Agenda packet — Ontario City Council, February 20, 2024 (part 2 of 2)

BB&K 2020

AM
ENDMENT NO. 5 TO THE DESIGN SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

COMMUNITY WORKS DESIGN GROUP

1. P
arties and Date.

T
his Amendment No. 5 to the Agreement (as defined herein) is made and entered as of ____________, by and between the City of Ontario (“City”) and Community Works Design Group, a CORPORATION (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.”

2. Recitals.

2.1 A greement. T he City and Consultant have entered into an agreement entitled “Design Services Agreement for On-Call Landscape Architectur al Services PW 1819-1” dated July 2, 2019 (“Agreement”).

2.2 A mendment Purpose. T he City and Consultant desire to amend the A greement for the proposed new lighting project at South Bon View Park Multi -Purpose Field increasing the contract amount by $49,745 for a new not-to-exceed contract amount of Four Hundred Seventy - Four Thousand and Four Hundred Fifty Dollars ($474,450). The Parties have heretofore entered into that Amendment No. 1 dated November 1, 2022, Amendment No. 2 dated July 15, 2022, Amendment No. 3 dated June 6, 2023, and Amendment No. 4 dated November 21, 2023.

2.3 A mendment Authority. T his Amendment No. 5 is authorized pursuant to Sect ion

3.10.1 of the Agreement.

3. T
erms.

3.1 Amendment . S ection 3.10.1 of the Agreement is hereby amended in its entir ety to read as follows:

3.10.1 Consultant’s Compensation for Ba sic Services. " City shall pay to Consultant, for the p erformance of al l Services rendered under this Agreement, the total not to exceed amount in accordance with City Council approved work plans and budgets. 183
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(“Total Compensation”). This Total Compensation amount shall be based upon, and may be adjusted accor ding to, the fe e schedule and related terms and conditions attached hereto as Exhibit “B” and incorporated herein by reference. The Tot al Compensation, as may be adjusted upon mutual agreement, shall constitute complete and adequate payment for Services under this Agreement.” E
xhibit B is hereby deleted in its entirety and replaced with Attachment A attached hereto and incorporated herein by reference.

3.2 C ontinuing Effect of Agreement . Except as amended by this Ame ndment No. 5, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 5. From and after the date of this Amendment No. 5, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by thi s Amendment No. 5.

3.3 A dequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligati ons they have undertaken pursuant to this Amendment No. 5.

3.4 S everability. If any portion of this Amendment No. 5 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5 I ntegration. This A mendment represents the entirety of the Parties’ understanding relating to the subject of this Amendment, including written or verbal communications between the Parties, which shall have no relevance unless expressly incorporated herein. This is an integr ated amendment.
[
SIGNATURES ON FOLLOWING PAGE]
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SIGNATURE PAGE FOR AMENDMENT NO. 5 TO THE DESIGN SERVICES

AGREEMENT BETWEEN THE CITY OF ONTARIO

AND COMMUNITY WORKS DESIGN GROUP

IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 5 as of the day and year first above written.

CITY OF ONTARIO COMMUNITY WORKS DESIGN GROUP
By:

Its:

Printed Name:

By:

Its:

Printed Name:

[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

185
J
anuary 16, 2024
M
r. Niles Boyer, Interim Municipal Services Director
CITY OF ONTARIO – PUBLIC WORKS AGENCY
1333 S. Bon View Avenue
E: [email protected]
S
ubject: Proposal for Professional Design Services for South Bon View Park Lighting Improvements Dear Niles:

On behalf of the firm of Community Works Design Group, we are pleased to present this proposal to provide schematic planning, construction plans, specifications, cost estimates, and construction administration for the multi-purpose field lighting and associated electrical improvements for new Musco Lighting, including any site work needed to rehabilitate the areas affected by new construction.

I
n addition to discussing the project parameters with the City, we have reviewed all provided correspondence and Musco lighting design for the project scope and site.

O
ur proposal covers key issues we feel to be of greatest significance for the smooth, efficient completion of the project. The members of the Design Team and I appreciate your consideration of our firm to continue our professional consulting services for this project.

Res
pectfully submitted,

COMMUNITY WORKS DESIGN GROUP
S
cott Rice ASLA, LEED AP, CASp
President
Landscape Architect CA#5111
Certified Access Specialist CASp-709
[email protected]
LANDSCAPE ARCHITECTURE & PLANNING | IRRIGATION DESIGN & AUDITING | CASp & ADA CONSULTING 7111 INDIANA AVENUE, SUITE 300, CA 92504 (951)369-0700 WWW.CWDG.FUN Attachment "A"
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SCOPE OF SERVICES
Services provided by Community Works Design Group (CWDG) for the City will continue to reflect City and Community expectations established in our Statement of Qualifications for On-Call Landscape Architectural Services with the City of Ontario Public Works Agency.

TASK 1. SITE ANALYSIS/ PROJECT ASSESSMENT

1. We will meet with City staff at the project site to kick off the project and to review existing conditions in detail. We will attend all meetings as required during this phase of the project, either virtually or in -person – whichever platform is best suited to support the meeting discussion.

2. Since the site work is limited to electrical and lighting upgrades, Valued Engineering, Inc. will prepare a topographic survey base of the areas of improvement to determine current finished ground levels to ensure all lights are evenly installed.

3. Our electrical subconsultant, Design West Engineering, will review the existing SCE service as well as existing switchgear and panels, in order to properly plan for reuse of the aforementioned items with new circuits provided where needed.

4. We will have Geotek conduct borings for a geotechnical report to evaluate known soil conditions and how they may affect proposed light poles as specified by Musco Lighting. Note:

Structural calculations are included under Musco Lighting.

5. We will prepare a critical path schedule, identifying key submittal dates and progress milestones for City review and approval.

TASK 1. SITE ANALYSIS/ PROJECT ASSESSMENT- DELIVERABLES • Topographical Survey in DWG and PDF
• Geotechnical Report
• PDF copies of all documents
• Regular e-mail progress updates and ongoing coordination documentation • Preliminary Schedule

TASK 2. SCHEMATIC DESIGN

1. We will develop an initial blackline conceptual plan, using the as-built file supplemented by aerial photography as a base, in order to determine rough alignment, grades and construction quantities.
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2. We will prepare an initial construction cost estimate of the aforementioned quantities for City review. Our electrical engineering subconsultant will provide opinions of probable costs for providing adequate power to the new multi-purpose field lighting.

3. We will meet with the City to determine which improvements align with the available budget.

4. Once these key decisions have been made, we will develop a color conceptual plan. We will plan on participating in one public meeting with the City and stakeholders as part of the conceptual design process.

5. Upon review of City input, we will adjust and finalize these exhibits.

TASK 2. PRELIMINARY DESIGN - DELIVERABLES
• Blackline Concept Plan
• Cost Estimate with updates
• Color Plan and Exhibits with supporting photos
• PDF copies of all documents
• Regular e-mail progress updates and ongoing coordination documentation

TASK 3. DESIGN DEVELOPMENT/ CONSTRUCTION DOCUMENTS

There will be two phases of Construction Documents. The first phase will include the Design Development, noted above, in which we will bring the drawings to approximately 50% completion. Plans at this stage will outline all demolition/protection items as well as items to be constructed. These plans will be turned over to the City for staff review in order to determine any final adjustments prior to working out details and beginning specifications. Once approved, our office will continue on the Construction Documents until 100% complete, where they will be turned over to City staff and Departments as required for final review.

1. DEMOLITION PLANS: We will prepare demolition plans, highlighting which existing site features will be protected in place, and identify items and quantities of areas to be removed to make way for the proposed improvements.

2. GRADING PLANS: Valued Engineering Inc. will prepare limited grading plans to provide contractors with enough information to ensure that new improvements and rehabilitated areas comply with current requirements.
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3. CONSTRUCTION PLANS/ DETAILS: Construction Drawings will include site plans and details associated with construction of the above -and-below grade electrical components and any other hardscape elements defined through the conceptual design.

4. PLANTING/ IRRIGATION PLANS: We will prepare irrigation and planting plans showing the adjustment where existing planting areas are affected by new construction. We will utilize drought tolerant shrubs and trees if and where turf is no longer appropriate for the sake of maintenance or usability.

5. ELECTRICAL PLANS: Design West Engineering will provide electrical plans for providing necessary power to support the multi-purpose field lighting improvements.

6. COST ESTIMATES: Final estimates of probable costs will be prepared for review.

7. CLIENT MEETINGS: We will meet with the City as needed to review and refine plans, specifications and estimates to best align with the City’s available funding. (No limit on meetings).

TASK 3. DESIGN DEVELOPMENT/ CONSTRUCTION DRAWINGS - DELIVERABLES

• Construction Documents prepared in AutoCAD, printed to 24”x36” at 20 scale maximum • PDF copies of all documents
• Regular e-mail progress updates and ongoing coordination documentation • Final Cost Estimates

TASK 4. BIDDING PHASE

1. Community Works Design Group will assist the City in conducting a Pre -Bid meeting and provide written documentation of the meeting, noting direction given to contractors, questions asked and follow-up clarifications or addendum items.

2. We will assist the City in evaluating bids.

3. We will assist the City in conducting a pre-award meeting and in preparing the contract for construction.
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TASK 4. BIDDING - DELIVERABLES

• Spreadsheet of Bid Line Items
• PDF copies of all documents
• Regular e-mail progress updates and ongoing coordination documentation • Design, coordination, and preparation of meeting agendas

TASK 5. CONSTRUCTION PHASE

1. CONTRACT ADMINISTRATION: CWDG and the design team will review shop drawings and material samples, respond to Contractor Requests for Information (RFI’s), and review project submittals.

CWDG will attend periodic construction progress meetings.

2. FIELD OBSERVATION & SUPERVISION: CWDG will provide field observations with our staff as requested. Visits shall be performed at the current hourly rates listed in Attachment 1. CWDG shall advise and consult with the City during the construction phase.

CWDG shall assist the City in determining the amount owed to the Contractor by reviewing his application for payment.

TASK 5. CONSTRUCTION - DELIVERABLES

• PDF copies of all documents
• Regular e-mail progress updates and ongoing coordination documentation 190
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PROJECT TIMING

We are prepared to begin our services immediately upon receipt of Notice to Proceed (NTP) by the City of Ontario, and to run various City projects concurrently. The City may wish to stagger the incoming projects, and we will adjust the schedule accordingly. For example, if an NTP is issued on February 26, 2024 we foresee the following tentative milestones:

February 26,2024 Notice to Proceed; CWDG and team proceed with site investigation, kick- off meeting, etc.

March 22, 2024 Submit Schematic Plan to City for review; allow 2-3 weeks City review April 4, 2024 Receive Schematic Plan feedback from City; begin Design Development April 30,2024 Submit 50% plans to City for review; allow 2-3 weeks City review May 24, 2024 Submit 90% plans
June 7, 2024 Submit 100% plans

June – July 2024 Bidding/ CC award of construction
August – Nov. 2024 Construction (estimated 3 months*)
The timeline above reflects a steady pace of project progression. However, our firm has the bandwidth and proven performance to expedite the design sequence if deemed necessary.

* Length of construction may be affected by the lead time of the production and delivery of the Musco lights.
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FEE PROPOSAL

The following is our proposed fee to provide all work mentioned in the Scope of Work outline for the South Bon View Lighting Improvement project:

Consultant Services Fee
Task 1. Site Analysis/ Project Assessment
Geotechnical Report
Site Survey

LUMP SUM

LUMP SUM
$ 3,570
$ 9,130
$ 3,700
Task 2. Preliminary Design LUMP SUM $ 5,635
Task 3. Design Development/ Const. Dwgs LUMP SUM $ 16,740 Task 4. Bidding Support Hourly/ NTE $ 2,060
Task 5. Construction Administration Hourly/ NTE $ 7,910

Reimbursables ALLOW $ 1,000

Total $ 49,745

The scope and fees listed above reflect our understanding of the project and all of the work we are recommending for the successful completion of this project. However, we are open to negotiating our exact scope and fees to best suit the City’s needs and available budget.

1. Provisions of On-Call Landscape Architect Services PW 1819-1 shall take precedence for this proposal.
192
Department: Public Works
Prepared By: Niles Boyer
Staff Member Presenting:

Tito Haes, Executive Director Public Works
Reviewed By: Bonnie Tam, Gina Gomez
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 10
SUBJECT:

AN AMENDMENT TO THE DESIGN SERVICES AGREEMENT WITH ROBERT BORDERS

AND ASSOCIATES FOR ON-CALL ARCHITECTURAL DESIGN SERVICES FOR HOMER

BRIGGS PARK AND ANTHONY MUNOZ PARK CONCESSION AREA UPGRADES AND

ROOF DESIGN PROJECT

CITY OF ONTARIO
Agenda Report
February 20, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager or his designee to execute Amendment No. 20 to the on-call Design Services Agreement with Robert Borders and Associates, of Costa Mesa, California, for the Anthony Munoz Park Concession Area Upgrades in the amount of $185,669 for a total not-to-exceed contract amount of $838,131.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

The Fiscal Year 2023-24 Adopted Budget includes appropriations in the Capital Projects-Measure Q Fund for the Homer Briggs Park and Anthony Munoz Park Concession Area Upgrades and Roof Design Project. The recommended Amendment No. 20 will increase the total contract amount by $185,669, funded by Measure Q, for a total not-to-exceed contract amount of $838,131.

BACKGROUND & ANALYSIS:

The proposed Amendment to the architectural design services includes renovations and upgrades to facilities located at Homer Briggs and Anthony Munoz Parks.

The concession area upgrades and roof design project will provide uniformity of the concession areas.

The architectural design services include schematic design and design development of a proposed Space Plan, preparation of construction drawings, technical speciﬁcations, processing of drawings through the City Plan Check process and assistance during the construction administration phase and normal structural, electrical, and mechanical engineering services. 193
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AMENDMENT NO. 20 TO THE DESIGN SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND

ROBERT BORDERS AND ASSOCIATES

1. Pa
rties and Date.

This Amendment No. 20 to the Agreement (as defined herein) is made and entered as of ____________, by and between the City of Ontario (“City”) and Robert Borders and Associates, a Corporation (“Consultant”). City and Consultant a re sometimes individually referred to as “Party” and collectively as “Parties.”

2. Reci
tals.

2.1 Ag reement. T he City and Consultant have entered into an agreement entitled “Design Services Agreement” dated January 1, 2020 (“Agreement”).

2.2 Am endment Purpose. T he City and Consultant desire to amend the A greement to revise the scope of services for the Western Little League (Homer Briggs Park) and AYSO66 (Anthony Munoz P ark) concession kitchens along with the re -roof design for an existing storage building at Anthony Mu noz Park increasing the not -to-exceed amount by One Hundred Eighty - Five Thousand and Six Hundred Si xty-Nine Dollars ($185,669) . The Parties have heretofore entered into that Amendment No. 1 dated March 15, 2020, Amendment No. 2 dated June 22, 2020, Amendment No.3 dated November 19, 2020, Amendment No. 4 dated December 5, 2020, Amendment No. 5 dated January 15, 2021, Am endment No. 6 dated April 6, 2021, Amendment No. 7 dated August 11, 2021, Amendment No. 8 dated September 30, 2021, Amendment No. 9 dated September 30, 2021, Amendment No. 10 dated February 1, 2022, Amendment No. 11 dated October 1, 2022, Amendment No. 12 da ted January 5, 2023, Amendment No. 13 dated May 17, 2023, Amendment No. 14 dated June 20, 2023, Amendment No. 15 dated June 20, 2023, Amendment No. 16 dated August 15, 2023, Amendment No. 17 dated September 19, 2023, Amendment No. 18 dated November 7, 2023 and Amendment No. 19 dated November 7, 2023.

2.3 Amendment Authority. This Am endment No. 20 is authorized pursuant to Section

3.8.1 of the Agreement.

3. Term
s.

3.1 Amendment . Se ction 3.10.1 of the Agreement is hereby amended in its entirety to read as follows:
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“3.10.1 Consultant's Compensation for Basic Services. City shall pay to Consultant , for the performance of all Services rendered under this Agreement, with the total not to exceed amount of Eight Hundred Thirty -Eight Thousand and One Hundr ed Thirty-One Dollars ($838,131) ("Total Compensation"). This Total Compensation amount shall be based upon, and may be adjusted according to, the fee schedule and related terms and conditions attached hereto as Exhibit "B" and incorporated herein by reference. The Total Compensation, as may be adjusted upon mutual agreement, shall constitute complete and adequate payment for Services under this Agreement."

Exhibit A is hereby deleted in its entirety and replaced with Attachment A attached hereto and incorporated herein by reference.

3.2 Continuing Effect of Agreement. Except as amended by this Amendment No. 20, all other provisions of the Agreement rema in in full force and effect and shall govern the actions of the parties under this Amendment No. 20. From and after the date of this Amendment No. 20, whenever the term “Agreement” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 20.

3.3 Adequate Consideration. The Parties hereto irrevocably stipulate and agre e that they have each received adequate and independent consider ation for the performance of the obligations they have undertaken pursuant to this Amendment No. 20.

3.4 Severability. If any portion of this Amendment No. 20 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.

3.5 Integration. This Amendment represents the entirety of the Parties’ understanding relating to the subject of this Amen dment, including written or verbal communications between the Parties, which shall have no relevance unless expressly incorporated herein. This is an integra ted amendment.

[SIGNATURES ON FOLLOWING PAGE]

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SIGNATURE PAGE FOR AMENDMENT NO. 20 TO THE

DESIGN SERVICES AGREEMENT BETWEEN THE CITY OF ONTARIO

AND ROBERT BORDERS AND ASSOCIATES

IN WITNESS WHEREOF, the Parties have entered into this Amendment No. 20 as of the day and year first above written.

CITY OF ONTARIO Robert Borders and Associates
By:

Its:

Printed Name:

By:

Its:

Printed Name:

[If Corporation, TWO SIGNATURES,
President OR Vice President AND Secretary
OR Treasurer REQUIRED]

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk

196
03 January 2024
City of Ontario Public Works Agency
1333 South Bon View Ave.

Ontario, CA 91761
Attention: Niles Boyer
Interim Municipal Services Director
Project: CITY OF ONTARIO
Anthony Munoz Field Storage Building
Ontario, CA
Subject: Architectural Services Proposal
Dear Niles:

Borders Architects is pleased to submit our proposal to provide Architectural Services for the proposed partial demolition and remodel, to the existing approximate 300 Sq Ft. storage building located at 1221 West 5 th Street.

Included with the building renovation will be replacing of the exiting roof framing & roof, addition of lighting and minor cleanup of finishes as needed. We understand from our discussion that the renovated building will serve as storage for the adjacent sports fields equipment.

Our services on this project will include Schematic Design and preparation of Construction Drawings, Technical Specifications, processing drawings through the City Plan Check process and assistance during the Construction Administration Phase. Normal Structural and Electrical Engineering are included.

We propose that our work be performed as follows:

A. BASIC SERVICES:
1 . SCHEMATIC DESIGN:
a. Field verify existing building, bleachers and site area within scope of proposed work. b. Establish basis design and work with the City to produce preliminary schematic plans.

2. CONSTRUCTION DOCUMENTS PHASE: Construction Documents and Technical Specifications will be prepared per Borders Architectural Standards and will be based upon the approved space plan.

The Construction Documents will include the following:
a. Site plan indicating area of work.
b. Demolition Plan
c. Floor Plan, indicating walls, doors & windows and egress requirements. d. Reflected ceiling plan showing light fixtures patterns & locations. e. Finish material plans indicating all interior and exterior material selections.

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ATTACHMENT A
197

CITY OF ONTARIO
Architectural Services Proposal
03 January 2024

Page 2 ends

f. Outlet location plan, indicating electrical, tel ephone and data outlets.

g. Building sections, exterior & interior elevation s and details as needed.

h. Structural Engineering plans prepared by our con sultant.

i. HVAC and Electrical Engineering plans prepared b y our consultants.

j. Book format Technical Specifications.

k. Submittal & processing the Construction Document s through the City Plan Check process.

l. Obtain Cost Estimate.

m. Preparation of as-built drawings from contractor s redline mark ups.

3. BIDDING & NEGOTIATION PHASE: Provide general co ordination & support; respond to bidders, attend bid job walk, etc. An allowance has been inc luded for this phase and will be billed on a time and material basis.

4. CONSTRUCTION CONTRACT ADMINISTRATION PHASE: Pro vide administration of the contract during construction including (1) on-site visit & (1) virtual walk, review of submittals & RFI’s, (1) prelim and (1) final punch walk, virtual meetings as needed, etc.

5. ASSUMPTIONS: Our Proposal is based upon certain assumptions that are listed below.

a. Normal Building permit plan check processing is included. Special permits, Health Dept. review, planning approval, etc. beyond the scope of normal building permit submittal are not included and would be considered Additional Services.

b. Engineering for security, fire alarm, audio-visu al, data, and telephone communication systems are not included. Conduit-only systems are included.

c. Civil Engineering, Geotechnical Engineering & La ndscape Architecture services are not included.

d. Drawings will be prepared with architectural ind ustry standards. Any client mark ups that deviate from the architectural standards will be an add service and billed on a time and materials basis.

B. ADDITIONAL SERVICES: Additional Services are those services requested th at are not specifically included as Basic Services; i.e., Preparation of ad ditional revisions to the space plan, selection of new finishes, additional furniture coordination, beyond the scope, construction administration etc. will b e considered additional services.

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CITY OF ONTARIO
Architectural Services Proposal
03 January 2024

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C. COMPENSATION:

1. BASIC SERVICES: Compensation will be on a time and material basis utilizing the hourly rate include below. The fee for this work will not exceed $47,494.00 without prior approval from The City of Ontario.

The proposed fees are valid for a period of 3 months from the date of proposal. The breakdown is as follows:

BASIC SERVICES
Architecture:

Schematic Design $3,945.00
Construction Documents 15,090.00
Bidding & Negotiation 1,328.00 (8 Hr. Allowance)
Construction Administration 2,975.00 (18 Hr. Allow ance) * Subtotal $23,338.00

Consultant:

Cost Estimating $920.00
Structural Engineering 6,095.00
Structural Const. Administration 2,415.00
MEP Site Survey 1,150.00
MEP Engineering 5,463.00
MEP Construction Admin 863.00
Technical Specifications 5,750.00
Subtotal $22,656.00

Reimbursable Expenses $1,500.00 (Allowance) *

Total Basic Services Fee $47,494.00

*This amount may increase or decrease as expenses are incurred during the course of the Project, such as plan check fees, printing, etc.

2. ADDITIONAL SERVICES: Performed on an hourly bas is utilizing the hourly rates indicated below.

Consultants’ fees for Additional Services will be invoiced at a multiple of 1.15 times the amount expended by our firm.

a. Hourly Rates:

CLASSIFICATION HOURLY RATE

Principal $215.00
Senior Project Manager/Associate $195.00
Project Manager $165.00
Senior Designer $160.00
Intermediate Designer $140.00
Junior Designer $115.00
Senior Drafter $150.00
Intermediate Drafter $125.00
Junior Drafter $100.00
Clerical/Word Processor $85.00

3. REIMBURSABLE EXPENSES: Out-of-pocket expenses i ncurred on behalf of the Project such as travel, messenger services, plan check fees, printi ng, plotting, photography and other forms of reproducing drawings, specifications and documents will be billed to the Client as a reimbursable expense. These expenses will be invoiced at our cost plus 15% and are not considered part of Basic Services. An allowance has been provided for this purpose.

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Architectural Services Proposal
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4. PAYMENT METHOD: Invoices for services rendered and reimbursable expenses shall be submitted once a month on a net 30-day basis. Payments due and unpaid are subject to interest from the date payment is due at the maximum prevailing legal rate.

D. TERMS & CONDITIONS:

1. The Standard Form of Agreement Between Owner and Architect, AIA Document B151, 1997 Edition will be used as a reference for terms and conditions on this project.

E. INSURANCE: The Borders Architects insurance coverage current ly in force is listed below. Similar coverage is required of our major engineering consultants.

TYPE CARRIER LIMIT DEDUCTIBLE

Professional Liability National Casualty $2,000,000
Per Occurrence
$4,000,000
Aggregate
$10,00 0.00
Per Claim

Comprehensive
General Liability
Continental Casualty $1 ,000,000
Per Occurrence

$2,000,000
Aggregate

Umbrella Liability Continental Casualty $2,000,000

Auto Liability Continental Casualty $1,000,000

Workers’ Compensation American Casualty
Co. of Redding PA
$1,000,000

F. REMODELING/REHABILITATION DISCLAIMER:

Inasmuch as the remodeling and/or rehabilitation of an existing building requires that certain assumptions be made regarding existing conditions, and because some of these assumptions may not be verifiable without expending additional sums of money, or destroying otherwise adequate or serviceable portions of the building, the Client will hold harmless, indemn ify and defend the Architect from and against any a nd all claims arising out of the professional services provided under this agreement. The Architect agrees to be responsible for his or his employee’s own neglig ent acts, errors, or omissions in the performance o f their professional service. It is understood and a greed that this contract does not contemplate handl ing of, or design including use of, asbestos or any hazardous waste material. Therefore, Client agrees to hold harmless, defend and indemnify the Architect for al l claims, lawsuits, expenses or damages arising fro m or related to the handling, use, treatment, purchas e, sale, storage or disposal of asbestos, asbestos products or any hazardous waste materials, or hazardous materials in general.

G. AMERICANS WITH DISABILITIES ACT (ADA):

The Americans with Disabilities Act (ADA) requires removal of architectural barriers in existing facil ities where such removal is readily achievable. Client acknowledges that the definition of “readily achievable” contained in the ADA is flexible and subject to int erpretation on a case-by-case approach. The requirements of the ADA will therefore be subject t o various possibly contradictory interpretations. The Architect will use its best professional efforts to interpret applicable ADA requirements and to advise Client as to the modifications to Client’s facility that m ay be required to comply with the ADA. The Archite ct, however, cannot and does not warranty or guarantee that Client’s facility will fully comply with interpretation of ADA requirements by regulatory bodies or court decisions.

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Architectural Services Proposal
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This Proposal has been structured to reflect the le vel of services that we anticipate will best serve your needs on the Project. We would be pleased to respond to any alternatives that you wish to consider or answe r any questions at your convenience.

We appreciate the opportunity to continue our relationship with City of Ontario and thank you for allowing us to present this proposal. If this proposal is acceptable, please sign one copy and return to our office.

Sincerely,

BORDERS ARCHITECTS

Loren Della Marna

Loren Della Marna, NCARB, AIA, LEED AP BD+C
Principal
DJP:jrg

Approved _______________________________ Date__________________________

201
03 January 2024
City of Ontario Public Works Agency
1333 South Bon View Ave.

Ontario, CA 91761
Attention: Niles Boyer
Interim Municipal Services Director
Project: CITY OF ONTARIO
Anthony Munzo Field Concession Building
Ontario, CA
Subject: Architectural Services Proposal
Dear Niles:

Borders Architects is pleased to submit our proposal to provide Architectural Services for the proposed interior improvements to the existing approximate 800 Sq Ft. Concession building located at 1221 West 5 th Street.

I
ncluded with the building renovation will be upgrading the existing kitchen hood & exhaust, providing new kitchen equipment, counters, finishes and lighting. We understand from our discussion that the renovated building will serve as the concession area, storage and utilities for the adjacent sports fields.

Our services on this project will include Schematic Design and preparation of Construction Drawings, Technical Specifications, processing drawings through the City Plan Check and County Health Department process and assistance during the Construction Administration Phase. Normal Structural, Electrical and Mechanical Engineering are included.

We propose that our work be performed as follows:

A. BASIC SERVICES:

1. SCHEMATIC DESIGN:
a. Field verify existing building and site area within scope of proposed work. b. Establish basis design and work with the City to produce preliminary schematic plans.

2. CONSTRUCTION DOCUMENTS PHASE: Construction Documents and Technical Specifications will be prepared per Borders Architectural Standards and will be based upon the approved space plan.

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g. Building sections, interior elevations and detai ls as needed.

h. Structural Engineering plans prepared by our con sultant.

i. HVAC and Electrical Engineering plans prepared b y our consultants.

j. Book format Technical Specifications.

k. Submittal & processing the Construction Document s through the City Plan Check process.

l. Obtain Cost Estimate.

m. Preparation of as-built drawings from contractor s redline mark ups.

5. ASSUMPTIONS: Our Proposal is based upon certain assumptions that are listed below.

a. Normal Building permit plan check processing is included. Special permits, planning approval, etc. beyond the scope of normal building permit submitta l are not included and would be considered Additional Services.

b. Engineering for security, fire alarm, audio-visu al, data, and telephone communication systems are not included. Conduit-only systems are included.

c. Civil Engineering, Geotechnical Engineering & La ndscape Architecture services are not included.

d. Drawings will be prepared with architectural ind ustry standards. Any client mark ups that deviate from the architectural standards will be an add service and billed on a time and materials basis.

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C. COMPENSATION:

1. BASIC SERVICES: Compensation will be on a time and material basis utilizing the hourly rate include below. The fee for this work will not exceed $63,886.00 without prior approval from The City of Ontario.

The proposed fees are valid for a period of 3 months from the date of proposal. The breakdown is as follows:

BASIC SERVICES
Architecture:

Schematic Design $4,725.00
Construction Documents 19,260.00
Bidding & Negotiation 1,328.00 (8 Hr. Allowance)*
Construction Administration 2,975.00 (18 Hr. Allow ance) * Subtotal $28,288.00

Consultant:

Cost Estimating $1,725.00
Structural Engineering 5,635.00
Structural Const. Administration 2,300.00
MEP Site Survey 2,013.00
MEP Engineering 13,225.00
MEP Construction Admin 2,300.00
Technical Specifications 6,900.00
Subtotal $34,098.00

Reimbursable Expenses $1,500.00 (Allowance) *

Total Basic Services Fee $63,886.00

*This amount may increase or decrease as expenses are incurred during the course of the Project, such as plan check fees, printing, etc.

2. ADDITIONAL SERVICES: Performed on an hourly bas is utilizing the hourly rates indicated below.

Consultants’ fees for Additional Services will be invoiced at a multiple of 1.15 times the amount expended by our firm.

a. Hourly Rates:

CLASSIFICATION HOURLY RATE

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D. TERMS & CONDITIONS:

1. The Standard Form of Agreement Between Owner and Architect, AIA Document B151, 1997 Edition will be used as a reference for terms and conditions on this project.

E. INSURANCE: The Borders Architects insurance coverage current ly in force is listed below. Similar coverage is required of our major engineering consultants.

TYPE CARRIER LIMIT DEDUCTIBLE

Professional Liability National Casualty $2,000,000
Per Occurrence
$4,000,000
Aggregate
$10,00 0.00
Per Claim

Comprehensive
General Liability
Continental Casualty $1 ,000,000
Per Occurrence

$2,000,000
Aggregate

Umbrella Liability Continental Casualty $2,000,000

Auto Liability Continental Casualty $1,000,000

Workers’ Compensation American Casualty
Co. of Redding PA
$1,000,000

F. REMODELING/REHABILITATION DISCLAIMER:

G. AMERICANS WITH DISABILITIES ACT (ADA):

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Sincerely,

BORDERS ARCHITECTS

Loren Della Marna

Loren Della Marna, NCARB, AIA, LEED AP BD+C
Principal
DJP:jrg

Approved _______________________________ Date__________________________

206
03 January 2024
City of Ontario Public Works Agency
1333 South Bon View Ave.

Ontario, CA 91761
Attention: Niles Boyer
Interim Municipal Services Director
Project: CITY OF ONTARIO
Homer F. Briggs Field Concession Building
Ontario, CA
Subject: Architectural Services Proposal
Dear Niles:

Borders Architects is pleased to submit our proposal to provide Architectural Services for the proposed interior improvements and remodel to the existing approximate 1500 Sq Ft. Concession building located at 2099 S.

Oaks Ave. Included with the building renovation will be adding a new kitchen hood & exhaust system, new kitchen equipment, counters, finishes, interior grease interceptor and reconfigured storage areas on the 2 nd
floor. We understand from our discussion that the renovated building will serve as the concession area, meeting room, announcers booth, storage and utilities for the adjacent sport fields.

Our services on this project will include Schematic Design and preparation of Construction Drawings, Technical Specifications, processing drawings through the City Plan Check and County Health Department process and assistance during the Construction Administration Phase. Normal Structural, Electrical and Mechanical Engineering are included.

We propose that our work be performed as follows:

2. CONSTRUCTION DOCUMENTS PHASE: Construction Documents and Technical Specifications will be prepared per Borders Architectural Standards and will be based upon the approved space plan.

The Construction Documents will include the following:
a. Site plan indicating area of work.
b. Demolition Plan
c. Floors Plan, indicating walls, doors & windows and egress requirements. d. Reflected ceiling plan showing light fixtures patterns & locations. e. Finish material plans indicating all interior and exterior material selections.

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f. Outlet location plan, indicating electrical, tel ephone and data outlets.

g. Building sections, interior elevations and detai ls as needed.

h. Structural Engineering plans prepared by our con sultant.

i. HVAC and Electrical Engineering plans prepared b y our consultants.

j. Book format Technical Specifications.

k. Submittal & processing the Construction Document s through the City Plan Check process.

l. Obtain Cost Estimate.

m. Preparation of as-built drawings from contractor s redline mark ups.

5. ASSUMPTIONS: Our Proposal is based upon certain assumptions that are listed below.

b. Engineering for security, fire alarm, audio-visu al, data, and telephone communication systems are not included. Conduit-only systems are included.

c. Civil Engineering, Geotechnical Engineering & La ndscape Architecture services are not included.

d. Drawings will be prepared with architectural ind ustry standards. Any client mark ups that deviate from the architectural standards will be an add service and billed on a time and materials basis.

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C. COMPENSATION:

1. BASIC SERVICES: Compensation will be on a time and material basis utilizing the hourly rate include below. The fee for this work will not exceed $74,289.00 without prior approval from The City of Ontario.

The proposed fees are valid for a period of 3 months from the date of proposal. The breakdown is as follows:

BASIC SERVICES
Architecture:

Schematic Design $6,225.00
Construction Documents 23,605.00
Bidding & Negotiation 1,328.00 (8 Hr. Allowance)*
Construction Administration 3,335.00 (20 Hr. Allow ance) * Subtotal $34,493.00

Consultant:

Cost Estimating $2,760.00
Structural Engineering 6,555.00
Structural Const. Administration 2,530.00
MEP Site Survey 2,013.00
MEP Engineering 15,238.00
MEP Construction Admin 2,300.00
Technical Specifications 6,900.00
Subtotal $38,296.00

Reimbursable Expenses $1,500.00 (Allowance) *

Total Basic Services Fee $74,289.00

*This amount may increase or decrease as expenses are incurred during the course of the Project, such as plan check fees, printing, etc.

2. ADDITIONAL SERVICES: Performed on an hourly bas is utilizing the hourly rates indicated below.

Consultants’ fees for Additional Services will be invoiced at a multiple of 1.15 times the amount expended by our firm.

a. Hourly Rates:

CLASSIFICATION HOURLY RATE

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D. TERMS & CONDITIONS:

1. The Standard Form of Agreement Between Owner and Architect, AIA Document B151, 1997 Edition will be used as a reference for terms and conditions on this project.

E. INSURANCE: The Borders Architects insurance coverage current ly in force is listed below. Similar coverage is required of our major engineering consultants.

TYPE CARRIER LIMIT DEDUCTIBLE

Professional Liability National Casualty $2,000,000
Per Occurrence
$4,000,000
Aggregate
$10,00 0.00
Per Claim

Comprehensive
General Liability
Continental Casualty $1 ,000,000
Per Occurrence

$2,000,000
Aggregate

Umbrella Liability Continental Casualty $2,000,000

Auto Liability Continental Casualty $1,000,000

Workers’ Compensation American Casualty
Co. of Redding PA
$1,000,000

F. REMODELING/REHABILITATION DISCLAIMER:

G. AMERICANS WITH DISABILITIES ACT (ADA):

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Sincerely,

BORDERS ARCHITECTS

Loren Della Marna

Loren Della Marna, NCARB, AIA, LEED AP BD+C
Principal
DJP:jrg

Approved _______________________________ Date__________________________

211
Department: Utilities
Prepared By: Thomas Palmieri
Staff Member Presenting:

Scott Burton, Utilities General Manager
Reviewed By: Dennice Raygoza, Albert G
Gastelum, Michael Sigsbee
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 11
SUBJECT:

A PROFESSIONAL DESIGN SERVICES AGREEMENT WITH STANTEC CONSULTING SERVICES INC. FOR THE EDISON AVENUE AND BON VIEW AVENUE WATER

IMPROVEMENTS AND BON VIEW AVENUE SEWER IMPROVEMENT PROJECT, OMUC CONTRACT NO. UT1079

CITY OF ONTARIO
Agenda Report
February 20, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council approve and authorize the City Manager, or designee to execute a Professional Design Services Agreement with Stantec Consulting Services Inc., of Irvine, California, for design and bid support services for Edison Avenue and Bon View Avenue Water Improvements and Bon View Avenue Sewer Improvement Project, OMUC Contract No. UT1079, for a total amount of $479,171 plus a 15% contingency of $71,876 for a total not-to-exceed amount of $551,047, and a term from February 20, 2024 to February 20, 2027.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the Growth and Evolution of the City's Economy Operate in a Businesslike Manner
Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
Ensure the Development of a Well Planned, Balanced, and Self-Sustaining Community in Ontario Ranch
FISCAL IMPACT:

The proposed Agreement to Stantec Consulting Services Inc. is for $479,171 plus a 15% contingency of $71,876 for a total not-to-exceed amount of $551,047. The term of the Agreement will be from February 20, 2024 to February 20, 2027.

If approved, appropriations in the amount of $236,950 from New Model Colony Local Sewer Development Impact Fee Fund and $314,097 from New Model Colony Local Water Development Impact Fee Fund will be included in the next Quarterly Budget Update Report to City Council.

Funding is to provide design and bid support services for Edison Avenue and Bon View Avenue Water Improvements and Bon View Avenue Sewer Improvement Project (DIF Project No’s SW010 and WT011). Appropriations were not originally included in the budget to avoid over appropriation of funds. There is no impact to the General Fund.
212
BACKGROUND & ANALYSIS:

Ongoing development has necessitated the need for a new ﬁre station on the west side of Ontario Ranch in order to provide timely and adequate ﬁre protection
and emergency response services
to new customers in the area. Fire Station 11 is proposed to be constructed on Bon View Avenue, between Eucalyptus Avenue and Edison Avenue. Currently, this area does not have direct water or sewer service.

Utility infrastructure will be required to support the construction of Fire Station 11 and further development in the vicinity. Using the Water and Sewer Master Plans in conjunction with future development plans, Staﬀ has identiﬁed the need to construct new water and sewer infrastructure along Bon View Avenue and Edison Avenue. Depending on the ﬁnal location of Fire Station 11, the project will provide up to 0.5 mile of 12-inch potable water main in Edison Avenue between Bon View Avenue and Grove Avenue; up to 0.5 mile of 12-inch potable water in Bon View Avenue between Edison Avenue and Eucalyptus Avenue, and up to 0.5 mile of 18-inch sewer main in Bon View Avenue between Edison Avenue and Eucalyptus Avenue.

The scope of the design services for the project includes a preliminary design report, CEQA documents, two separate bid packages consisting of plans and speciﬁcations for construction, and bid support services for the water and sewer improvements.

On November 16, 2023, three proposals were received in response to the Request for Proposals (RFP) Bid No. 1702 for Edison Avenue and Bon View Avenue Water Improvements and Bon View Avenue Sewer Improvement Project, OMUC Contract No. UT1079:

Bidder
Locations
Albert A. Webb Associates, Inc.

Riverside, CA
IMEG Corporation
Ontario, CA
Stantec Consulting Services, Inc.

Irvine, CA
Staﬀ reviewed the proposals based upon qualiﬁcations, understanding of the City' s needs, history of completing similar projects, and criteria speciﬁed in the RFP. After careful evaluation, Stantec Consulting Services, Inc. of Irvine, California, was selected as best overall qualified respondent. 213
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and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as “Services”). The Services are more particularly described throughout this Agreement, including Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Consultant shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld.

3.1.2 Term. The term of this Agreement shall be from February 20, 2024 to February 20, 2027, unless earlier terminated as provided herei n. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines.

3.2 Project Consultant; Key Personnel.

3.2.1 Engineer of Record. Consultant shall name a specific individual to act as Project Consultant, subject to the approval of City. Consultant hereby designates Jeff Dunn (License No. C58455) to act as the Engineer of Record for the Project. The Engineer of Record shall: (1) maintain oversight of the Services; (2) have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement; (3) supervise and direct the Services using his or her best skill and attention; (4) be responsible for the means, method s, techniques, sequences and procedures used for the Services; (5) adequately coordinate all portions of the Services; and (6) act as principal contact with City and all contractors, consultants, engineers and inspectors on the Project. Any change in the Engineer of Record shall be subject to the City’s prior written approval, which approval shall not be unreasonably withheld. The new Engineer of Record shall be of at least equal competence as the prior Engineer of Record. In the event that City and Consultant cannot agree as to the substitution of a new Engineer of Record, City shall be entitled to terminate this Agreement for cause.

3.2.2 Key Personnel. In addition to the Engineer of Record , Consultant has represented to the City that certain additional key personnel, engineers and consultants will perform the Services under this Agreement. Should one or more of such personnel, engineers or consultants become unavailable, Consultant may substitute others of at least equal competence upon written approval of the City. In the event that City and Consultant cannot agree as to the substitution of key personnel, engineers or consultants, City shall be entitled to terminate this Agreement for cause.

3.3 Hiring of Consultants and Personnel.

3.3.1 Right to Hire or Employ . Consultant shall have the option, unless City objects in writing after notice, to employ at its expense architects, engineers, experts or other consultants qualified and licensed to render services in connection with the planning and/or administration of the Project , and to delegate to them such duties as Consultant may delegate without relieving Consultant from administrative or other responsibility under this Agreement.

Consultant shall be responsible for the coordination and cooperation of Consultant’s architects, engineers, experts or other consultants. All consultants, including changes in consultants, shall be subject to approval by City in its sole and reasonable discretion. Consultant shall notify City of the identity of all consultants at least fourteen (14) days prior to their commencement of work to allow City to review their qualifications and approve to their participation on the Project in its sole and reasonable discretion.
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3.3.2 Qualification and License . All architects, engineers, experts and other consultants retained by Consultant in performance of this Agreement shall be qualified to perform the Services assigned to them, and shall be licensed to practice in their respective professions, where required by law.

3.3.3 Standards and Insurance . All architects, engineers, experts and other consultants hired by Consultant shall be required to meet all of the same standards and insurance requirements set forth in this Agreement, unless other standards or requirements are approved by the City in writing. Unless changes are approved in writing by the City, Consultant’s agreements with its consultants shall contain a provision making them subject to all provisions stipulated in this Agreement.

3.3.4 Assignments or Staff Changes . Consultant shall promptly obtain written City approval of any assignment, reassignment or replacement of such architects, engineers, experts and consultants, or of other staff changes of key personnel working on the Project. As provided in the Agreement, any changes in Consultant’s consultants and key personnel shall be subject to approval by City.

3.3.5 Draftsman and Clerical Support. Draftsmen and clerical personnel shall be retained by Consultant at Consultant’s sole expense.

3.4 Standard of Care.

3.4.1 Standard of Care . Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California, and shall be responsible to City for damages sustained by the City and delays to the Project as specified in the indemnification provision of this Agreement. Without limiting the foregoing, Consultant shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays in the design or construction of the Project. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants and represents that all of its employees, architects, engineers, experts and other consultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees, architects, engineers, experts and other consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant’s failure to comply with the standard of care provided for herein.

3.4.2 Performance of Employees . Any employee or consultant who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or consultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project.
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3.5 Laws and Regulations.

3.5.1 Knowledge and Compliance. Consultant shall keep itself fully informed of and in compliance with all applicable local, state and federal laws, rules and regulations in any manner affecting the performance of the Services or the Project, and shall give all notices required of the Consultant by law. Consultant shall be liable, pursuant to the standard of care and indemnification provisions of this Agreement, for all violations of such laws and regulations in connection with its Services. Consultant shall de fend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

3.5.2 Drawings and Specifications . Consultant shall cause all drawings and specifications to conform to any applicable requirements of federal, state and local laws, rules and regulations, including the Uniform Building Code, in effect as of the time the drawings and specifications are prepared or revised during the latest phase of the Services described in Exhibit “A” attached hereto. Any significant revisions made necessary by changes in such laws, rules and regulations after this time may be compensated as Additional Services which were not known or reasonably should not have been known by Consultant. Consultant shall cause the necessary copies of such drawings and specifications to be filed with any governmental bodies with approval jurisdiction over the Project, in accordance with the Services described in Exhibit “A” attached hereto. For the preparation of al l such drawings and specifications, the Consultant shall use Computer Aided Design Drafting (“CADD”) (e.g., AutoCAD) or other technology acceptable to the Consultant and City.

3.5.3 Americans with Disabilities Act . Consultant will use its best professional efforts to interpret all applicable federal, state and local laws, rules and regulations with respect to access, including those of the Americans with Disabilities Act (“ADA”). Consultant shall inform City of the existence of inconsistencies of which it is aware or reasonably should be aware between federal and state accessibility laws, rules and regulations, as well as any other issues which are subject to conflicting interpretati ons of the law, and shall provide the City with its interpretation of such inconsistencies and conflicting interpretations. Unless Consultant brings such inconsistencies and conflicting interpretations to the attention of the City and requests City’s direction on how to proceed, the Consultant’s interpretation of such inconsistencies and conflicting interpretations shall be the sole responsibility and liability of Consultant, and the Consultant shall correct all plans, specifications and other documents prepared for the Project at no additional cost if its interpretations are shown to be incorrect. In the event that the Consultant request’s City’s direction on how to proceed with respect to any inconsistent and/or conflicting interpretation, the Consultant shall be responsible to the City only pursuant to the indemnification provisions of this Agreement.

3.5.4 Permits, Approvals and Authorizations. Consultant shall provide City with a list of all permits, approvals or other authorizations required for the Project from all federal, state or local governmental bodies with approval jurisdiction over the Project. Consultant shall then assist the City in obtaining all such permits, approvals and other authorizations. The costs of such permits, approvals and other authorizations shall be paid by the City.

3.5.5 Water Quality Management and Compliance. Consultant shall keep itself and all subcontractors, staff, and employees fully informed of and in compliance with all local, state and federal laws, rules and regulations that may impact, or be implicated by the performance of the Services including, without limita tion, all applicable provisions of the City’s ordinances 217
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regulating water quality and storm water; the Federal Water Pollution Control Act (33 U.S.C. § 1251 et seq.); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000- 14950); and any and all regulations, policies, or permits issued pursuant to any such authority.

Consultant shall additionally comply with the lawful requirements of the City, and any other municipality, drainage district, or other local agency with jurisdiction over the location where the Services are to be conducted, regulating water quality and storm water discharges. Failure to comply with laws, regulations, and ordinances listed in this Section is a violation of federal and state law.

3.6 Independent Contractor.

3.6.1 Control and Payment of Subordinates . City retains Consultant on an independent contractor basis and Consultant is not an employee of City. Consultant is not an employee for state tax, federal tax or any other purpose, and is not entitled to the rights or benefits afforded to City’s employees. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City, and shall at all times be under Consultant’s exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance.

3.7 Schedule of Services.

3.7.1 Consultant Services. Consultant shall fully and adequately complete the Services described in this Agreement and in Exhibit “A” attached hereto and incorporated herein by reference.

3.7.2 Timely Performance Standard . Consultant shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the cause, in whole or in part, of delays in the completion of the Project or in t he achievement of any Project milestones, as provided herein.

Specifically, Consultant shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and within any completion schedules adopted for the Project. Consultant agrees to coordinate with City’s staff, contractors and consultants in the performance of the Services, and shall be available to City’s staff, contractors and consultants at all reasonable times.

3.7.3 Performance Schedule . Consultant shall prepare an estimated time schedule for the performance of Consultant’s Services, to be adjusted as the Project proceeds.

Such schedule shall be subject to the City’s review and approval, which approval shall not be unreasonably withheld, and shall include allowances for periods of time required for City’s review and approval of submissions, and for approvals of authorities having jurisdiction over Project approval and funding. If City and Consultant cannot mutually agree on a performance schedule, City shall have the authority to immediately terminate this Agreement. The schedule shall not be exceeded by Consultant without the prior written approval of City. If the Consultant’s Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Consultant will be responsible.
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3.7.4 Excusable Delays . Any delays in Consultant’s work caused by the following may be added to the time for completion of any obligations of Consultant: (1) the actions of City or its employees; (2) the actions of those in direct contractual relationship with City; (3) the actions of any governmental agency having jurisdiction over the Project; (4) the actions of any parties not within the reasonable control of the Consultant; and (5) any Force Majeure Event (as defined herein) or other unforeseen occurrence not due to any fault or negligence on the part of Consultant. Neither the City nor the Consultant shall be liable for damages, liquidated or otherwise, to the other on account of such delays.

3.7.5 Force Majeure Events. Neither City nor Consultant shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non -performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance a nd is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Consultant and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a p ublic agency applicable to the Services and Agreement. Should a Force Majeure Event occur, the non- performing Party shall, within fifteen (15) calendar days of the beginning of an Force Majeure Event, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of th is Agreement. Force Majeure Events shall not entitle Consultant to any additional compensation. Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

3.7.6 Request for Excusable Delay Credit . The Consultant shall, within fifteen (15) calendar days of the beginning of any excusable delay, notify the City in writing of the causes of delay (unless City grants in writing a further period of time to file such notice prior to the date of final payment under the Ag reement). City will then ascertain the facts and the extent of the delay, and grant an extension of time for completing the Services when, in its sole judgment, the findings of fact justify such an extens ion. The City’s findings of fact thereon shall be final and conclusive on the Parties. Extensions of time shall apply only to that portion of the Services affected by the delay and shall not apply to other portions of the Services not so affected. The sole remedy of Consultant for extensions of time shall be an extension of the performance time at no cost to the City. If Additional Services are required as a result of an excusable delay, the Parties shall mutually agree thereto pursuant to the Additiona l Services provision of this Agreement. Should Consultant make an application for an extension of time, Consultant shall submit evidence that the insurance policies required by this Agreement remain in effect during the requested additional period of time.

3.8 Additional Services.

3.8.1 Request for Services . At City’s request, Consultant may be asked to perform services not otherwise included in this Agreement, not included within the basic services 219
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listed in Exhibit “A” attached hereto, and/or not customarily furnished in accordance with generally accepted architectural practice.

3.8.2 Definition. As used herein, “Additional Services” mean: (1) any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary for the Consultant to perform at the execution of this Agreement; or (2) any work listed as Additional Services in Exhibit “A” attached hereto. Consultant shall not perform, nor be compensated for, Additional Services without prior written authorization from City and without an agreement between the City and Consultant as to the compensation to be paid for such services. City shall pay Consultant for any approved Additional Services, pursuant to the compensation provisions herein, so long as such services are not made necessary through the fault of Consultant pursuant to the indemnification provision of this Agreement.

3.8.3 Examples of Additional Services . Such Additional Services shall not include any redesign or revisions to drawings, specifications or other documents when such revisions are necessary in order to bring such documents into compliance with applicable laws, rules, regulations or codes of which Consultant was aware or should have been aware pursuant to the laws and regulations provision of this Agreement above. Such Additional Services may include, but shall not be limited to:
(a) Separately Bid Portions of Project . Plan preparation and/or administration of work on portions of the Project separately bid. (b) Furniture and Interior Design. Assistance to City, if requested, for the selection of moveable furniture, equipment or articles which are not included in the Construction Documents.
(c) Fault of Contractor . Services caused by delinquency, default or insolvency of contractor, or by major defects in the work of the contractor, provided that any such services made necessary by the failure of Consultant to detect and report such matters when it reasonably should have done so shall not be compensated. (d) Inconsistent Approvals or Instructions . Revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given and are due to causes beyond the control of Consultant. (e) Legal Proceedings. Serving as an expert witness on City's behalf or attending legal proceedings to which the Consultant is not a party. (f) Damage Repair. Supervision of repair of damages to any structure. (g) Extra Environmental Services . Additional work required for environmental conditions (e.g. asbestos or site conditions) not already contemplated within the Consultant's services for the Project.

3.9 City Responsibilities. City’s responsibilities shall include the following:

3.9.1 Data and Information. City shall make available to Consultant all necessary data and information concerning the purpose and requirements of the Project, including scheduling and budget limitations, objectives, constraints and criteria. As part of the budget 220
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limitation information, the City shall provide the Consultant with a preliminary construction budget (“City’s Preliminary Construction Budget”).

3.9.2 Project Survey . If required pursuant to the scope of the Project and if requested by Consultant, City shall furnish Consultant with, or direct Consultant to procure at City’s expense, a survey of the Project site prepared by a registered surveyor or civil engineer, any other record documents which shall indicate existing structures, land features, improvements, sewer, water, gas, electrical and utility lines, topographical information and boundary dimensions of the site, and any other such pertinent information.

3.9.3 Bid Phase. Distribute Construction Documents to bidders and conduct the opening and review of bids for the Project.

3.9.4 Testing. Retain consultant(s) to conduct chemical, mechanical, soils, geological or other tests required for proper design of the Project, and furnish such surveys, borings, test pits, and other tests as may be necessary to reveal conditions of the site which must be known to determine soil condition or to ensure the proper development of the required drawings and specifications.

3.9.5 Required Inspections and Tests. Retain consultant(s) to conduct materials testing and inspection or environmental/hazardous materials testing and inspection pursuant to any applicable laws, rules or regulations.

3.9.6 Fees of Reviewing or Licensing Agencies . Directly pay or reimburse the payment of all fees required by any reviewing or licensing agency, or other agency having approval jurisdiction over the Project.

3.9.7 City’s Representative. The City hereby designates the City Manager, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Contract. The City Manager hereby designates Dennis Mejia, PE, Utilities Engineering Division Manager , or his or her designee, as the City’s contact for the implementation of the Services hereunder. Contractor shall not ac cept direction or orders from any person other than the City’s Representative or his or her designee.

3.9.8 Review and Approved Documents . Review all documents submitted by Consultant, including change orders and other matters requiring approval by the City Council or other officials. City shall advise Consultant of decisions pertaining to such documents within a reasonable time after submission, so as not to cause unreasonable delay as provided in the excusable delay provisions of this Agreement above.

3.10 Compensation.

3.10.1 Consultant’s Compensation for Basic Services . City shall pay to Consultant, for the performance of all Services rendered under this Agreement, the total not to exceed amount of Four Hundred Seventy-Nine Thousand, One Hundred Seventy-One Dollars ($479,171) (“Total Compensation”). This Total Compensation amount shall be based upon, and may be adjusted according to, the fee schedule and related terms and conditions attached hereto as Exhibit “B” and incorporated herein by reference. The Total Compensation, as may be adjusted upon mutual agreement, shall constitute complete and adequate payment for Services under this Agreement.
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3.10.2 Payment for Additional Services . At any time during the term of this Agreement, City may request that Consultant perform Additional Services. As used herein, Additional Services means any work which is determined by City to be necessary for the proper completion of the Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement . Any additional work in excess of this amount must be approved by the City . If authorized, such Additional Services will be compensated at the rates and in the manner set forth in Exhibit “C” attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the Parties. If City requires Consultant to hire consultants to perform any Additional Services, Consultant shall be compensated therefore at the rates and in the manner set forth in Exhibit “C” attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the Parties. City shall have the authority to review and approve the rates of any such consultants. In addition, Consultant shall be reimbursed for any expenses incurred by such consultants pursuant to the terms and conditions of Section 3.10.3.

3.10.3 Reimbursable Expenses . Reimbursable expenses are in addition to compensation for the Services and Additional Services. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, which approval may be evidenced by inclusion in Exhibit “C” attached hereto. Such reimbursable expenses shall include only those expenses which are reasonably and necessarily incurred by Consultant in the interest of the Project.

Consultant shall be required to acquire prior written consent in order to obtain reimbursement for the following: (1) extraordinary transportation expenses incurred in connection with the Project; (2) out-of-town travel expenses incurred in connection with the Project; (3) fees paid for securing approval of authorities having jurisdiction over the Project; (4) bid document duplication cost s in excess of $1,000; and (5) other costs, fees and expenses in excess of $1,000.

3.10.4 Payment to Consultant. Consultant’s compensation and reimbursable expenses shall be paid by City to Consultant no more often than monthly. Such periodic payments shall be made based upon the percentage of work completed, and in accordance with the phasing and funding schedule provided in Exhibit “B” and the compensation rates indicated in Exhibit “C” attached hereto and incorporated herein by reference. In order to receive payment, Consultant shall present to City an itemized statement which indicates Services performed, percentage of Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, t hrough the date of the statement, as well as those expenses for which reimbursement is requested for that statement period. The amount paid to Consultant shall never exceed the percentage amounts authorized by the phasing and funding schedule located in E xhibit “B” attached hereto. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the Parties in a mutually agreeable manner.

Payments made for Additional Services shall be made in installments, not more often than monthly, proportionate to the degree of completion of such services or in such other manner as the Parties shall specify when such services are agreed upon, and in accordance with any authorized fee or rate schedule. In order to receive payment, Consultant shall present to City an itemized statement which indicates the Additional Services performed, percentage of Additional Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Additional Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement . City shall, within thirty (30) days of receiving such statement, review 222
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the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the Parties in a mutually agreeable manner.

Upon cancellation or termination of this Agreement, Consultant shall be compensated as set forth in the termination provision herein.

3.10.5 Withholding Payment to Consultant. The City may withhold payment, in whole or in part, to the extent reasonably necessary to protect the City from claims, demands, causes of action, costs, expenses, liabilities, losses, damages, or injuries of any kind to the extent arising out of or cau sed by the negligence, recklessness, or willful misconduct protected under the indemnification provisions of this Agreement. Failure by City to deduct any sums from a progress payment shall not constitute a waiver of the C ity’s right to such sums. The City may keep any moneys which would otherwise be payable at any time hereunder and apply the same, or so much as may be necessary therefor, to the payment of any expenses, losses, or damages as determined by the City, incurred by the City for which Consultant is liable under the Agreement or state law. Payments to the Consultant for compensation and reimbursable expenses due shall not be contingent on the construction, completion or ultimate success of the Project. Payment to the Consultant shall not be withheld, postponed, or made contingent upon receipt by the City of offsetting reimbursement or credit from Parties not within the Consultant’s reasonable control.

3.10.6 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Sections 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. Since the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing W age Laws, and Since the total compensation is $1,000 or more, Consultant agrees to fully comply with and to require its consultants to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement.

Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant’s principal place of business an d at the Project site. It shall be mandatory upon the Consultant and all subconsultants to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records ( Labor Code Section s 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). The requirement to submit certified payroll records directly to the Labor Commissioner under Labor Code section 1771.4 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Section 1771.4.

Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure of the Consultant or its consultants to comply with the Prevailing Wage Laws.
(a) Registration/DIR Compliance. If the Services are being performed as part of an applicable “public works project” of over $25,000 when the project is for construction, alteration, demolition, installation, or repair work, or a public works project of over $15,000 when the project is for maintenance work, in addition to the foregoing, then pursuant to Labor Code sections 1725.5 and 1771.1, the Consultant and all subconsultants performing such Services must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain 223
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registration for the duration of the Project and require the same of any subconsultants. This project may also be subject to compliance monitoring and enforcement by the DIR. It shall be Consultant’s sole responsibility to comply with all applicable registration and labor compliance requirements, including the submission of payroll records directly to the DIR. Any stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant that affect Consultant’s performance of s ervices, including any delay, shall be Consultant’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Consultant caused delay and shall not be compensable by the City. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Consultant or any subconsultant.

3.11 Notice to Proceed.

Consultant shall not proceed with performance of any Services under this Agreement unless and until the City provides a written notice to proceed.

3.12 Termination, Suspension and Abandonment.

3.12.1 Grounds for Termination; Consultant’s Termination for Cause. City hereby reserves the right to suspend or abandon, at any time and for any reason, all or any portion of the Project and the construction work thereon, or to terminate this Agreement at any time with or without cause. Consultant shall be provided with at least seven (7) days advanced written notice of such suspension, abandonment or termination. In the event of such suspension, abandonment or termination, Consultant shall be paid for Services and reimbursable expenses rendered up to the date of such suspension, abandonment or termination, pursuant to the schedule of payments provided for in this Agreement, less any claims against or damages suffered by City as a result of the default, if any, by Consultant. Consultant hereby expressly waives any and all claims for damages or compensation arising under this Agreement, except as set forth herein, in the event of such suspension, abandonment or termination. Consultant may terminate this Agreement for substantial breach of performance by the City such as failure to make payment to Consultant as provided in this Agreement.

3.12.2 City’s Suspension of Work. If Consultant’s Services are suspended by City, City may require Consultant to resume such Services within ninety (90) days after written notice from City. When the Project is resumed, the Total Compensation and schedule of Services shall be equitably adjusted upon mutual agreement of the City and Consultant.

3.12.3 Documents and Other Data . Upon suspension, abandonment or termination, Consultant shall provide to City all preliminary studies, sketches, working drawings, specifications, computations, and all other Project Documents, as defined below, to which City would have been entitled at the completion of Consultant’s Services under this Agreement. Upon payment of the amount required to be paid to Consultant pursuant to the termination provisions of this Agreement, City shall have the rights, as provided in this A greement hereinafter, to use such Project Documents prepared by or on behalf of Consultant under this Agreement.

Consultant shall make such documents available to City upon request and without additional compensation other than as may be approved as a reimbursable expense.

3.12.4 Employment of other Consultants. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 224
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3.13 Ownership and Use of Documents; Confidentiality.

3.13.1 Ownership. All plans, specifications, original or reproducible transparencies of working drawings and master plans, preliminary sketches, architectural presentation drawings, structural computations, estimates and any other documents prepared pursuant to this Agre ement, including, but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the “P roject Documents”) shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Consultant or other applicable subcontractors or consultants, the Project Documents shall be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Consultant shall provide to City copies of all Project Documents required by City. In addition, Consultant shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents fo llowing this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.13.2 Right to Use. Consultant grants to City the right to use and reuse all or part of the Project Documents, at City’s sole discretion and with no additional compensation to Consultant, for the following purposes:
(a) The construction of all or part of this Project.
(b) The repair, renovation, modernization, replacement, reconstruction or expansion of this Project at any time;
(c) The construction of another project by or on behalf of the City for its ownership and use;
City is not bound by this Agreement to employ the services of Consultant in the event such documents are used or reused for these purposes. City shall be able to use or reuse the Project Documents for these purposes without risk of liability to the Consultant or third parties with respect to the condition of the Project Documents, and the use or reuse of the Project Documents for these purposes shall not be construed or interpreted to waive or limit City’s right to recover for latent defects or for errors or omissions of the Consultant.

Any use or reuse by City of the Project Documents on any project other than this Project without employing the services of Consultant shall be at City’s own risk with respect to third parties. If City uses or reuses the Project Documents on any project other than this Project, it shall remove the Consultant’s seal from the Project Documents and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Project Documents on such other project.

3.13.3 License. This Agreement creates a non -exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein. Consultant shall require any and all subcontractors and consultants to agree in writing that City is granted a non -exclusive and perpetual license for the work of such subcontractors or consultants performed pursuant to this Agreement. 225
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3.13.4 Right to License. Consultant represents and warrants that Consultant has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Consultant prepares or causes to be prepared pursuant to this Agreement. Consultant shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section. Consultant makes no such representation and warranty in regard to previously prepared des igns, plans, specifications, studies, drawings, estimates or other documents that were prepared by design professionals other than Consultant and provided to Consultant by City.

3.13.5 Confidentiality. All Project Documents, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant to the extent they are not subject to disclosure pursuant to the Public Records Act. All Project Documents shall not, without the written consent of City, be used or reproduced by Consultant for any purposes other than the performance of the Services. Consultant shall not disclose, cause or facilitate the disclosure of the Proje ct Documents to any person or entity not connected with the performance of the Services or the Project. 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 of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City.

3.14 Indemnification.

3.14.1 To the fullest extent permitted by law, Consultant shall defend (with counsel of City’s choosing), indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury of any kind, in law or equity , to property or persons, including wrongful death, in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Consultant, its officials, officers, employees, subcontractors, consultants or agents in connection with the performance of the Consultant’s Services, the Project or this Agreement, including without limitation the payment of all damages, expert witness fees and attorney’s fees and other related costs and expenses except such loss or damage caused by the sole negligence or willful misconduct of the City. Consultant's obligation to indemnify shall survive expiration or termination of this Agreement and shall not be restricted to insurance proceeds, if any, received by Consultant, the City, it s officials, officers, employees, agents, or volunteers.

3.14.2 If Consultant’s obligation to defend, indemnify, and/or hold harmless arises out of Consultant’s performance as a “design professional” (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2 782.8, which is fully incorporated herein, Consultant’s indemnification obligation shall be limited to claims that arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant’s liability for such claim, including the cost to defend, shall not exceed the Consultant’s proportionate percentage of fault.

3.15 Insurance. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Consultant shall not allow any subconsultant to commence work on any 226
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subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section.

3.15.1 Types of Insurance Required . As a condition precedent to the effectiveness of this Agreement for work to be performed hereunder, and without limiting the indemnity provisions of the Agreement, Consultant shall, at its expense, procure and maintain in full force and effect for the duration of the Agreement the following policies of insurance. If the existing policies do not meet the insurance requirements set forth herein, Consultant agrees to amend, supplement or endorse the policies to do so.

3.15.2 Additional Insured. The City of Ontario, its officials, officers, employees, agents, and volunteers shall be named as additional insureds on Consultant’s and its subconsultants’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents.

3.15.3 Commercial General Liability
(a) The Consultant shall take out and maintain, during the performance of all work under this Agreement, in amounts not less than specified herein, Commercial General Liability Insurance, in a form and with insurance companies acceptable to the City. (b) Coverage for Commercial General Liability insurance shall be at least as broad as the following: Insurance Services Office Commercial General Liability coverage (Occurrence Form CG 00 01) or exact equivalent. Commercial General Liability Insurance must include coverage for the following:
(i) Bodily Injury and Property Damage
(ii) Personal Injury/Advertising Injury
(iii) Premises/Operations Liability
(iv) Products/Completed Operations Liability
(v) Aggregate Limits that Apply per Project
(vi) Explosion, Collapse and Underground (UCX) exclusion deleted
(vii) Contractual Liability with respect to this Contract (viii) Broad Form Property Damage
(ix) Independent Consultants Coverage
(c) The policy shall contain no endorsements or provisions limiting coverage for (1) contractual liability; (2) cross liability exclusion for claims or suits by one insured against another; (3) products/completed operations liability; or (4) contain any other exclusion contrary to the Agreement.
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(d) The policy shall give City, the City Council and each member of the City Council, its officers, employees, agents and City designated volunteers additional insured status using ISO endorsement forms CG 20 10 10 01 and 20 37 10 01, or endorsements providing the exact same coverage.
(e) The general liability program may utilize either deductibles or provide coverage excess of a self -insured retention, subject to written approval by the City, and provided that such deductibles shall not apply to the City as an additional insured.

3.15.4 Automobile Liability
(a) At all times during the performance of the work under this Agreement, the Consultant shall maintain Automobile Liability Insurance for bodily injury and property damage including coverage for owned, non-owned and hired vehicles, in a form and with insurance companies acceptable to the City.
(b) Coverage for automobile liability insurance shall be at least as broad as Insurance Services Office Form Number CA 00 01 covering automobile liability (Coverage Symbol 1, any auto).
(c) The policy shall give City, the City Council and each member of the City Council, its officers, employees, agents and City designated volunteers additional insured status.
(d) Subject to written approval by the City, the automobile liability program may utilize deductibles, provided that such deductibles shall not apply to the City as an additional insured, but not a self-insured retention.

3.15.5 Workers’ Compensation/Employer’s Liability
(a) Consultant certifies that he/she is aware of the provisions of Section 3700 of the California Labor Code which requires every employer to be insured against liability for workers’ compensation or to undertake self -insurance in accordance with the provisions of that code, and he/she will comply with such provisions before commencing work under this Agreement.
(b) To the extent Consultant has employees at any time during the term of this Agreement, at all times during the performance of the work under this Agreement, the Consultant shall maintain full compensation insurance for all persons employed directly by him/her to carry out the work contemplated under this Agreement, all in accordance with the “Workers’ Compensation and Insurance Act,” Division IV of the Labor Code of the Sta te of California and any acts amendatory thereof, and Employer’s Liability Coverage in amounts indicated herein. Consultant shall require all subconsultants to obtain and maintain, for the period required by this Agreement, workers’ compensation coverage of the same type a nd limits as specified in this Section.

3.15.6 Professional Liability (Errors and Omissions)
(a) At all times during the performance of the work under this Agreement the Consultant shall maintain professional liability or Errors and Omissions insurance appropriate to its profession, in a form and with insurance companies acceptable to the City and 228
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in an amount indicated herein. This insurance shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the Consultant. “Covered Professional Services” as designated in the policy must specifically include work performed under this Agreement. The policy must “pay on behalf of” the insured and must include a provision establishing the insurer's duty to defend.

3.15.7 Minimum Policy Limits Required
(a) The following insurance limits are required for the Agreement:

Coverage Combined Single Limit
Commercial General Liability $2,000,000 per occurrence/ $4,000,000 aggregate for bodily injury, personal
injury, and property damage
Automobile Liability $2,000,000 per occurrence for bodily injury and property damage
Employer’s Liability $1,000,000 per occurrence
Professional Liability $2,000,000 per claim and aggregate (errors and omissions)
(b) Defense costs shall be payable in addition to the limits. (c) Requirements of specific coverage or limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. Any available coverage shall be provided to the parties required to be named as Additional Insured pursuant to this Agreement.

3.15.8 Evidence Required
(a) Prior to execution of the Agreement, the Consultant shall file with the City evidence of insurance from an insurer or insurers certifying to the coverage of all insurance required herein. Such evidence shall include original copies of the ISO CG 00 01 (or insurer’s equivalent) signed by the insurer’s repr esentative and Certificate of Insurance (Acord Form 25-S or equivalent), together with required endorsements. All evidence of insurance shall be signed by a properly authorized officer, agent, or qualifie d representative of the insurer and shall certify the names of the insured, any additional insureds, where appropriate, the type and amount of the insurance, the location and operations to which the insurance applies, and the expiration date of such insurance.

3.15.9 Policy Provisions Required
(a) Consultant shall provide the City at least thirty (30) days prior written notice of cancellation of any policy required by this Agreement, except that the Consultant shall provide at least ten (10) days prior written notice of cancellation of any such policy due to non-payment of premium. If any of the required coverage is cancelled or expires during the term of this Agreement, the Consultant shall deliver renewal certificate(s) including the General Liability Additional Insured Endorsement to the City at least ten (10) days prior to the effective date of cancellation or expiration.
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(b) The Commercial General Liability Policy and Automobile Policy shall each contain a provision stating that Consultant’s policy is primary insurance and that any insurance, deductible, or self-insurance maintained by the City, its officials, officers, employees, agents, or volunteers shall not contribute with this primary insurance. Policies shall contain or be endorsed to contain such provisions.
(c) The retroactive date (if any) of each policy is to be no later than the effective date of this Agreement. Consultant shall maintain such coverage continuously for a period of at least three years after the completion of the work under this Agreement. Consultant shall purchase a one (1) year extended reporting period A) if the retroactive date is advanced past the effective date of this Agreement; B) if the policy is cancelled or not renewed; or C) if the policy is replaced by another claims -made policy wi th a retroactive date subsequent to the effective date of this Agreement.
(d) All required insurance coverages, except for the professional liability coverage, shall contain or be endorsed to waiver of subrogation in favor of the City, its officials, officers, employees, agents, 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 insuranc e clauses from each of its subconsultants.
(e) The limits set forth herein shall apply separately to each insured against whom claims are made or suits are brought, except with respect to the limits of liability.

Further the limits set forth herein shall not be construed to relieve the Consultant from liability in excess of such coverage, nor shall it limit the Consultant’s indemnification obligations to the City and shall not preclude the City from taking such other actions available to the City under other provisions of the Agreement or law.

3.15.10 Qualifying Insurers
(a) All policies required shall be issued by acceptable insurance companies, as determined by the City, which satisfy the following minimum requirements: Each such policy shall be from a company or companies with a current A.M. Best's rating of no less than A:VII and admitted to transact in the business of insurance in the State of California, or otherwise allowed to place insurance through surplus line brokers under applicable provisions of the California Insurance Code or any federal law.

3.15.11 Additional Insurance Provisions
(a) The foregoing requirements as to the types and limits of insurance coverage to be maintained by Consultant, and any approval of said insurance by the City, is not intended to and shall not in any manner limit or qualify the liabilities and obligations otherwise assumed by the Consultant pursuant to this Agreement, including but not limited to, the provisions concerning indemnification.
(b) If at any time during the life of the Agreement, any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant or City will withhold 230
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amounts sufficient to pay premium from Consultant payments. In the alternative, City may cancel this Agreement.
(c) The City may require the Consultant to provide complete copies of all insurance policies in effect for the duration of the Project. (d) Neither the City nor the City Council, nor any member of the City Council, nor any of the officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of this Agreement.

3.15.12 Subconsultant Insurance Requirements
(a) Consultant shall not allow any subcontractors or subconsultants to commence work on any subcontract until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. Policies of commercial general liability insurance provided by such subcontractors or subconsultants shall be endorsed to name the City as an additional insured using ISO form CG 20 38 04 13 or an endorsement providing the exact same coverage. If requested by Consultant, City may approve differ ent scopes or minimum limits of insurance for particular subcontractors or subconsultants.

3.16 Records.

Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable.

Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement.

3.17 Standardized Manufactured Items.

Consultant shall cooperate and consult with City in the use and selection of manufactured items on the Project, including but not limited to, paint, hardware, plumbing, mechanical and electrical equipment, fixtures, roofing materials and floor coverings. All such manufactured items shall be standardized to City’s criteria to the extent such criteria do not interfere with building design.

3.18 Limitation of Agreement.

This Agreement is limited to and includes only the work included in the Project described herein. Any additional or subsequent construction at the site of the Project, or at any other City site, will be covered by, and be the subject of, a separate Agreement for engineering services between City and the Consultant chosen therefor by City.

3.19 Mediation.

Disputes arising from this Agreement may be submitted to mediation if mutually agreeable to the Parties hereto. The type and process of mediation to be utilized shall be subject to the mutual agreement of the Parties.
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3.20 Successors and Assigns.

This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each Party to this Agreement. However, Consultant shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void.

3.21 Asbestos Certification.

Consultant shall certify to City, in writing and under penalty of perjury, that to the best of its knowledge, information and belief no asbestos -containing material or other material deemed to be hazardous by the state or federal government was specified as a buildi ng material in any construction document that the Consultant prepares for the Project. Consultant shall require all consultants who prepare any other documents for the Project to submit the same written certification. Consultant shall also assist the City in ensuring that contractors provide City with certification, in writing and under penalty of perjury, that to the best of their knowledge, information and belief no material furnished, installed or incorporated into the Project contains asbestos or any other material deemed to be hazardous by the state or federal government. These certifications shall be part of the final Project submittal. Consultant shall include statements in its specifications that materials containing asbestos or any other material deemed to be hazardous by the state or federal government are not to be included.

3.22 No Third Party Rights.

This Agreement shall not create any rights in, or inure to the benefits of, any third party except as expressly provided herein.

3.23 Governing Law.

This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. Venue shall be in San Bernardino County.

3.24 Exhibits and Recitals.

All exhibits and recitals contained herein and attached hereto are material parts of this Agreement and are incorporated as if fully set forth.

3.25 Severability.

Should any provision in the Agreement be held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect.

3.26 Non-Waiver.

None of the provisions of this Agreement shall be considered waived by either Party, unless such waiver is specifically specified in writing. 232
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3.27 Safety.

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

3.28 Harassment Policy.

Consultant shall provide a copy of the City's Harassment Policy to each of its employees assigned to perform the tasks under this Agreement. Consultant shall submit to the City's Personnel Manager a statement signed by each of its employees who are assigned to perform the Services under this Agreement certifying receipt of City's Harassment Policy and certifying that they have read the Harassment Policy. A finding by the City that any of Consultant's employees has harassed a City employee shall be grounds for appropriate discipline, up to and including such employee's removal from performance of this Agreement at City's request.

3.29 Delivery of Notices.

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

CITY:

City of Ontario
303 East “B” Street
Ontario, CA 91764
Attn: Dennis Mejia, P.E., Utilities Engineering
Division Manager, OMUC
CONSULTANT:

Stantec Consulting Services Inc.
38 Technology Drive Suite 200,
Irvine CA 92618
Attn: Jeff Dunn

Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the Party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

3.30 Time of Essence.

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

3.31 City’s Right to Employ Other Consultants.

City reserves right to employ other consultants, including designers, in connection with this Project or other projects.
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3.32 Prohibited Interests.

3.32.1 Solicitation. 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.

3.32.2 Conflict of Interest . For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.

3.33 Equal Opportunity Employment.

Consultant represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or any other classification protected by federal or state law.

Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City’s minority business enterprise program, affirmative action plan or other related programs or guidelines currently in effect or hereinafter enacted.

3.34 Labor Certification.

By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker’s Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

3.35 Subcontracting.

As specified in this Agreement, Consultant shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to each and every provision of this Agreement.

3.36 Supplemental Conditions.

Any supplemental conditions shall be attached as an exhibit to this Agreement, and that exhibit shall be incorporated herein by reference.

3.37 Entire Agreement.

This Agreement, with its exhibits, contains the entire agreement of the Parties hereto, and supersedes any and all other prior or contemporaneous negotiations, understandings and oral or written agreements between the Parties hereto. Each Party acknowledges that no representations, inducements, promises or agreements have been made by any person which 234
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are not incorporated herein, and that any other agreements shall be void. Furthermore, any modification of this Agreement shall only be effective if in writing signed by all Parties hereto.

SIGNATURES ON FOLLOWING PAGE
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SIGNATURE PAGE FOR DESIGN SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO
AND STANTEC CONSULTING SERVICES INC.

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date first written above.

CITY OF ONTARIO Stantec Consulting Services Inc.

By:

Its:

Printed Name:

By:

Its:

Printed Name:

[If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary OR Treasurer REQUIRED]

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

City Clerk
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EXHIBIT “A”

PROPOSED SCOPE OF SERVICES
FOR

PROVIDING PROFESSIONAL DESIGN SERVICES
FOR

EDISON AVENUE AND BON VIEW AVENUE WATER IMPROVEMENTS AND BON VIEW AVENUE SEWER IMPROVEMENTS (UT1079)
The Consultant is responsible for providing the following general Scope of Services:

1. GENERAL REQUIREMENTS.

The Consultant shall complete a single preliminary design report, two separate improvement construction bid packages, and provide bidding support for:
• Water Improvements - 0.5-mile, 12-inch potable water main in Edison Avenue between Bon View Avenue and Grove Avenue, where it will be connected to an existing 30-inch transmission main located on Grove Avenue; a 0.5-mile, 12-inch potable water main in Bon View Avenue between Edison Avenue and the Eucalyptus Avenue , where it will connect at an existing 12-inch water main stub out north of the intersection of Eucalyptus Avenue and Bon View Avenue;
• Sewer Improvements - 0.5 mile, approximately 30 feet to 35 feet deep, 18-inch sewer main in Bon View Avenue between Edison Avenue and the Eucalyptus Avenue, where it will be connected to an existing 18-inch sewer manhole north of the intersection of Eucalyptus Avenue and Bon View Avenue.

These proposed water and sewer mains will support the future development of Fire Station No. 11 located at the intersection of Bon View Avenue and Edison Avenue. Please refer to the Site Exhibit (Attachment 1).

Right-of-way (R/W) Analysis: There is limited development along the specified corridors for these proposed water and sewer mains. To accommodate future planned development and existing infrastructure, the existing R/W limits may need to be widen to the ultimate planned limits. The Consultant will conduct an analysis of al l the impacted properties where R/W limits must be widened if the mains were to be constructed at their ultimate location. If the preferred alignment of the proposed 12-inch water mains and 18-inch sewer main requires immediate R/W or easement procurement, an optional task will be executed to conduct appraisal and acquisition of those areas.

The execution of this optional task will be contingent upon the design and construction schedule for Fire Station No. 11 . Based on this R/W analysis, City will determine the best alignment to 237
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proceed with following the completion of the PDR and prior to the start of design for the construction bid packages.

1.1 Basic Services. Consultant agrees to perform all the necessary professional, engineering (e.g. mechanical, electrical, plumbing, structural, civil, site engineering), and any other necessary engineering services mutually agreeable to the parties for the Project in a timel y and professional manner, consistent with the standards of the profession, including those provided for herein.

1.2 Exclusions from Basic Services. The following services will be excluded from the basic services listed above: “N/A”, NOT APPLICABLE.

1.3 Communication with City. Consultant will participate in consultations and conferences with authorized representatives of City and/or other local, regional, or State agencies concerned with the Project, which may be necessary for the completion of the Project or the development of documents in ac cordance with the applicable standards and requirements of law and the City. Such consultations and conferences will continue throughout the planning and development of the Project. Consultant will take direction only from the City’s Representative, or any other representative specifically designated by the City for this Project , including any Construction Manager hired by the City.

1.3.1 Weekly Project Check-ins. Consultant will provide a minimum of one brief weekly project update via telephone call to the City’s Project Manager and follow-up the telephone call with a brief email to summarize the discussion . The Weekly Check-in will include: current project status; tasks or items completed since last project update; tasks and items expected to be completed in the coming week; any issues that may affect project status; and any action items for the Consultant and City.

1.3.2 Meeting Agendas and Minutes with Action Items. Agendas, with attachments, will be sent at least one full business day prior to the date of the meeting. Meeting Minutes (draft and final) with Action Items will be sent within three business days after: all Meetings regarding the Project, including meetings with the City or any other parties; and after all Project communications regarding change in project status.

1.3.3 Monthly Billings. Invoices will include, at a minimum, number of hours budgeted for each task or sub -task, number of hours spent during the month and cumulative for the project. In addition, the monthly invoices will identify labor, indirect and other project related costs incurred during the month and brief description of the activities. Consultant will provide to the Project Manager one (1) electronic copy (smart pdf).

1.3.4 Monthly Billing Status Reports. A Monthly Billing Status Report will be submitted with the Monthly Billing Invoice, which includes: summary of work completed and review of work status relative to budget and schedule. Any divergences between work completed and budget expended and schedule needs to be specifically explained and addressed to avoid future budget short-comings and delays in schedule.
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1.3.5 Updated Project Schedule. The Project Schedule will be updated monthly, or whenever there is an expected change to the deliverables schedules and will address any deviation from the schedule, if any. Updated project schedules will be sent with t he appropriate weekly check-in.

1.3.6 Updated Project Budget. The Project Budget (including an itemized Costs Estimate) will be updated whenever there are changes that are expected to significantly impact estimated Project Budget, and at a minimum, with the completion of each task.

1.3.7 Kickoff Meeting: Consultant will organize, prepare, and facilitate the Project Kickoff Meeting. The kickoff meeting will include an agenda and a review of project scope, schedule, establish project communication procedures, define project deliverables, and meeting schedule.

1.3.8 Decision Log: Consultant will maintain a decision log in order to record the decisions made by the project team. The decision log will contained all decisions, including those made during the technical workshops, project meetings, telephone conversations and emails.

Decision Log at the minimum will include the following heading: item number, date, item action description, decision made, action taken, notes.

1.3.9 Format of Deliverables: Consultant will submit all original documents in one or more of the followings formats as directed to by the City: MS Word, MS Excel, MS Project, MS Power Point, PDF, AutoCAD, Arc GIS.
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PROJECT TASKS
Task 1 - Preliminary Design Report (PDR) for proposed 12-inch water mains & 18 -inch sewer mains

Objective: At least two alternative alignments within Bon View Avenue and Edison Avenue must be studied for the proposed 12 -inch water mains and 18-inch sewer mains. The first alignment must be consistent with the City’s standard utility location details (Std. Dwg 1302 & 1303), based on the ultimate R/W widths included in the City’s Streets and Highways Master Plan. These guidelines are available at the City’s website
(https://www.ontarioca.gov/Engineering/DesignGuidelines). The second alignment shall be placed within existing R/W limits to the extent possible to limit or eliminate the need for R/W appraisal and acquisition at this time.

For each proposed alignment, the Consultant shall perform R/W analysis, conduct utility research and potholing within master planned R/W limits; identify requirements, including permits, and coordinate with the City of Ontario, Southern California Edison (SCE), Inland Empire Utilities Agency (IEUA), Water Resources Control Board – Division of Drinking Water (DDW), City of Chino, San Bernardino County Flood Control District (SBCFCD) , Southern California Gas Co., Zenith Energy, telecommunications system, and various land developers /residents; then draft a PDR that includes a preliminary plan and profile, project approach, geotechnical investigation and establishes performance requirements.

Task 2 – CEQA Compliance
Objective: Prepare appropriate environmental documentation to fulfill CEQA requirements associated with the project.

Task 3 – Engineering Design Services and Project Management Objective: Develop two sets of biddable construction documents, one for the 12-inch water mains and one for the 18-inch sewer main.

Task 4 – Bid Phase Support Services
Objective: Provide complete bid phase support for construction documents developed under Task

3. Task 5 – Additional Services
Objective: Consultant is encouraged in its proposals to identify any additional work that is not specified in this Scope of Work that would be, in its opinion, necessary to complete the project.

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TASK 1 - PRELIMINARY DESIGN REPORT (PDR) FOR PROPOSED 12 -INCH POTABLE WATER MAINS AND 18-INCH SEWER MAIN
Task 1.1 Project Kick-Off Meeting
Consultant shall review the final draft of the City of Ontario 2020 Sewer Master Plan and Water Master Plan (Attachment 2), and the City of Ontario Streets and Highways Master Plan (Attachment 3) in preparation of the kickoff meeting.

The kick off meeting will be required with Ontario Municipal Utilities Company ( OMUC) to discuss design criteria, performance requirements, and project approach. • Consultant will begin this project with a kick-off meeting with City staff. This meeting is a key opportunity for City representatives and the Consultant team to steer and further clarify critical elements of the project. The meeting agenda will focus on the project understanding, team member involvement, project constraints, project progress, and anticipated design development impediments. This m eeting will also include a review of background information and project scope as well as an overview of the proj ect schedule, objectives, milestones, and details.
• Consultant will interview key personnel of the Engineering and Operations staff to incorporate design preferences and fully understand the issues influencing the project. • Consultant will establish a single point of contact and communicate to that person for the duration of the Project to provide timely information relative to the Project issues. • Consultant will prepare project weekly status reports, meeting minutes and recognize critical issues early on to discuss and resolve them with City staff. • The project requires project management which includes project setup, scheduling, controlling, and correspondence. Correspondence includes telephone conversations, emails, project status reports, monthly status reports, project memorandums when necessary a nd detailed monthly invoices.

Deliverable: Meeting agenda, handouts, meeting minutes

Task 1.2 Coordination & Alignment Study
The project will require some coordination with SCE, IEUA, DDW, City of Chino, SBCFCD, Southern California Gas Co., Zenith Energy, and various land developers /residents. The Consultant will establish a point of contact from each agency that will be able to provide any technical input and submit all necessary plans, and specifications to secure all approvals and permits that will be necessary to construct the project. C onsultant, on the City’s behalf, shall procure all permits, waivers, licenses, and other authorizations necessary to accomplish work.

At least two alternative alignments within Bon View Avenue and Edison Avenue must be studied for each of the proposed 12 -inch water mains and 18-inch sewer main. The first alignment must be consistent with the City’s utility locations for standard street details (Std. Dwg 1302 & 1303), based on the ultimate R/W widths included in the City of Ontario Streets and Highways Master Plan. These guidelines are available on the City’s website. The second alignment shall be placed 241
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within existing R/W limits to mitigate or eliminate the need for R/W appraisal and acquisition at this time.

Each alignment must consider existing utility lines and future planned development and utility improvements. For example, Edison Avenue is a major arterial and is expected to contain several large size facilities including sewer, storm drain, recycled wat er, gas, electrical, and communication lines.

Deliverable: Draft and Final PDR

Task 1.3 Right-of-Way Analysis

Subtask 1.3.1. Right-of-Way Assessment
The existing right -of-way along Bon View Avenue is currently in its ultimate planned right-of- way width at 66-feet wide. However, property owners have impeded into the existing right-of-way which has reduced the effective width to 50-feet in certain locations.

The existing right-of-way along Edison Avenue varies from 66-feet wide for most of the street to 90-feet wide for a segment west of Grove Avenue . The ultimate planned right-of-way width for Edison Avenue is 160-feet. Please refer to the City of Ontario Streets and Highways Master Plan (Attachment 3).

A significant amount of right-of-way acquisition and community outreach is required to place the proposed water and sewer mains in compliance with City’s standard drawings for utility locations for standard street sections. The design and construction for this project must be completed prior to the completion of Fire Station No. 11 located around the intersection of Bon View Avenue and Edison Avenue. As a result of potential time constraints from the construction of Fire Station No. 11, it may be preferabl e to construct the 12 -inch water mains and 18 -inch sewer main within existing R/W limits so that R/W acquisition is not necessary for this project. Nevertheless, t he preferred alignments of the proposed 12-inch water mains and 18-inch sewer main may necessitate professional right -of-way acquisition and appraisal for developed/undeveloped, vacant and/or unimproved, residential and/or commercial properties.

The Consultant will review existing land records and identify all properties impacted by the master planned streets and the conceptual water and sewer main alignments, to determine the locations and extent that additional R/W is required along each corridor. The PDR shall include an analysis that projects the cost to procure the necessary land, a flow chart of tasks and their timeframe to complete the acquisition process, and a tabulated list of impacted properties with the respective amounts of land that must be acquired.

Deliverable: Right-of-Way Assessment

Subtask 1.3.2. Optional – Appraisal & Acquisition
If R/W acquisition is required to construct the preferred alignments of the proposed 12-inch water mains and 18-inch sewer main, the Consultant shall produce appraisal reports, in accordance with 242
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standards of the Appraisal Institute and the Uniform Standards of Professional Appraisal Practice, for full or partial acquisitions, easements, temporary construction easements, leased or licensed properties and sale or disposition of excess/surplus properties. Meetings with the property owners may or may not be required at the option of the City and will be determined on a case -by-case basis. When acquisition is necessary, the Consultant shall assist the City with various right -of- way acquisition and appraisal assignments including but not limited to:

A. The Consultant shall retain an experienced and independent MAI (or equivalently credentialed) real property appraiser ( (hereinafter referred to as “Appraiser”), as defined and accredited by the Appraisal Institute, to prepare and appraisal of the fair market value of the property. Payment for the appraisal will be based on hourly rates shown in the Appraiser 's proposal and will be subject to not to exceed provision in the contract. Payment for the Appraiser's litigation support, if necessary, will be base d on hourly rates shown in the Appraiser's proposal and will be subject to a not to exceed provision in the contract.

B. Pre-condemnation planning assistance.

C. Relocation assistance, business reestablishment, replacement housing and relocation plan.

D. Obtain and review property files and title reports.

E. If any legal issues exist during the course of the appraisal assignment, the appraiser shall request legal opinion. All legal opinions shall be rendered by the City Attorney.

F. Preparation and review of all necessary legal documents for property acquisition.

G. Prepare notices of public hearing for individual property owners regarding resolutions of necessity.

H. Assist the City's staff in preparing staff report for resolution hearing.

I. Resolution of Necessity preparation and assistance with supporting evidence and related documents to establish the City's right to take the property necessary for the project (includes attending resolution hearing).

J. Provide assistance to legal counsel in preparation and filing of all legal documents necessary to commence an eminent domain action(s) for the required parcel(s).

K. Provide assistance to legal counsel in obtaining court order(s) for prejudgment possession to allow project -related construction activities to commence (within thirty (30) to ninety (90) days after commencement of the action).

L. Provide assistance to legal counsel in defending all challenges to City's right to take and/or claims for project blight, severance damage or other legal issues.

M. Provide assistance to legal counsel necessary to litigate individual cases to settlement, final judgment, and appeal, if necessary.

N. The Appraiser shall prepare grant deeds and temporary easements, prepare, and submit offers and negotiate right-of-way purchase/sale contracts to acquire the property.

O. The Appraiser shall provide litigation support if condemnation of the property is necessary.

Payment for acquisition services will be based on hourly rates shown in the Appraiser's proposal and will be subject to a not to exceed provision in the contract. Payment for the 243
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Appraiser's litigation support, if necessary, will be based on hourly rates shown in the Appraiser's proposal and will be not be subject to a not to exceed provision in the contract.

Deliverable: Appraisal Assessment and Execution Plan

Task 1.4 Data Collection, Utility Research and Notification Data relevant to the required engineering work will be identified, collected, and assembled. The primary purpose will be to identify data required from the City, utility companies, permittee, agencies with vested interest in the project (e.g. SCE, IEUA, DDW, City of Chino, SBCFCD, Southern California Gas Co., Zenith Energy, telecommunications systems, and various land developers/residents) and other sources to ensure that the design proceeds in accordance with the requirements of the many entities involved. The final design should also consider ultimate street elevations for Edison Avenue and Bon View Avenue. Information will include, but not be limited to, existing maps, reports, record drawings and other data that are readily available in hardcopy or electronic format. A list of all the requested documents collected under this task, including a brief item description, will be provided to the City.

Deliverable: Inventory of existing information/data

Task 1.5 Topographic Survey
Consultant will perform a complete surveying and aerial mapping of the site. These services will provide for topographic survey and verification of existing elevations , slopes, and improvements within the project area . Prior to the topographic survey , Underground Service Alert and ground penetrating radar services should mark out the existing utilities to allow for most accurate data collection. The topographic survey will serve as the project base drawing. City provided Atlas Maps and record drawings to help supplement the base drawing. Consultant will provide the following surveying services:

• Obtain permits (applications) as required from other agencies. • Research county records for survey control.
• Establish survey ground control for aerial mapping using NAD83 coordinates and City/County benchmarks.
• Provide aerial mapping by photogrammetric methods at 40 -scale, one foot contour intervals, width of survey shall be R/W to R/W (CADD & PDF files). • Consultant shall provide an aerial survey correlated with the State Plane Coordinate System to obtain a one -foot contour interval topographic and orthographic images at least 100 feet beyond the Project limits including horizontal and vertical control and benchmark delineation consistent with established control and existing City facilities. • Existing roadway features between the right -of-way, including street addresses for parcels on both sides of the streets, curb and gutter, edges of pavement, sidewalks/parkways, curb returns, curb ramps, driveways; alley intersections, bus pads, bike lanes, street striping, traffic loops.
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• Below and above-ground structures including but not limited to poles, existing vaults, and boxes.
• Existing signs; power poles, guy wires.
• Locations of trees that are four inches in diameter or greater, within or adjacent to the street right-of-way.
• Locations of USA utility markings within the project limits. • Locations of ground penetrating radar services markings in the alleys within the project limits; Invert depths of sewer and storm drain manholes and catch basins.

Deliverable: CADD & PDF files with aerial mapping and topography

Task 1.6 Potholing Services
The location of existing utilities can be critical to the definition of the design basis for the project work. Following a desktop investigation of the existing utilities in the project area, the Consultant will prepare a specific scope for the potholing effort in the pro ject area. Areas of special concern will be the interface locations with existing major utilities including water, sewer, storm water, electrical power, and instrumentation. Potholing services will be performed with the assistance of a surveying subcontractor to be retained by the Consultant.

The type of street pothole repair includes slurry backfill with permanent hot mix pavement repair.

See “Coring or Bore Hole Replacement Detail” in (Attachment 4). Consultant will obtain an encroachment and traffic control permit for the potholing from the City. Traffic control plans and traffic control for potholing will be provided by the consultant in accordance with City requirements. Excavation permit fee will be waived.

Consultant shall be responsible for developing a pothol e plan for locating and profiling existing utilities and submitting the plan to City for approval. After the City’s approval, Consultant shall be responsible for conducting the required potholing. For the purpose of providing a fee for this scope, Consultant shall assume that there will be forty (40) pothole locations approximately 5 feet to 8 feet deep.

Deliverable: Potholing reports
Task 1.7 Geotechnical Investigation
The Consultant will need to obtain all required permits to perform work within the project area.

Provide geotechnical engineering services necessary to conduct an evaluation of existing geological conditions and hazards , including exploratory work, laboratory and field testing, and professional guidance on the tests to be made.

The evaluation and report shall include but is not limited to: borings not to exceed 750 foot spacing along the Bon View Avenue and Edison Avenue corridors for the proposed 12-inch water mains and 18 -inch sewer main , to determine subsurface conditions and site geolog y, soil bearing capacity, presence of rock and rock removal capability factors/analysis, anticipated excavation characteristics of materials along the main alignments or at the proposed sites, groundwater conditions and dewatering, R -values, moi sture content, density, gradation, consolidation, 245
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expansion, soil contamination issues, laboratory test results (max density, sieve analysis, Atterberg limit), soil corrosivity, soil chemistry test results (pH, resistivity, sulfate content), corrosion protection and control, pipeline bedding requirements, suitability of native material for backfill, and shoring recommendations. For the purpose of this RFP, the investigation shall include eight (8) borings along the preferred alignments, a minimum of one (1) at every project street and spaced at maximum of 750 feet.

Upon completion of geotechnical investigations and potholing, all damaged pavements shall be repaired with a permanent hot asphalt mix placed by an asphalt pavement contractor duly licensed for this type of work. The type of street boring hole repair includes slurry backfill with permanent hot mix pavement repair. See “Coring or Bore Hole Replacement Detail” in (Attachment 4) .

Consultant will obtain an encroachment and traffic control permit for the potholing from the City.

Traffic control plans and traff ic control for potholing will be provided by the Consultant in accordance with City requirements. Excavation permit fee will be waived.

Consultant shall submit an initial geotechnical report by a California Registered Geologist or geotechnical firm interpreting the data of the exploratory work and testing and summarizing its recommendations. Three (3) copies and one (1) electronic copy of the draft geotechnical report shall be submitted for review. If recommendations of the geotechnical report require further detailed geotechnical investigations, t he Consultant shall perform the recommended evaluations as directed by the City. Following resolution of all OMUC review comments, three (3) copies and one (1) electronic copy of the final geotechnical report shall be submitted. Incorporate all geotechnical requirements into the planning and design phases of the Project in conformance with the industry standard of care.

Deliverable: Geotechnical investigation report

Task 1.8 Opinion of Probable Construction Cost
An initial opinion of probable construction cost will be prepared and will include construction costs, engineering costs, appropriate contingencies, and an allowance for administrative costs. The cost estimate will incorporate the Consultant's experience with similar projects as well as current, market driven construction costs. Contact will be made with equipment suppliers and manufacturers to obtain budget pricing for major equipment items.

The initial opinion of probable construction cost will be included as a section in the PDR and will be updated throughout the course of the project. At a minimum, the construction costs will be updated at the 60, 90, and 100 percent completion levels. The Consultant will provide opinion of probable construction cost which will form the basis upon which the bid schedule items and quantities will be developed.

Deliverable: Separated Opinion of probable construction cost for Water and Sewer Improvements

Task 1.9 Project Schedule
An initial project schedule will be prepared including design, bidding, construction, and post construction activities. The City will be advised on the s chedule impact of project technical decisions and the project schedule will be consistently updated (on at least a mont hly basis) to 246
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BB&K (2023) Exhibit A-11

reflect current project status. The project schedule will be included as a section in the PDR and will be updated throughout the course of the project. At a minimum, the project schedule will be updated at the 60, 90, and 100 percent completion levels.

Deliverable: Separated Schedule for Water and Sewer Improvements

Task 1.10 Preliminary Design Report
Consultant will prepare a Preliminary Design Report (PDR) and plans that summarizes consultants’ evaluation of the project’s constraints, which include the following:
• Design criteria for each proposed improvement,
• Site considerations, flood elevations, drainage requirements, etc., • Preliminary plan and layouts (30% Design)
• Utility requirements, conflicts, and solutions,
• Potential traffic control conflicts and solutions,
• State Water Resources Control Board and other utility company horizontal and vertical clearance requirements,
• CEQA requirements,
• Construction scheduling requirements to be included in the construction documents, • Project schedule including design, bidding, and construction activities, • Work plan that identifies and discusses the various project constraints and scope items that must be addressed and recommend a plan of action(s) that should be followed to deliver the project,
• Requirements from other agencies,
• Geotechnical factors affecting design,
• Opinion of probable construction costs
• Preliminary drawing list,
• Specifications Table of Contents

The Design Report will also memorialize the specified materials proposed for the project. A summary of the City-approved variances and deviations from standard plans will be included in the Design Report. Approval of the pipeline alignment by the City will be based on Consultant’s topographic map and pothole logs.

Deliverable: Draft and Final PDR

Task 1.11 Preliminary Design Workshops
Conduct preliminary design workshops including a detailed presentation to OMUC personnel at completion of Draft and Final PDR to discuss the project, schedule, cost, constraints, and transition plan to final design.

Consultant shall summarize all findings, results, conclusion, and recommendations into a Draft PDR.

The Consultant shall submit five (5) copies of each the Draft PDR including one (1) electronic copy (smart pdf) and original files for OMUC review.

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BB&K (2023) Exhibit A-12

OMUC comments on the Draft PDR shall be incorporated into a Final PDR. The Consultant shall submit five (5) copies of each the Final PDR including one (1) electronic copy (smart pdf) and original files for OMUC data retention.

Deliverable: Draft and Final PDR Workshops Presentation and Meeting Minutes

Task 1.12 Public and Private Agency Utility Coordination

Utility coordination will resume with the public and private agencies at the completion of the 30% plan submittal. Copies of the 30% plans will be submitted to each utility provider affected by project; comments received by each will be incorporated into the construction documents. Consultant shall keep a log of all communications with the utility companies.

Deliverable: Communication Log and Notes

TASK 2 - CEQA COMPLIANCE
Task 2.1 CEQA Compliance
The project is a n updated revision from a component of the 2012 Infrastructure Master Plans approved by the City Council on December 4, 2012 . A Mitigated Negative Declaration was prepared and approved for the 2012 Infrastructure Master Plans pursuant to the provisions of CEQA. However, an analysis of the project has determined that there is no significant deviation from the description of this component of the overall 2012 Infrastructure Master Plans . The Consultant will coordinate with the City’s CEQA representative and Planning Department. T he City will file a Notice of Exemption and pay all fees with San Bernardino County, County Clerk and with the California Department of Fish and Wildlife. Consultant will provide technical input for filing of the Notice of Exemption by the City

Deliverable: A NOE for the Water Improvements and a NOE for the Sewer Improvements

TASK 3 - ENGINEERING DESIGN SERVICES AND PROJECT MANAGEMENT For all tasks within this section, the Consultant is to have the understanding that the City will require a separate set of deliverables, one for water improvements and one for sewer improvements, for each task and/or sub-tasks.

Task 3.1 Preliminary Design (60%) Submittal)

Upon completion of Task 1, the Consultant shall compile all gathered information and prepare preliminary design plans. Preliminary design shall include recommended alignment s of the pipelines including profiles and connections to existing services. After the Preliminary Design is approved by the City, the Consultant shall proceed with the detailed design.

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BB&K (2023) Exhibit A-13

The Consultant shall adhere to all design requirements and guidelines within the documents on the City’s website at https://www.ontarioca.gov/Engineering/DesignGuidelines.

For the Water Improvement Design:

The design will include but not be limited to tie-in connections and necessary related appurtenances, service laterals and water meters, air/vacuum release valve assemblies, blow- off/manual drain assemblies and fire hydrant assemblies.

The plans will illustrate and specify the water main, type of material, sizes, restrained lengths, construction sequencing, bypass piping locations, and the quantity required for the water main improvement construction.

For the Sewer Improvement Design:

The design will include but not be limited to tie-in connections and necessary related appurtenances, manholes, service laterals.

The plans will illustrate and specify the sewer main, type of material, sizes, construction sequencing, bypass piping locations, and the quantity required for the sewer main improvement construction.

Along with the 60% construction plan submittal for both the Water Improvements and Sewer Improvements, the Consultant will submit two sets of technical specifications for both improvement projects. The submittal will include the City’s front-end contract documents which will be tailored for the project , technical specifications, and appendices . The City will provide the front end document boiler plate and sample technical specifications.

Consultant will provide the plans sheets at 1” = 40’ for horizontal and 1” = 4’ for vertical scale. The plan set will include title sheet, notes, and standard details. The standard details are provided by the City. Design drawings shall show street addresses and approximate locations of all services to be replaced. Connection details for all proposed pipelines shall be shown at a scale of 1” =10’.

Drawings shall also include typical street cross sections showing existing , proposed and future improvements.

Consultant will attend a meeting with City staff to review and discuss the 60% plan-check comments and other City staff feedback. Consultant shall maintain a log of 60% plan review comments and responses.

Deliverable: Two sets of Plans & Specifications Submittals (one for Water Improvements and one for Sewer Improvements)

Task 3.2 Detailed Design (90%) Submittal

With preliminary design (60%) review comments from the City and other entities, Consultant shall prepare detailed design Plans, Specifications and Estimate (PS & E ) for the proposed improvements. Plans shall be prepared using computer aided design software (AutoCAD) and shall be printed on size 24x36 paper. The 90% plan submittal shall be stamped and signed by a 249
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BB&K (2023) Exhibit A-14

California Registered Professional Engineer. The 90% special provisions and technical specifications (PS & E) shall be prepared and submitted. The City will review the submitted PS & E, provide comments, and request revisions until it is in compliance with City standards and policies.

The 90% design submittal will include:

For the Water Improvement Design:

Tie-in connections, details and necessary related appurtenances, service laterals, water meters, air/vacuum release valve assemblies, blow -off/manual drain assemblies and fire hydrant assemblies.

The plans will illustrate and specify the dimensions, stationing, water main, type of material, sizes, restrained lengths, construction sequencing, bypass piping locations, and the quality required for the water main improvement construction.

For the Sewer Improvement Design:

Tie-in connections, details and necessary related appurtenances, manholes, and service laterals.

The plans will illustrate and specify the dimensions, stationing, sewer main, type of material, sizes, restrained lengths, construction sequencing, bypass piping locations, and the quality required for the sewer main improvement construction.

Consultant will attend a meeting with City staff to review and discuss the 90% plan-check comments and other City staff feedback. Consultant shall maintain a log of 90% plan review comments and responses. If warranted by the plan check comments, Consultant shall submit one more iteration of the 90% plans and specifications for review and approval.

Deliverable: Two sets of Plans & Specifications Submittals (one for Water Improvements and one for Sewer Improvements)

Task 3.3 Final Design Revisions

Consultant shall make all City-requested changes, additions, deletions, and corrections in the Final Design and Specifications at no additional cost, so long as they are not in conflict with the requirements of public agencies having jurisdiction or prior approval, or inconsistent with earlier 250
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BB&K (2023) Exhibit A-15

City direction or Consultant’s professional judgment. Consultant shall bring any such conflicts and/or inconsistencies to the attention of City. The parties agree that Consultant, and not the City, possesses the requisite expertise to determine the constructability of the Final Working Drawings and Specifications. However, the City reserves the right to conduct one or more constructability review processes with the Final Working Drawings and Specifications, and to hire an independent Consultant or other Consultant to perform such reviews. Any such independent constructability review shall be at City’s expense. Consultant shall make all City -requested changes, additions, deletions, and corrections in the Final Working Drawings and Specifications which may result from any constructability review, at no additional cost to the City, so long as they are not in conflict with the requirements of public agencies having jurisdiction or prior approval, or inconsistent with earlier City direction or Consultant’s professional judgment. If such changes, additions, deletions, or corrections are inconsistent with prior City direction, Consultant shall make such alterations and be compensated therefore pursuant to the Additional Services provision of this Agreement.

Task 3.4 Final Working Drawings and Specifications (100% Submittal)

Upon approval of the 90% design PS & E by the City, the Consultant shall prepare the final working documents for bid. A complete set of 100% stamped and signed mylar plans and specifications shall be submitted to the City. Such Final Working Drawings and S pecifications shall be developed from the Preliminary Design Phase and Design Development Documents approved by City. The Final Working Drawings and Specifications shall set forth in detail all the following: (1) the Project construction work to be done; (2) the materials, workmanship, finishes, and equipment required for the architectural, structural, mechanical, and electrical systems; and (3) the utility service connection equipment and site work. As indicated in Section 3.9.2 of the Agreement, City may be requested to supply Consultant with the necessary information to determine the proper location of all improvements on and off site, including record drawings (“as- built drawings”) in City’s possession. Consultant will make a good -faith effort to verif y the accuracy of such information by means of a thorough interior and exterior visual survey of site conditions. City shall also make a good-faith effort to verify the accuracy of the as-built drawings and provide any supplemental information to Consultant which may not be shown on the as-built drawings.

Deliverable: Two sets of Plans & Specifications Submittals (one for Water Improvements and one for Sewer Improvements)

Task 3.5 Permits
In accordance with the permit requirements identified in Task 1, Consultant shall obtain permits from the following agencies for construction of the project:
• City of Ontario
• State Water Resource Control Board
• Any other Agency Permits
As needed, Consultant will assist the City to obtain the State Water Resources Control Board’s approval for the areas that the proposed potable water main alignments do not meet the separation 251
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BB&K (2023) Exhibit A-16

criteria stated in the California Code of Regulations Title 22, Chapter 16, Section 64572 (See City Standard number 4001). Consultant shall submit detailed plans with vertical and horizontal alignments, specifications, and other exhibits necessary to show the standard installation and the proposed installation for which the alternative is being requested.

Deliverable: Approved Permits (one for Water and one for Sewer Improvements)

Task 3.6 Opinion of Construction Cost (60%, 90% and 100% Submittal)

During the preparation of the 60%, 90% and 100% submittal packages, Consultant will prepare an Opinion of Construction Cost (OCC) for each portion of the project. The OCC will be tabularized in the same format as the construction document bid sheet.

Deliverable: Two Opinions of probable construction cost (one for Water and one for Sewer Improvements) with each submittal package

TASK 4 – BID PHASE SUPPORT SERVICES
For all tasks within this section, the Consultant is to have the understanding that the City will require a separate set of bid supporting services, one for water improvements and one for sewer improvements, for each task and/or sub-tasks.

Task 4.1 Pre-Bid Conference
A pre -bid conference will be conducted at a date, time, and location selected by the City .

Consultant will perform the following tasks:
• Prepare meeting agenda and facilitate meeting,
• Instruct prospective bidders and suppliers as to the types of information required by the contract documents and the format in which the bids should be presented, • Review special project requirements and contract documents in general, • Receive requests for interpretations that will be resolved by addendum through the City’s electronic bid management system,
• Conduct a site visit, and
• Prepare minutes of the conference.

Deliverable: Meeting agenda, handouts, meeting minutes

Task 4.2 Miscellaneous Bid Phase Services
The following services will be provided during the bid phase:
• Interpret construction contract documents and provide written responses to questions from bidders requiring clarification during the bidding period. Anticipate up to 10 clarification requests,
• Prepare and issue addenda to the contract documents as required through the City’s electronic bid management system Anticipate up to three (3) addenda, 252
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BB&K (2023) Exhibit A-17

• Review and evaluate the qualifications of the three (3) lowest apparent responsible bidders and the proposed major or specialty subcontractors. The review and evaluation will include such factors as work completed, inventory of equipment available for the work, financial resources, technical experience, reference checks, contractor’s license, and • Prepare and distribute formal bid tabulation sheets, evaluate bids, and make written recommendations to City concerning contract award.

Deliverable: Written responses to RFI, addenda and provide bid support

Task 4.3 Conformed Documents
At the conclusion of the bidding period, the contract documents , plans and specifications will be revised to incorporate any addenda or clarifications issued during the bidding phase. Five hard copy sets and a electronic set of conformed contract documents will then be delivered to the City for distribution.

Deliverable: Conformed construction documents

TASK 5 – ADDITIONAL SERVICES

Task 5.1 Additional Services

Consultant is encouraged in its proposals to identify any additional work that is not specified in this Scope of Work that would be, in its opinion, necessary to complete the project as defined herein. Consultant may propose additional services that in its opinion will improve the efficiency and quality of the project. If identified, the additional work or services must b e included in the proposal but separated out in the Consultant’s Fee Schedule as Optional Tasks. The City will have final discretion on acceptance and approval of these Optional Tasks.

Attachments:

Att.-1: Location Map
Att.-2: Final Draft of the City of Ontario 2020 Sewer Master Plan and Water Master Plan Att.-3: City of Ontario Streets and Highways Master Plan Att.-4: Coring or Bore Hole Replacement Detail

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BB&K (2023) Exhibit A-18

Att.-1:

Location Map

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BB&K (2023) Exhibit A-19

Att.-2:

Final Draft of the City of Ontario 2020 Sewer Master Plan Final Draft of the City of Ontario 2020 Water Master Plan

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BB&K (2023) Exhibit A-20

Att.-3:

City of Ontario Streets and Highways Master Plan

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BB&K (2023) Exhibit A-21

Att.-4:

1.4 Coring or Bore Hole Replacement Detail.

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BB&K (2023) Exhibit A-22

ATTACHMENT “A”

STANTEC CONSULTING SERVICES INC.

Proposal for Professional Edison Avenue Water Improvements and Edison and Bon View Avenue Sewer Improvements (UT1079)
December 14, 2023
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BB&K (2023) Exhibit B-1

EXHIBIT “B”

FEE SCHEDULE
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BB&K (2023) Exhibit C-1

260
Department: Public Works
Prepared By: Cynthia Heredia-Torres
Staff Member Presenting:

Tito Haes, Executive Director Public Works
Reviewed By: Bonnie Tam, Andrea Ampig
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 12
SUBJECT:

A CONSTRUCTION CONTRACT WITH RESOURCE ENVIRONMENTAL FOR THE

EMERGENCY DEMOLITION AND SITE CLEARANCE OF THE ONTARIO BEST INN AT 1045 W MISSION AVE

CITY OF ONTARIO
Agenda Report
February 20, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

Authorize the City Manager or his designee to execute Construction Contract No. D&C23-028 Ontario Best Inn Demolition & Site Clearance with Resource Environmental, Inc., of Cerritos, California, for emergency demolition and site clearance activities on City owned property located at 1045 W Mission Avenue in the amount of $346,500; B
.

Authorize a 15% contingency of $51,975 to address any unforeseen issues that may arise during the demolition for a total not-to-exceed contract amount of $398,475; and C
.

Authorize the City Manager or his designee to execute all documents required for the completion of the project including, but not limited to, contracts, agreements, assessments, easements, reduction of retention accounts and ﬁling a notice of completion at the conclusion of all demolition related activities.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

The Fiscal Year 2023-24 Adopted Budget includes appropriations in the Capital Projects Fund for the Aﬀordable Housing/Veteran Housing (Mission/Mountain) Acquisition. The recommended demolition services for the 1045 W Mission Avenue, Ontario Best Inn is $346,500 with a 15% contingency of $51,975 for a total contract amount not-to-exceed $398,475.

BACKGROUND & ANALYSIS:

The Best Ontario Inn will require emergency demolition, accepted under AQMD Rule 1403 (c14), due to the motel’s state of disrepair caused by the previous owners and because of building code violations. The condition of the motel poses an immediate risk to public safety. After assessment, the Ontario Police Department recommends immediate demolition of the motel due to the property being inhabitable. 261

The work under this project will consist of the demolition and site clearance of a 23,000 square foot stucco hotel, including the pool demolition and backfill.

If approved, to expedite the demolition process, the contractual services of Resource Environmental, Inc., of Cerritos, California, will be secured. The City Council approved and contracted with Resource Environmental, Inc. on December 5, 2023, after a bid solicitation process for D&C23-002 404 N Euclid Demolition Project. The scope from the 404 N Euclid Demolition Project and the Emergency Demolition of the Best Ontario Inn is comparable in scope and aligns with the expected requirements. Resource Environmental, Inc’s., expertise, and availability make them the ideal choice to handle the Emergency Demolition and Site Clearance in a timely and responsible manner.
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D&C23-0028 Best Ontario Inn Demo 1
CO

NTRACT FOR CONSTRUCTION
This Contract for Construction (“Contract”), No. D&C23-028 is made and entered as of ____________, by and between City of Ontario, with its principal place of business at 303 East “B” Street, Ontario, CA 91764, sometimes hereinafter called the “City” and Resource Environmental, Inc., sometimes hereinafter called “Contractor.” WITNESSETH: That the parties hereto have mutually covenanted and agreed, and by these presents do covenant and agree with each other as follows:

ARTICLE 1. SCOPE OF WORK.

The Contractor shall perform all Work within the time stipulated in the Contract, and shall provide all labor, materials, equipment, tools, utility services, and transportation to complete all of the Work required in strict compliance with the Contract Documents as specified in Article 5, below, for the following Project:

D&C23-028 Best Ontario Inn Demo
Contractor is an independent contractor and not an agent of the City. The Contractor and its surety shall be liable to the City for any damages arising as a result of the Contractor’s failure to comply with this obligation.

ARTICLE 2. TIME FOR COMPLETION.

Time is of the essence in the performance of the Work. The Work shall be commenced on the date stated in the City’s Notice to Proceed. The Contractor shall complete all Work required by the Contract Documents within 90 calendar days from the commencement date stated in the Notice to Proceed. By its signature hereunder, Contractor agrees the time for completion set forth above is adequate and reasonable to complete the Work.

ARTICLE 3. CONTRACT PRICE.

The City shall pay to the Contractor as full compensation for the performance of the Contract, subject to any additions or deductions as provided in the Contract Documents, and including all applicable taxes and costs, the sum of THREE HUNDRED FORTY -SIX THOUSAND FI VE HUNDRED Dollars ($346,500). Payment shall be made as set forth in the General Conditions .

The City will pay to Contractor compensation based upon the prices set forth in the Bid Schedule. 263
D&C23-0028 Best Ontario Inn Demo 2

ARTICLE 4. LIQUIDATED DAMAGES.

Contractor acknowledges that the City will sustain actual damages for each and every Day completion of the Project is delayed beyond the Contract Time. Because of the nature of the Project, it would be impracticable or extremely difficult to determine the City’s actual damages.

Accordingly, in accordance with Government Code section 53069.85, it is agreed that the Contractor will pay the City the sum of $200 for each and every calendar day of delay beyond the time prescribed in the Contract Documents for finishing the Work, as Liquidated Damages and not as a penalty or forfeiture. In the event this is not paid, the Contractor agrees the City may deduct that amount from any money due or that may become due the Contractor under the Contract. This Section does not exclude recovery of other damages spe cified in the Contract Documents. Liquidated damages may be deducted from progress payments due Contractor, Project retention or may be collected directly from Contractor, or from Contractor's surety. These provisions for liquidated damages shall not prevent the City, in case of Contractor's default, from terminating the Contractor.

ARTICLE 5. COMPONENT PARTS OF THE CONTRACT.

The “Contract Documents” include the following
Contract for Construction
Standard Specifications for Public Works Construction “Greenbook”, latest edition, Except Sections 1-9
Applicable Local Agency Standards and Specifications, as last revised Approved and fully executed Change Orders
Permits
The Contractor shall complete the Work in strict accordance with all of the Contract Documents.

All of the Contract Documents are intended to be complementary. Work required by one of the Contract Documents and not by others shall be done as if required by all. In the event of conflict, the various Contract Documents will be given effect in the order set forth in the General Conditions. This Contract shall supersede any prior agreement of the parties.

ARTICLE 6. PROVISIONS REQUIRED BY LAW AND CONTRACTOR COMPLIANCE.

Each and every provision of law required to be included in these Contract Documents shall be deemed to be included in these Contract Documents. The Contractor shall comply with all requirements of applicable federal, state and local laws, rules and regulations, including, but not limited to, the provisions of the California Labor Code and California Public Contract Code which are applicable to this Work.

ARTICLE 7. INDEMNIFICATION.

Contractor shall provide indemnification and defense as set forth in the General Conditions.

ARTICLE 8. PREVAILING WAGES.

Contractor shall be required to pay the prevailing rate of wages in accordance with the Labor Code which such rates shall be made available at the City’s Office or may be obtained online at http://www.dir.ca.gov and which must be posted at the job site. 264
D&C23-0028 Best Ontario Inn Demo 3

ARTICLE 9. FALSE CLAIMS.

Contractor acknowledges that if a false claim is submitted to the City, it may be considered fraud and Contractor may be subject to criminal prosecution. Contractor acknowledges that the False Claims Act, California Government Code sections 12650, et seq. , provides for civil penalties where a person knowingly submits a false claim to a public entity. These provisions include within their scope false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of the information. In the event the City seeks to recover penalties pursuant to the False Claims Act, it is entitled to recover its litigation costs, including attorneys’ fees. Contractor hereby acknowledges that the filing of a false claim may the Contractor to an administrative debarment proceeding wherein Contractor may be prevented from further bidding on public contracts for a period of up to five (5) years. [REMAINDER OF PAGE LEFT INTENTIONALLY BLANK]

265
D&C23-0028 Best Ontario Inn Demo 4

IN WITNESS WHEREOF, this Contract has been duly executed by the above-named parties, on the day and year above written.

CITY OF ONTARIO
By:

Scott Ochoa
City Manager

ATTEST:

By:

Sheila Mautz, City Clerk

APPROVED AS TO FORM:

By:

Best Best & Krieger LLP
City Attorney

Resource Environmental, Inc.

By:

Its:

Printed Name:

[DELETE THE FOLLOWING SIGNATURE
LINE IF NOT REQUIRED]
By:

Its:

Printed Name:

____________________________________
Contractor’s License Number and
Classification

____________________________________
DIR Registration Number

[IF CORPORATION, TWO SIGNATURES,

PRESIDENT OR VICE PRESIDENT AND

SECRETARY OR TREASURER
REQUIRED]

END OF CONTRACT
266
Department: Public Works
Prepared By: Blaine M Ishii
Staff Member Presenting:

Tito Haes, Executive Director Public Works
Reviewed By: Bonnie Tam, Andrea Ampig
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 13
SUBJECT:

A GOODS AND SERVICES AGREEMENT WITH AMERICAN RECLAMATION, INC. FOR

SCRAP TIRE RECYCLING SERVICES

CITY OF ONTARIO
Agenda Report
February 20, 2024
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

Authorize the City Manager or his designee to execute a Goods and Services Agreement with American Reclamation, Inc., of Los Angeles, California, for Scrap Tire Recycling Services in an amount of $215,000 per year for one (1) year, for a total contract amount of $215,000; B
.

Authorize a 5% contingency of $10,750 per year for one (1) year to address any unforeseen issues that may arise for a total not-to-exceed contract amount of $225,750; and C
.

Authorize the City Manager or his designee to execute the optional three (3) one-year extensions to the Goods and Services Agreement in a total not-to-exceed amount of $903,000 consistent with future budgets adopted by the City Council.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
FISCAL IMPACT:

The Fiscal Year 2023-24 Adopted Budget includes appropriations in the Integrated Waste Fund for Scrap Tire Recycling Services. The recommended Agreement is $215,000 per year plus a 5% contingency of $10,750 for a total annual cost of $225,750. The total contract amount shall not exceed $225,750 over the one-year term. At the City’s discretion, three (3) additional one- year extensions may be exercised and shall not exceed $225,750 per year for a total contract amount not-to-exceed $903,000 over the four-year term. The total contract amount is for $860,000 plus a 5% contingency of $43,000 for a total not-to-exceed amount of $903,000.

BACKGROUND & ANALYSIS:

The City offers free tire drop-off services to residents Monday through Friday from 8:00 am to 5:00 pm at the Municipal Services Center (1425 S. Bon View Ave.) and collects abandoned tires within the City. Staﬀ also produces scrap tires from City Operations. The program serves approximately 33,000 single-family homes and provides services to approximately 4,000 commercial and industrial businesses. American Reclamation, Inc. will provide recycling services for the tires collected through the City’s programs. The services will be performed on an as- 267
needed basis depending on the volumes produced and collected.

American Reclamation, Inc. was the sole bidder for Scrap Tire Recycling Services on the City’s electronic bid management system in response to Bid No 1726. Staﬀ recommends awarding the Goods and Services Agreement to American Reclamation, Inc. 268
46700.00100\40935206.1
(BB&K 2023) - 1 - Goods and Services Agreement

ITY OF ONTARIO

GOODS & SERVICES AGREEMENT
This Agreement is made and entered into as of ____________, by and between the City of Ontario, a municipal corporation organized under the laws of the State of California with its principal place of business at 303 East “B” Street, Ontario, California 91764-4196, County of San Bernardino, State of California (“City”) and American Reclamation, Inc. , a corporation with its principal place of business at 4560 Doran Street Los Angeles, CA 90039 (“Vendor”). City and Vendor are sometimes individually referred to as “Party” and collectively as “Parties” in this Agreement.

RECITALS
A. Vendor desires to perform and assume responsibility for the provision of certain services and goods required by the City on the terms and conditions set forth in this Agreement.

Vendor represents that it is experienced in providing similar services and goods to public clients, that it and its employees or subcontractor s have all necessary licenses and permits to perform the services in the State of California and that is familiar with and understands the needs of City.

B. City desires to engage Vendor to sell to City the materials and/or equipment and/or render such services as more particularly described in this Agreement.

TERMS

1. SCOPE OF SERVICES.

1.1 G eneral Scope of Services . Vendor promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the Scrap Tire Recycling services (“Services”) which are more particularly described in Exhibit “A” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached her eto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

1.2 Goods. V
endor agrees to sell to City and City agrees to purchase the materials and/or equipment (“Goods”) as specified and per the specifications attached hereto and incorporated herein as Exhibit “A.” Unless specifically stated otherwise, the Goods shall be new and unused and of the current production year.
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(BB&K 2023) - 2 - Goods and Services Agreement

2. TERM.

2. 1 The term of this Agreement shall be from February 20, 2024, to February 19, 2025 with three (3) additional one-year terms exercisable solely at the option of the City, unless earlier terminated as provided herein. Vendor shall provide all Goods and complete the Services within the term of this Agreement and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this Agreement if necessary to complete the work.

3. FEES AND PAYMENTS.

3.1 C ompensation. Vendor shall receive compensation, including authorized reimbursements, for all Goods provided and Services rendered under this Agreement at the rates set forth in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation shall not exceed Two Hundred Fifteen Thousand Dollars ($215,000) without written approval of City Manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.2 Payment of Compensation. Vendor shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Vendor and Goods provided. The statement shall describe the amount of Services and Goods provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all non-disputed and approved charges thereon.

3.3 Reimbursement for Expenses. Vendor shall not be reimbursed for any exp enses
unless authorized in writing by City.

3.4 Extra Work. At any time during the term of this Agreement, City may request that Vendor perform Extra Work. As used herein, “Extra Work” means any work which is determined by City to be necessary for the proper completion of the Goods and Services, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Vendor shall not perform, nor be compensated for, Extra Work without written authorization from City’s Representative.

4. RESPONSIBILITIES OF VENDOR.

4.1 C ontrol and Payment of Subordinates; Independent Contractor. The Services shall be performed by Vendor or under its supervision. Vendor will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Vendor on an independent contractor basis and not as an employee. Vendor retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Vendor shall also not be employees of City and shall at all times be under Vendor’s exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Vendor or any of Vendor’s officers, employees or agents, except as set forth in this Agreement. Vendor shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of providing Goods and Services under this Agreement and as required by law. Vendor shall be responsible for all reports and obligations respecting s uch additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers’ compensation insurance. 270
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4.2 Schedule of Services.

4.2.1 Vendor shall perform the Services and provide Goods expeditiously, within the term of this Agreement, and in accordance with the Schedule of Goods and Services set forth in Exhibit “B” attached hereto and incorporated herein by reference (“Performance time”). Upon request of City, Vendor shall provide a more detailed schedule of anticipated performance to meet the Schedule of Goods and Services. Vendor agrees that if the Goods are not provided and/or the Services are not completed within the Performance Time, it is understood, acknowledged and agreed that the City will suffer damage.

4.2.2 Neither City nor Vendor shall be considered in default of this Agreement for delays in performance caused by circumstances beyond the reasonable control of the non- performing Party. For purposes of this Agreement, such circumstances include a Force Majeure Event. A Force Majeure Event shall mean an event that materially affects a Party’s performance and is one or more of the following: (1) Acts of God or other natural disasters; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the services); (4) strikes and other organized labor action occurring at the site and the effects thereof on the services, only to the extent such strikes and other organized labor action are beyond the control of Vendor and its subcontractors, and to the extent the effects thereof cannot be avoided by use of replacement workers; and (5) pandemics, epidemics or quarantine restrictions. For purposes of this Section, “orders of governmental authorities,” includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of a public agency applicable to the Agreement.

4.2.3 Should a Force Majeure Event occur, the non-performing Party shall, within a reasonable time of being prevented from performing, give written notice to the other Party describing the circumstances preventing continued performance and the efforts being made to resume performance of this Agreement. Force Majeure Events and/or delays, regardless of the Party responsible for the delay, shall not entitle Vendor to any additional compensati on.

Notwithstanding the foregoing in this section, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement.

4.3 C
onformance to Applicable Requirements. All work prepared by Vendor shall be subject to the approval of City.

4.4 Acceptance. The Goods shall be received subject to City’ s inspection and right of rejection. The Goods shall not be considered accepted until inspection, testing and/or use of the Goods is found to be in accordance with the City’s specifications. Final inspection of the Goods shall be at the location specified herein, unless otherwise agreed in writing. If the Goods are found at any time to be defective in material or workmanship, or otherwise not in conformance with specifications, City shall have the right, in addition to any other rights which it may have under warranties or otherwise, to reject such Goods in whole or in part. Rejected Goods shall be held at Vendor’s risk for a reasonable time thereafter and shall be returned or disposed of at Vendor’s expense. No rejected Goods shall be replaced by Vendor without written instruction or authorization from City.

4.5 Coordination of Services . V
endor agrees to work closely with City staff in the
performance of Services and shall be available to City’s staff, consultants and other staff at all reasonable times.
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4.6 Standard of Care; Performance of Employees. Vendor shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California.

Vendor represents and maintains that it is skilled in the professional calling necessary to perform the Services. Vendor warrants that all employees and subcontractor s shall have sufficient skill and experience to perform the Services assigned to them. Vendor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City business license, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Vendor shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Vendor’s failure to comply with the standard of care provided for herein. Any employee of the Vendor or its sub-Vendors who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Services , a threat to th e safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed by the Vendor and shall not be re -employed to perform any of the Services provided under this Agreement.

4.7 Warranty.

In addition to all warranties which may be provided by law, Vendor warrants that the Goods delivered hereunder shall, (a) be free from defect of material or workmanship and conform strictly to the specifications, drawings, or sample specified or furnished; (b) conform to drawings, plans, specifications, samples or other descriptions furnished, specified, accepted or approved by City ; and (c) be merchantable and fit for the purposes intended. The warranty shall be for a period of one (1) year, or such longer period as provided by a manufacturer’s warranty or as agreed to by Vendor and City, from the date of final written acceptance of the Goods by City. This warranty shall survive any inspection, delivery, acceptance, or payment by City of the Goods. Vendor, at its own expense, shall repair or replace, at the option of City, any defective Goods within two (2) business days after receipt of notice from City or within four (4) hours in case of emergency, as determined by City. Vendor also warrants that the Goods are free and clear of all liens and encumbrances whatsoever, that Vendor is conveying good and marketable title to same, and that Vendor owns or has a valid license for all of the proprietary technology and intellectual property incorporated within the Goods. Vendor agrees to indemnify, defend and hold City harmless against any and all third party claims resulting from the breach or inaccuracy of any of the foregoing warranties.

4.8 Reserved.

4.9 Disputes. Should any dispute arise respecting the true value of any work done, of any work omitted, or of any extra work which Vendor may be required to do, or respecting the size of any payment to Vendor during the performance of this Contract, Vendor shall continue to perform the Work while said dispute is decided by the City. If Vendor disputes the City’s decision, Vendor shall have such remedies as may be provided by law.

4.10 Laws and Regulations; Employee/Labor Certifications . Vendor shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner a ffecting its performance under this Agreement, including all Cal/OSHA requirements, and shall give all notices required by law. Vendor shall be liable for all violations of such laws and regulations in connection with this Agreement. If the Vendor performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Vendor shall be solely responsible for all costs arising therefrom. City is a public entity 272
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of the State of California subject to certain provisions of the Health & Safety Code, Government Code, Public Contract Code, and Labor Code of the State. It is stipulated and agreed that all provisions of the law applicable to the public contracts of a municipality are a part of this Agreement to the same extent as though set forth herein and will be complied with. These include but are not limited to the payment of prevailing wages, the stipulation that eight (8) hours’ labor shall constitute a legal day’s work and that no worker shall be permitted to work in excess of eight (8) hours during any one calendar day except as permitted by law. Vendor shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations.

4.10.1 Employment Eligibility; Vendor. By executing this Agreement, Vendor verifies that it fully complies with all requirements and restrictions of state and federal law respecting the employment of undocumented aliens, including, but not limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to time. Such requirements and restrictions include, but are not limited to, examination and retention of documentation confirming the identity and immigration status of each employee of the Vendor . Vendor also verifies that it has not committed a violation of any such law within the five (5) years immediately preceding the date of execution of this Agreement, and shall not violate any such law at any time during the term of the Agreement. Vendor shall avoid any violation of any such law during the term of this Agreement by participating in an electronic verification of work authorization program operated by the United States Department of Homeland Security, by participating in an equivalent federal work authorization program operated by the United States Department of Homeland Security to verify information of newly hired employees, or by some other legally acceptable method. Vendor shall maintain records of each such verification, and shall make them available to the City or its representatives for inspection and copy at any time during normal business hours. The City shall not be responsible for any costs or expenses related to Vendor ’s compliance with the requirements provided for in Section 4.10 or any of its sub-sections.

4.10.2 E
mployment Eligibility; Subcontractors, and Consultants . To the same extent and under the same conditions as Vendor , Vendor shall require all of its subcontractors, and consultants performing any work relating to this Agreement to make the same v erifications and comply with all requirements and restrictions provided for herein.

4.10.3 E mployment Eligibility; Failure to Comply . Each person executing this Agreement on behalf of Vendor verifies that they are a duly authorized officer of Vendor, and understands that any of the following shall be grounds for the City to terminate the Agreement for cause: (1) failure of Vendor or its subcontractors, or consultants to meet any of the requirements provided for in Sections 4 .10.1 or 4. 10.2; (2) any misrepresentation or material omission concerning compliance with such requirements (including in those verifications provided to the Vendor under Section 4.10.2); or (3) failure to immediately remove from this contract any person found not to be in compliance with such requirements.

4.10.4 Labor
Certification. By its signature hereunder, Vendor certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Workers’ Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services.

4.10.5 E
qual Opportunity Employment . Vendor represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor , employee or 273
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applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non -discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Vendor shall also comply with all relevant provisions of City’s Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted.

4.10.6 Air Quality. Vendor must fully comply with all applicable laws, rules and regulations in furnishing or using equipment and/or providing services, including, but not limited to, emissions limits and permitting requirements imposed by the California Air Resources Board (CARB). Vendor shall specifically be aware of the CARB limits and requirements’ application to “portable equipment”, which definition is considered by CARB to include any item of equipment with a fuel-powered engine. Vendor shall indemnify City against any fines or penalties imposed by CARB or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Vendor, its subcontractors, or others for whom Vendor is responsible under its indemnity obligations provided for in this Agreement.

4.10.7 W
ater Quality .

4.10.7.1 Management and Compliance. To the extent applicable, Vendor’s Services must account for, and fully comply with, all local, state and federal laws, rules and regulations that may impact water quality compliance, including, without limitation, all applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300); the California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000- 14950); laws, rules and regulations of the Environmental Protection Agency, the State Water Resources Control Board and the Santa Ana Regional Water Quality Control Board; the City’s ordinances regulating discharges of storm water; and any and all regulations, policies, or permits issued pursuant to any such authority regulating the discharge of pollutants, as that term is used in the Porter -Cologne Water Quality Control Act, to any ground or surface water in the State.

4.10.7.2 L
iability for Non -Compliance. Failure to comply with the laws, regulations and policies described in this Section is a violation of law that may subject Vendor or City to penalties, fines, or additional regulatory requirements. Vendor shall defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and against any and all fines, penalties, claims or other regulatory requirements imposed as a result of Vendor ’s non - compliance with the laws, regulations and policies described in this Section, unless such non- compliance is the result of the sole negligence or willful misconduct of the City, its officials, officers, agents, employees or authorized volunteers.

4.10.7.3 Tr
aining. In addition to any other standard of care requirements set forth in this Agreement, Vendor warrants that all employees and subcontractor s shall have sufficient skill and experience to perform the Services assigned to them without impacting water quality in violation of the laws, regulations and policies described in this Section. Vendor further warrants that it, its employees and subcontractors will receive adequate training, as determined by City, regarding the requirements of the laws, regulations and policies described in this Section as they may relate to the Services provided under this Agreement. Upon request, City will provide Vendor with a list of training programs that meet the requirements of this paragraph. 274
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5. P ROJECT MANAGEMENT

5.1 City’s Representative. The City hereby designates Blaine Ishii, Integrated Waste Director, or his or her designee, to act as its representative for the performance of this Agreement (“City’s Representative”). City’s Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Vendor shall not accept direction or orders from any person other than the City’s Representative or his or her designee.

5.2 V endor’s Representative. Vendor hereby designates John Gasparian, Vice President and General Manager, or his or her designee, to act as its representative for the performance of this Agreement (“Vendor’s Representative”). Vendor’s Representative shall have full authority to represent and act on behalf of the Vendor for all purposes under this Agreement.

The Vendor’s Representative shall supervise and direct the Services, using his best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all work required under this Agreement.

6. I NSURANCE.

6.1 Time for Compliance. Vendor shall not commence work under this Agreement until it has provided evidence satisfactory to the City that it has secured all insurance required under this Section. In addition, Vendor shall not allow any subcontractor to commence work on any subcontract until it has provided evidence satisfactory to the City that the subcontractor has secured all insurance required under this Section.

6.2 M inimum Re quirements. Vendor shall, at its expense, procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Agreement by the Vendor, its agents, representatives, employees or subcontractor s. Vendor shall also require all of its subcontractor s to procure and maintain the same insurance for the duration of the Agreement. Such insurance shall meet at least the following minimum levels of coverage:

6.2.1 M
inimum Scope of Insurance. Coverage shall be at least as broad as the latest version of the following: (1) General Liability : Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liabili ty: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto); and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation insurance as required by the State of California and Employer’s Liability Insurance. The policy shall not contain any exclusion contrary to the Agreement, including but not limited to endorsements or provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24 26 or 21 29); or (2) cross liability for claims or suits by one insured against another.

6.2.2 M
inimum Limits of Insurance. Vendor shall maintain limits no less than: (1) General Liability $2 ,000,000 per occurrence for bodily injury, personal injury and property damage. If Commercial General Liability Insurance or other form with general aggregate limit is used including, but not limited to, form CG 2503, either the general aggregate limit shall appl y separately to this Agreement/location or the general aggregate limit shall be twice the required occurrence limit; (2) Automobile Liability $2,000,000 per accident for bodily injury and property damage; and (3) Workers’ Compensation and Employer’s Liability: Workers’ Compensation limits as required by the Labor Code of the State of California. Employer’s Liability limits of $1,000,000 per accident for bodily injury or disease. Defense costs shall be paid in addition to the limits. 275
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6.2.3 Manufacturer of Goods . If Vendor is also the manufacturer of any equipment included in the Goods, Vendor shall carry Product Liability and/or Errors and Omissions Insurance which covers said equipment with limits of not less than $1,000,000.

6.2.4 N otices; Cancellation or Reduction of Coverage. At least fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or materially reduced, Vendor shall, within ten (10) days after receipt of written notice of such cancellation or reduction of coverage, file with the City evidence of insurance showing that the required insurance has been reinstated or has been provided through another insurance company or companies. In the event any policy of insurance required under this Agreement does not comply with these specifications or is canceled and not replaced, the City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by the City will be promptly reimbursed by Vendor or the City may withhold amounts sufficient to pay premium from Vendor payments. In the alternative, the City may suspend or terminate this Agreement.

6.2.5 A
dditional Insured. The City of Ontario, its directors, officials, officers, employees, agents, and volunteers shall be named as additional insureds on Vendor ’s and its subcontractors’ policies of commercial general liability and automobile liability insurance using the endorsements and forms specified herein or exact equivalents.

6.3 I nsurance Endorsements. The insurance policies shall contain the following provisions, or Vendor shall provide endorsements on forms supplied or approved by the City to add the following provisions to the insurance policies:

6.3.1 G eneral Liability. The general liability policy shall include or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or endorsements providing the exact same coverage, the City of Ontario, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insured with respect to the Services or ongoing and complete operations performed by or on behalf of the Vendor , including materials, parts or equipment furnished in connection with such work; and (2) using ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Vendor ’s scheduled underlying coverage. Any excess insurance shall contain a provision that such coverage shall also apply on a primary and noncontributory basis for the benefit of the City, before the City’s own primary insurance, deductible, or self-insurance shall be called upon to protect it as a named insured. Any insurance, deductible, or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Vendor ’s insurance and shall not be called upon to contribute with it in any way. Notwithstanding the minimum limits set forth in Section 6.2.2, any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional insureds pursuant to this Section 6.3.1.

6.3.2 A
utomobile Liability. The automobile liability policy shall include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers, employees, agents, and volunteers shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Vendor or for which the Vendor is responsible; and (2) the insurance coverage shall be primary insurance as respects the City, its directors, officials, officers, employees, agents, and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the Vendor ’s scheduled 276
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underlying coverage. Any insurance, deductible, or self-insurance maintained by the City, its directors, officials, officers, employees, agents, and volunteers shall be excess of the Vendor ’s insurance and shall not be called upon to contribute with it in any way. Policy shall contain or be endorsed to contain such provisions. Notwithstanding the minimum limits set forth in Section

6.2.2, any available insurance proceeds in excess of the specified minimum limits of coverage shall be available to the parties required to be named as additional ins ureds pursuant to this Section 6.3.2.

6.3.3 W orkers’ Compensation and Employer’s Liability Coverage. The insurer shall agree to waive all rights of subrogation against the City, its directors, officials, officers, employees, agents, and volunteers for losses paid under the terms of the insurance policy which arise from work performed by the Vendor.

6.3.4 All Coverages. Each insurance policy required by this Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written notice by certified mail, return receipt requested, has been given to the City; and (B) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to the City, its directors, officials, officers, employees, agents, and volunteers. Any failure to comply with reporting or other provisions of the policies including breaches of warranties shall not affect coverage provided to the City, its officials, officers, employees, agents and volunteers, or any other additional insureds.

6.4 Separation of Insureds; No Special Limitations; Waiver of Subrogation. All insurance required by this Section shall contain standard separation of insureds provisions. In addition, such insurance shall not contain any special limitations on the scope of protection afforded to the City, its directors, officials, officers, employees, agents, and volunteers.

Requirement of specific coverage or minimum limits contained in this Section are not intended as a limitation on coverage, limits, or other requirement, or a waiver of any coverage normally provided by any insurance. All policies shall waive any right of subrogation of the insurer against the City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically allow Vendor or others providing insurance evidence in compliance with these specifications to waive their right of recovery prior to a loss. Vendor hereby waives its own right of recovery against City, its officials, officers, employees, agents, and volunteers, or any other additional insureds, and shall require similar written express waivers and insurance clauses from each of its subcontractors.

6.5 Deductibles and Self -I
nsurance Retentions. Any deductibles or self -insured
retentions must be declared to and approved by the City. Vendor shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects the City, its directors, officials, officers, employees, agents, and volunteers; or (2) the Vendor shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses.

6.6 Subcontractor I
nsurance Requirements . Vendor shall not allow any
subcontractors to commence work on any subcontract relating to the work under the Agreement until they have provided evidence satisfactory to the City that they have secured all insurance required under this Section. If requested by Vendor , the City may approve different scopes or minimum limits of insurance for particular subcontractor s. The Vendor and the City shall be named as additional insureds on all subcontractors’ policies of Commercial General Liability using ISO form 20 38, or coverage at least as broad.
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6.7 Acceptability of Insurers . Insurance is to be placed with insurers with a current A.M. Best’s rating no less than A:VIII, licensed to do business in California, and satisfactory to the City.

6.8 Verification of Coverage . Vendor shall furnish City with original certificates of insurance and endorsements effecting coverage required by this Agreement on forms satisfactory to the City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by the City if requested. All certificates and endorsements must be received and approved by the City before work commences. The City reserves the right to require complete, certified copies of all required insurance policies, at any time.

6.9 Reporting of Claims.

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

7. INDEMNIFICATION.

7.1 S cope of Indemnity . To the fullest extent permitted by law, Vendor shall def end, indemnify and hold the City, its officials, employees, agents and volunteers free and harmless from any and all claims, demands, causes of action, suits, actions, proceedings, costs, expenses, liability, judgments, awards, decrees, settlements, loss, damage or injury of any kind, in law or equity, regardless of whether the allegations are false, fraudulent, or groundless, to property or persons, including wrongful death, (collectively, “Claims”) in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct of Vendor, its officials, officers, employees, subcontractors, consultants or agents arising out of or in connection with the Services, the Goods or this Agreement, including without limitation the payment of all expert witness fees, attorneys’ fees and other related costs and expenses. Notwithstanding the foregoing, to the extent required by Civil Code section 2782, Vendor’s indemnity obligation shall not apply to such loss or damage which is caused by the sole negligence or willful misconduct of the City.

7.2 Additional Indemnity Obligations. Vendor shall defend, with counsel of City’s choosing and at Vendor’s own cost, expense and risk, any and all Claims covered by this section that may be brought or instituted against City or its officials, employees, agents and volunteers.

In addition, Vendor shall pay and satisfy any judgment, award or decree that may be rendered against City or its officials, employees, agents and volunteers as part of any such c laim, suit, action or other proceeding. Vendor shall also reimburse City for the cost of any settlement paid by City or its officials, employees, agents and volunteers as part of any such claim, suit, action or other proceeding. Such reimbursement shall include payment for City’s attorney’s fees and costs, including expert witness fees. Vendor shall reimburse City and its officials, employees, agents and volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Vendor’s obligation to indemnify shall survive expiration or termination of this Agreement, and shall not be restricted to insurance proceeds, if any, received by the City, its officials, employees, agents and volunteers.

8. CALIFORNIA LABOR CODE

8.1 Prevailing Wages. Vendor 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 278
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the performance of other requirements on “public works” and “maintenance” projects. I f the Services are being performed as part of an applicable “public works” or “maintenance” project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Vendor agrees to fully comply with such Prevailing Wage Laws. City shall provide Vendor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Vendor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Vendor’s principal place of business and at the project site. Vendor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It is the intent of the parties to effectuate the requirements of sections 1771, 1774, 1775, 1776, 1777.5, 1813, and 1815 of the Labor Code within this Agreement, and Vendor shall therefore comply with such Labor Code sections to the fullest extent required by law.

8.2 R
egistration. I f the Services are being performed as part of an applicable “public works” or “maintenance” project, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Vendor and all subcontractors must be registered with the Department of Industrial Relations.

Vendor shall maintain registration for the duration of this Agreement and require the same of any subcontractor. Notwithstanding the foregoing, the contractor registration requirements mandated by Labor Code Sections 1725.5 and 1771.1 shall not apply to work performed on a public works project that is exempt pursuant to the small project exemption specified in Labor Code Sections 1725.5 and 1771.1.

8.3 Compliance Monitoring. This Agreement m
ay also be subject to compliance
monitoring and enforcement by the Department of Industrial Relations. It shall be Vendor’s sole responsibility to comply with all applicable registration and labor compliance requirements. Any stop orders issued by the Department of Industrial Relations against Vendor or any subcontractor that affect Vendor’s performance of Services, including any delay, shall be Vendor’s sole responsibility. Any delay arising out of or resulting from such stop orders shall be considered Vendor caused delay and shall not be compensable by the City. Vendor shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claim or liability arising out of stop orders issued by the Department of Industrial Relations against Vendor or any subcontractor.

9. SAFETY.

V
endor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its s ervices, the Vendor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures.
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(BB&K 2023) - 12 - Goods and Services Agreement

10. A CCOUNTING RECORDS.

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

11. T ERMINATION OF AGREEMENT.

11.1 Grounds for Termination. City may, by written notice to Vendor, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Vendor of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Vendor shall be compensated only for those Services and Goods which have been adequately rendered to City, and Vendor shall be entitled to no further compensation. If terminated for cause because the Vendor refused or failed to deliver the Goods, the City may obtain Goods by whatever method it may deem expedient. If City’s cost of obtaining the Goods, including compensation for additional managerial and administrative services, will exceed the unpaid balance of the Goods , Vendor will be liable for and will pay the difference to City. Vendor may not terminate this Agreement except for cause.

The rights and remedies of the City provided in this Section shall not be exclusive and are in addition to any other rights and remedies provided by law, equity or under this Agreement.

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

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

12. G ENERAL PROVISIONS.

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

Vendor:

American Reclamation, Inc.
4560 Doran Street
Los Angeles, CA 90039-1006
Attn: John R. Gasparian, Sr., Vice President and General Manager 280
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(BB&K 2023) - 13 - Goods and Services Agreement

City:

City of Ontario
303 East “B” Street
Ontario, CA 91764-4196
Attn: Blaine Ishii, Integrated Waste Director
Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service.

12.2 Subcontracting. Vendor shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City.

Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement.

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

12.4 Ti
me of Essence. Time is of the essence for each and every provision of this Agreement.

12.5 Cit y’s Right to Employ Other Vendor s. City reserves right to employ other Vendors in connection with the Goods and Services provided under this Agreement.

12.6 S uccessors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

12.7 A ssignment or Transfer . Vendor shall not assign, hypothecate or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer.

12.8 C onstruction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Vendor include all personnel, employees, agents, and subcontractors of Vendor, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this 281
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(BB&K 2023) - 14 - Goods and Services Agreement

Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content or intent of this Agreement.

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

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

12.11 No Third Party Beneficiaries. Except to the extent expressly provided for in Section

12.7, there are no intended third party beneficiaries of any right or obligation assumed by the Parties.

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

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

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

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

12.16 Counterparts.

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

12.17 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 282
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(BB&K 2023) - 15 - Goods and Services Agreement

GNATURES ON NEXT PAGE
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(BB&K 2023) - 16 - Goods and Services Agreement

SIGNATURE PAGE FOR GOODS & SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO
AND AMERICAN RECLAMATION, INC.

IN WITNESS WHEREOF, the Parties have entered into this Agreement as of the day and year first above written.

CITY OF ONTARIO American Reclamation, Inc.

By:

Its:

Printed Name:

By:

Its:

Printed Name:

Approved By:

Scott Ochoa
City Manager
Approved as to Form:

_____________________________________
Best Best & Krieger LLP
City Attorney

Attested By:

Assistant City Clerk

284
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(BB&K 2023) Exhibit A-1 Goods and Services Agreement

EXHIBIT “A”

SCOPE OF SERVICES

GENERAL
The City of Ontario is seeking bids for Scrap Tire Recycling Services. The City offer free drop-off service to residents at the Municipal Services Center, collects abandoned tires within the City and produces scrap tires from City operations. City tire collection averages 15 tons per month.

This is an estimate only and not a guaranteed volume. company must be licensed and register in the State of California to practice work for which consideration is required.

The i
nitial term of the contract resulting from this RFP shall be a one -year term from the date the City executes the contract plus three optional one- year extension periods at the City’s discretion that are subject to the approval of the City Manager.

SER

VICES TO BE PROVIDED
The Firm selected shall provide the following services:
• Provide tire pick up services for the City of Ontario at 1425 South Bon View Avenue, Ontario, California.
• Provide tire pick up services for the City of Ontario at the West Valley Materials Recovery Facility at 13373 Napa Street, Fontana, California.
• Provide 40 cubic yard bin(s) to store collected tires at the City Facility and West Valley Materials Recovery Facility.
• Provide collection of tires within one to two business days after notice from City. • Provide full documentation for accounting and regulatory purposes. • Transmit data directly to CalRecycle, on the City’s behalf. • Upon inspection, provide the best recycling solution based on tire collection. 285
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(BB&K 2023) Exhibit B-1 Goods and Services Agreement

EXHIBIT “B”

SCHEDULE OF SERVICES
Deliveries
All deliveries shall be made within 24- 72 hours after receipt of order (ARO) and are to be made F.O.B. destination with a priced delivery invoice; option delivered with a packing/delivery slip and the invoice emailed with 24 hours of delivery (As determined by the City some special-order items may be exempt from delivery time frame).

Delivery Hours are Monday through Friday 6:00 a.m. and 3 p.m.

Delivery/Pick-up Locations:

1. Ontario Municipal Services Center – 1425 South Bon View Avenue, Ontario, CA 91761

2. West Valley Material Recovery Facility – 13373 Napa Street, Fontana, CA 92335

286
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(BB&K 2023) Exhibit C-1 Goods and Services Agreement

EXHIBIT “C”

COMPENSATION
C
ontractor will invoice City after completing each requested service with date and description of items and/or service performed. Periodic payments shall be made within 30 days of receipt of the invoice which includes a detailed description of the work performed.

No. Description Estimated
Qty. UOM Per Unit Cost
1 Recycling Fee per Ton - Pick Up at
Municipal Services Center and Materials
Recovery Facility 573 Ton $375
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(BB&K 2023) Exhibit D-1 Goods and Services Agreement

288
Department: Engineering
Prepared By: Tricia Maruki
Staff Member Presenting:

Scott Murphy, Executive Director Community
Development
Approved By:

Submitted To: Council/OHA
Approved: _______________________________
Continued To: ___________________________
Denied: __________________________________
Item No: 14
SUBJECT:

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, AMENDING CERTAIN SECTIONS OF CHAPTER 13 OF THE ONTARIO MUNICIPAL

CODE RELATING TO THE FLOOD DAMAGE PREVENTION PROGRAM

CITY OF ONTARIO
Agenda Report
February 20, 2024
SECTION:

ADMINISTRATIVE

REPORTS/DISCUSSION/ACTION

RECOMMENDATION:

That the City Council introduce and waive further reading of an Ordinance amending certain sections of Chapter 13 of the Ontario Municipal Code relating to the City's ﬂood damage prevention program.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Pursue City's Goals and Objectives by Working with Other Governmental Agencies Maintain the Current High Level of Public Safety
FISCAL IMPACT:

There is not a direct fiscal impact associated with this action.

BACKGROUND & ANALYSIS:

The Federal Emergency Management Agency (“FEMA”) manages the National Flood Insurance Program and publishes maps with ﬂood insurance related information.

The City is included in a recent Flood Insurance Rate Map (FIRM) update which automatically prompts a FEMA review of the City's current ﬂoodplain ordinance.

Based on discussions with
FEMA, the proposed ordinance includes language about Substantial Damage/Substantial Improvement determinations and is compliant with the current California Building Code elevation standards
. The proposed ordinance has been reviewed by FEMA and the City Attorney.

ENVIRONMENTAL REVIEW:

The Ordinance is not subject to the requirements of the California Environmental Quality Act (“CEQA”) for the following reasons: The Ordinance is (1) not a “project” within the meaning of sections 15060(c)(2) and 15060(c)(3) of the State CEQA Guidelines, because it has no potential for resulting in a direct or indirect physical change in the environment; and (2) is exempt under section 15061, subdivision (b)(3), the general rule exemption, because it can be seen with certainty that there is no possibility that this Ordinance will have a signiﬁcant eﬀect on the environment.
289
ORDINANCE NO. ______

AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF ONTARIO, CALIFORNIA, AMENDING CERTAIN SECTIONS OF CHAPTER 13 OF

THE ONTARIO MUNICIPAL CODE RELATING TO THE FLOOD DAMAGE PREVENTION PROGRAM.

WHEREAS the City of Ontario by Ordinance Nos. 2109 (1980), 2409 (1988) and 2991 (2014) established the Flood Damage Prevention Program (“Program”), which is codified in Chapter 8-13 of the Ontario Municipal Code; and WHEREAS the Federal Emergency Management Agency (“FEMA”) manages the National Flood Insurance Program and publishes maps with flood insurance related information; and
WHEREAS FEMA undertook a review of the City’s current Flood Damage Prevention Program and has notified the City that it is not in compliance with current requirements; and
WHEREAS FEMA has recommended revisions to the City’s Program; and WHEREAS FEMA requires the City to incorporate updated regulations into the Program; and
WHEREAS the City wishes to amend certain sections of Chapter 13 of the Municipal Code to comply with the direction provided by FEMA.

NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF ONTARIO DOES ORDAIN AS FOLLOWS:

SECTION 1. The recitals above are true and correct and are hereby incorporated herein by this reference.

SECTION 2. Amendment. Subsections (g), (k), (ii) and (jj) of Section 8-13.201 (“Definitions”) are hereby revised to read as follows (deletions shown in strikethrough, additions in underline, current subsections to be subsequently renumbered):
(g) “Base flood elevation” means the elevation of the base flood, including wave height, relative to the National Geodetic Vertical Datum (NGVD), North American Vertical Datum (NAVD) or other datum specified on the Flood Insurance Rate Map (FIRM).
(k) “Flood Boundary and Floodway Map” means the official map on which the Federal Emergency Management Agency or Federal Insurance Administration has delineated both the areas of flood hazard and the floodway. 290
(hh) “Substantial damage” means damage of any origin sustained by a structure whereby the cost of restoring the structure to its before-damaged condition would equal or exceed 50 percent of the market value of the structure before the damage occurred.
(ii) “Variation Variance” means a grant of relief from the requirements of this chapter, which permits construction in a manner which would otherwise be prohibited by this chapter.”
SECTION 3. Amendment. Subsection (a) of Section 8-13.403 addition of subsection (5) is hereby added to read as follows (additions in underline):
“(5) Require applicants who submit hydrologic and hydraulic engineering analyses to support permit applications to submit to FEMA the data and information necessary to maintain the Flood Insurance Rate Maps when the analyses indicate changes in base flood elevations, flood hazard area boundaries, or floodway designations; such submissions shall be made within 6 months of such data becoming available.”
SECTION 4. Amendment. Subsection (f) of Section 8-13.403 is hereby added to read as follows (additions in underline, current subsection to be subsequently renumbered):
“(f) Substantial improvement and substantial damage determinations. For applications for building permits to improve buildings and structures, including alterations, movement, enlargement, replacement, repair, additions, rehabilitations, renovations, substantial improvements, repairs of substantial damage, and any other improvement of or work on such buildings and structures, the Building Official, in coordination with the Floodplain Administrator, shall:
(1) Require the applicant to obtain an appraisal of the market value prepared by a qualified independent appraiser, of the building or structure before the start of construction of the proposed work to the satisfaction of the Building Official; in the case of repair, the market value of the building or structure shall be the market value before the damage occurred and before any repairs are made.
(2) Compare the cost to perform the improvement, the cost to repair the damaged building to its pre-damaged condition, or the combined costs of improvements and repairs, when applicable, to the market value of the building or structure. (3) Determine and document whether the proposed work constitutes substantial improvement or repair of substantial damage. (4) Notify the applicant when it is determined that the work constitutes substantial improvement or repair of substantial damage and that compliance with the flood resistant construction requirements of the building code is required and notify the applicant when it is determined that work does not constitute substantial improvement or repair of substantial damage.”
291
SECTION 5. Amendment. Subsection (c) of Section 8-13.501 (“Standards of construction.”) is hereby amended to read as follows (deletions shown in strikethrough, additions in underline):
“(1) New construction and substantial improvements of any structure shall have the lowest habitable floor, including basement, elevated to or at least one (1) foot above the base flood elevation. Nonresidential structures may meet the standards in §8-13.501(c)(3). Upon the completion of the structure, the elevation of the lowest floor, including basement, shall be certified by a registered professional engineer or surveyor, or verified by the community building inspector to be properly elevated. Such certification or verification shall be provided to the Building Official. (2) New construction and substantial improvement of any structure in Zone AH or AO shall have the lowest floor, including basement, elevated above the highest adjacent grade at least as high as one (1) foot higher than the depth number specified in feet on the FIRM, or at least two (2) feet if no depth number is specified.

Nonresidential structures may meet the standards in § 8-13.501(c)(3). Upon the completion of the structure, the elevation of the lowest floor, including basement, shall be certified by a registered professional engineer or surveyor, or verified by the community building inspector to be properly elevated. Such certification or verification shall be provided to the Building Official.
(3) Nonresidential construction shall either be elevated in conformance with §8-13.501(c)(1) or (2) or, together with attendant utility and sanitary facilities:
(i) Be floodproofed so that below the base flood level the structure is watertight with walls substantially impermeable to the passage of water to a minimum of one (1) foot above the base flood elevation;” SECTION 6. Amendment. Subsection (d) of Section 8-13.601 (“Appeal board.”) is hereby deleted (deletions shown in strikethrough, current subsection to be subsequently renumbered):
“(d) Generally, variances may be issued for new construction and substantial improvements to be erected on a lot of one-half (½) acre or less in size contiguous to and surrounded by lots with existing structures constructed below the base flood level, providing paragraphs (1) through (11) of subsection (c) of this section have been fully considered. As the lot size increases beyond one-half (½) acre, the technical justification required for issuing the variance increases.”
SECTION 7. Amendment. Subsection (a) of Section 8-13.504 (“Standards for manufactured homes.”) is hereby amended to read as follows (deletions shown in strikethrough, additions in underline):
“(a) Be elevated so that the lowest floor is at or a minimum of one (1) foot above the base flood elevation; and”
292
SECTION 8. Amendment. Subsection (a) of Section 8-13.602 (“Conditions for variance.”) is hereby amended to read as follows (deletions shown in strikethrough, additions in underline):
“(a) A variance is authorized to be issued for the repair, improvement, or rehabilitation of a historic structure upon a determination that the proposed repair, improvement, or rehabilitation will not preclude the structure's continued designation as a historic structure, and the variance is the minimum necessary to preserve the historic character and design of the structure. When the proposed work precludes the structure’s continued designation as a historic structure, a variance shall not be granted and the structure and any repair, improvement, and rehabilitation shall be subject to the requirements of the building code in conjunction with the provisions of this Ordinance.

Variances may be issued for the reconstruction, rehabilitation or restoration of structures listed in the National Register of Historic Places or the State Inventory of Historic Places, without regard to the procedures set forth in the remainder of this section.

SECTION 9. If any section, subsection, paragraph, sentence, clause or phrase of this ordinance is for any reason held to be invalid, unconstitutional or otherwise struck-down by a court of competent jurisdiction, such decision shall not affect the validity of the remaining portions of this Ordinance. The City Council hereby declares that it would have adopted this ordinance and each section, subsection, paragraph, sentence, clause or phrase thereof, irrespective of the fact that any one or more portions of this ordinance might be declared invalid.

SECTION 10. This Ordinance shall be become effective thirty (30) days from its adoption.

SECTION 11. The Mayor shall sign this Ordinance and the City Clerk shall certify as to the adoption and shall cause a summary thereof to be published at least once, in a newspaper of general circulation in the City of Ontario, California within fifteen (15) days of the adoption. The City Clerk shall post a certified copy of this ordinance, including the vote for and against the same, in the Office of the City Clerk, in accordance with Government Code Section 36933.

PASSED, APPROVED, AND ADOPTED this day of 2024. ______________________________
PAUL S. LEON, MAYOR
293
ATTEST:
________________________________

SHEILA MAUTZ, CITY CLERK
APPROVED AS TO FORM:
______________________________

BEST BEST & KRIEGER LLP

CITY ATTORNEY
294

STATE OF CALIFORNIA )

COUNTY OF SAN BERNARDINO )

CITY OF ONTARIO )
I, SHEILA MAUTZ, City Clerk of the City of Ontario, DO HEREBY CERTIFY that foregoing Ordinance No. _____ was duly introduced at a regular meeting of the City Council of the City of Ontario held February 20, 2024 and adopted at the regular meeting held by the following roll call vote, to wit:

AYES: COUNCIL MEMBERS:

NOES: COUNCIL MEMBERS:

ABSENT: COUNCIL MEMBERS:
____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
I hereby certify that the foregoing is the original of Ordinance No. ______ duly passed and adopted by the Ontario City Council at their regular meeting held , 2024 and that a copy of the Ordinance was published on _________, 2024 and _____________, 2024 in the Inland Valley Daily Bulletin newspaper.
_____________________________________

SHEILA MAUTZ, CITY CLERK
(SEAL)
295

Ontario City CouncilFebruary 20, 2024

Ontario City Council
February 20, 2024