $2,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location or the general aggregate limit shall be twice the required occurrence limit.
2. Automobile Liability: ISO Form Number CA 00 01 covering any auto (Code 1), or if Consultant has no owned autos, hired, (Code 8) and non-owned autos (Code 9), with limit no less than $2,000,000 per accident for bodily injury and property damage.
3. Workers’ Compensation: as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease.
4. Professional Liability (Errors and Omissions): Insurance appropriate to the Consultant’s profession, with limit no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate.
If the Consultant maintains higher limits than the minimums shown above, the City requires and shall be entitled to coverage for the higher limits maintained by the Consultant.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City, its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10 and CG 20 37 forms if later revisions used).
Primary Coverage
For any claims related to this contract, the Consultant’s insurance coverage shall be primary insurance as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.
Waiver of Subrogation
Consultant hereby grants to City a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance.
Consultant agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by the City. The City may require the Consultant to purchase coverage with a lower deductible or retention or provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.
Claims Made Policies
If any of the required policies provide claims-made coverage:
1. The Retroactive Date must be shown, and must be before the date of the contract or the beginning of contract work.
2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the contract effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of work.
Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the applicable policy language effecting coverage required by this clause. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
ATTACHMENT 2
DISCLOSURE OF CONFLICT OF INTEREST
YES* NO
1 Are you currently in litigation with the City of Marysville or any of its agents? □ □
2 Do you represent any firm, organization or person who is in litigation with the City of Marysville? □ □
3 Do you currently represent or perform work for any clients who do business with the City of Marysville? □ □
4 Are you or any of your principals, managers or professionals, owners or investors in a business which does business with the City of Marysville, or in a business which is in litigation with the City of Marysville?
□ □
5 Are you or any of your principals, managers, or professionals, related by blood or marriage to any City of Marysville employee who has any significant role in the subject matter of this service? □ □ 6 Do you or any of your subcontractors have, or expect to have, any interest, direct or indirect, in any other contract in connection with this Project? □ □ * If the answer to any question is yes, please explain in full below. ________________________________________________________________________________________ ________________________________________________________________________________________ ________________________________________________________________________________________ ________________________________________________________________________________________ ______________________________
Signature Date
_________________________________
(Name)
_________________________________
(Company)
_________________________________
(Address)
_________________________________
(City, State, Zip)
ATTACHMENT 3
Cost Proposal
Billing Rates for Contract Year 1
Note: all rates shall include travel and mileage. These will not be acceptable reimbursable items.
Job Title Name of Personnel Hourly
Rate
Daily Rate
(max)
Effective Dates of Rates: ___________________________
Signature: _____________________________________
NOTE: All licensed professionals in responsible charge of the work MUST be directly employed by the responding Consultant and NOT employed as a Sub-Consultant. Consultant's proposed rates should include and account for all direct labor costs, fringe benefits, insurance, overhead, profit, travel, and all other expenses the Consultant will incur in providing Services. All other Services not included herein shall be negotiated as required.
ATTACHMENT 3
Cost Proposal
Billing Rates for Contract Year 2
Note: all rates shall include travel and mileage. These will not be acceptable reimbursable items.
Job Title Name of Personnel Hourly
Rate
Daily Rate
(max)
Effective Dates of Rates: ___________________________
Signature: _____________________________________
NOTE: All licensed professionals in responsible charge of the work MUST be directly employed by the responding Consultant and NOT employed as a Sub-Consultant. Consultant's proposed rates should include and account for all direct labor costs, fringe benefits, insurance, overhead, profit, travel, and all other expenses the Consultant will incur in providing Services. All other Services not included herein shall be negotiated as required.
ATTACHMENT 4
LAPM EXHIBIT 10-Q
DISCLOSURE OF LOBBYING ACTIVITIES
ATTACHMENT 5
(Federal Title VI Assurances – Appendices A and E)
Appendix A:
During the performance of this contract, the Consultant, for itself, its assignees, and successors in interest (hereinafter referred to as the “contractor”) agrees as follows:
(1) Compliance with Regulations: The Contractor (hereinafter includes Consultants) will comply with the Acts and the Regulations relative to Non- discrimination in Federally assisted programs of the U.S.
Department of Transportation, Federal Highway Administration, as they may be amended from time to time, which are herein incorporated by reference and made a part of this contract. (2) Non-discrimination: The Contractor, with regard to the work performed by it during the contract, will not discriminate on the grounds of race, color, national origin, age, sex, or disability in the selection and retention of subcontractors, including procurements of materials and leases of equipment. The Contractor will not participate directly or indirectly in the discrimination prohibited by the Acts and the Regulations, including employment practices when the contract covers any activity, project, or program set forth in Appendix B of 49 CFR Part 21.
(3) Solicitation for Subcontracts, Including Procurements of Materials and Equipment: In all solicitations, either by competitive bidding, or negotiation made by the Contractor for work to be performed under a subcontract, including procurements of materials, or leases of equipment, each potential subcontractor or supplier will be notified by the Contractor of the Contractor’s obligations under this contract and the Acts and the Regulations relative to Non-discrimination on the grounds of race, color, national origin, age, sex, or disability.
(4) Information and Reports: The Contractor will provide all information and reports required by the Acts, the Regulations, and directives issued pursuant thereto and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the Recipient or the FHWA to be pertinent to ascertain compliance with such Acts, Regulations, and instructions. Where any information required of a Contractor is in the exclusive possession of another who fails or refuses to furnish the information, the Contractor will so certify to the Recipient or the FHWA, as appropriate, and will set forth what efforts it has made to obtain the information. (5) Sanctions for Noncompliance: In the event of a Contractor’s noncompliance with the Nondiscrimination provisions of this contract, the Recipient will impose such contract sanctions as it or the FHWA may determine to be appropriate, including, but not limited to:
1. withholding payments to the Contractor under the contract until the Contractor complies; and/or
2. cancelling, terminating, or suspending a contract, in whole or in part. (6) Incorporation of Provisions: The Contractor will include the provisions of paragraphs one through six in every subcontract, including procurements of materials and leases of equipment, unless exempt by the Acts, the Regulations and directives issued pursuant thereto. The Contractor will take action with respect to any subcontract or procurement as the Recipient or the FHWA may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, that if the Contractor becomes involved in, or threatened with litigation by a subcontractor, or supplier because of such direction, the Contractor may request the Recipient to enter into any litigation to protect the interests of the Recipient. In addition, the Contractor may request the United States to enter into the litigation to
protect the interests of the United States.
Appendix E:
During the performance of this contract, the Contractor, for itself, its assignees, and successors in interest (hereinafter referred to as the “Contractor”) agrees to comply with the following non-discrimination statutes and authorities, including, but not limited to:
• Title VI of the Civil Rights Act of 1964 (42 U.S.C. § 2000d et seq., 78 stat. 252), prohibits discrimination on the basis of race, color, national origin); and 49 CFR Part 21; • The Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970, (42 U.S.C. § 4601), (prohibits unfair treatment of persons displaced or whose property has been acquired because of Federal or Federal-aid programs and projects);
• Federal-Aid Highway Act of 1973, (23 U.S.C. § 324 et seq.), prohibits discrimination on the basis of sex;
• Section 504 of the Rehabilitation Act of 1973, (29 U.S.C. § 794 et seq.), as amended, (prohibits discrimination on the basis of disability); and 49 CR Part 27; • The Age Discrimination Act of 1975, as amended, (42 U.S.C. § 6101 et seq.), prohibits discrimination on the basis of age);
• Airport and Airway Improvement Act of 1982, (49 U.S.C. § 471, Section 47123), as amended, (prohibits discrimination based on race, creed, color, national origin, or sex); • The Civil Rights Restoration Act of 1987, (PL 100-209), (Broadened the scope, coverage and applicability of Title VI of the Civil Rights Act of 1964, The Age Discrimination Act of 1975 and Section 504 of the Rehabilitation Act of 1973, by expanding the definition of the terms “programs or activities” to include all of the programs or activities of the Federal-aid recipients, sub-recipients and contractors, whether such programs or activities are Federally funded or not); • Titles II and III of the Americans with Disabilities Act, which prohibit discrimination of the basis of disability in the operation of public entities, public and private transportation systems, places of public accommodation, and certain testing entities (42 U.S.C. §§ 12131 – 12189) as implemented by Department of Transportation regulations 49 C.F.R. parts 37 and 38; • The Federal Aviation Administration’s Non-discrimination statute (49 U.S.C. § 47123) (prohibits discrimination on the basis of race, color, national origin, and sex); • Executive Order 12898, Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations, which ensures discrimination against minority populations by discouraging programs, policies, and activities with disproportionately high and adverse human health or environmental effects on minority and low-income populations; • Executive Order 13166, Improving Access to Services for Persons with Limited English Proficiency, and resulting agency guidance, national origin discrimination includes discrimination because of limited English proficiency (LEP). To ensure compliance with Title VI, you must take reasonable steps to ensure that LEP persons have meaningful access to your programs (70 Fed. Reg. at 74087 to 74100); • Title IX of the Education Amendments of 1972, as amended, which prohibits you from discriminating because of sex in education programs or activities (20 U.S.C. 1681 et seq).