Ontario City Council
May 5, 2026

BB&K 2020

SIGNATURE PAGE FOR AMENDMENT NO. 5 TO THE PROFESSIONAL SERVICES

AGREEMENT BETWEEN THE CITY OF ONTARIO

AND CERTERRA RMA GROUP DBA RMA 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 Certerra RMA Group dba RMA 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
A
ttested By:

City Clerk
182
certerra-rmagroup.com 12130 Santa Margarita Court, Rancho Cucamonga, CA 91730 T: 909.697.6679 Proposal No: 00-243036-3
April 22, 2026
C
ity of Ontario
1425 S Bon View Avenue
Ontario, CA 91761
A
ttention: Daniel Beers,
Subject: Proposal to Provide Construction Inspection and Testing Services Ontario Sports Park
Riverside Dr and Ontario Ave
Ontario, CA
D
ear Daniel Beers,
Certerra RMA Group (“RMA”) is pleased to present our proposal to provide construction inspection and testing services for the Ontario Sports Park Experience Flight Tower Restaurant project.

Project Understanding
We understand that the project will consist of construction of the Tower Flight Restaurant beyond right field at ONT Stadium. Based on our review of civil and foundation plans we understand that construction inspection and testing services will be required.

Scope of Work
A detailed description of the tasks required to complete this scope of work and an estimate of the costs associated with our work are detailed herein.

Compaction Testing of Trench Backfill and Street Improvements Our services will consist of compaction testing of the backfill of the utility trenches and subgrade and aggregate base for paved areas on site and within the street right of way.

We will provide a technician to perform in place density tests (compaction tests) by either the sand cone method (ASTM D1556) or the nuclear gauge method (ASTM D6938), water content tests, and maximum density optimum moisture tests per ASTM D1557 at loca tions selected by our representative. Testing would be performed after compaction has been completed by the contractors and observation of compaction methods used by the contractor would not be included in the scope of our work.

Trench backfill compaction tests would be taken at locations and frequencies in accordance to guidelines provided by the governing public agency. If the governing public agency does not have established testing guidelines then the following guidelines would be used. Test locations on the main trenches would be spaced no more than 300 linear feet apart and 20% of the lateral trenches would be tested. Compaction tests would be taken at mid depth in the backfill zone and in the subgrade zone in trenches with d epths of 4 feet or less. One half of the tests shall be Attachment A
183

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

taken from each depth. Trenches deeper than 4 feet would be tested in each 4 foot lift and the subgrade zone. No tests would be taken in the bedding or pipe zone. Excavating of test holes in excess of 1.0 feet in depth would not be included within the work scope.

Subgrade compaction tests of paved areas on site and within the street right of way would be taken at locations be selected by our technician that represent the surface appearance of the subgrade at the time of testing. Test locations would be spaced no more than 100 linear feet apart.

A written report summarizing the results of all tests performed will be prepared upon completion of the work. The report will not contain a rendering, opinion, certificate, or warranty, of the compaction of the materials tested.

Special Inspection and Testing of Reinforced Concrete Construction This scope of services will include engineering review of concrete mix designs, special inspection of reinforced concrete construction and field sampling and laboratory testing of concrete and reinforcing steel used in concrete construction for the project.

Our materials engineer would review mix designs submitted by the contractor and the results of tests performed on the aggregates. A written report of our review of the concrete mix design submittal will be prepared upon the completion of the work.

We will provide an ICC certified special inspector to perform inspection of the concrete form work, reinforcing steel placement, and concrete placements. He will perform periodic inspection of the formwork for shape, location and dimensions of the concrete member being formed. He will provide periodic inspection to verify the proper size and placement of reinforcing steel and embedded anchors.

Our inspector will provide continuous inspection during the placement of structural concrete to verify proper application techniques. Our inspector will sample fresh concrete and obtain samples for strength testing, perform slump tests and monitor the temperature of the concrete. A set of test cylinders will be made from each 150 cubic yards of concrete or fraction thereof for each class of concrete placed each day. Four test cylinders will be cast for each set.

Strength test cylinders will be cured in our laboratory until they are tested in accordance to ASTM C192.

Compression tests would be performed in accordance to ASTM C39 at 7 and 28 days, respectively. Copies of the results of all compression tests will be provided upon completion of the test.

Samples of the reinforcing steel to be used for production of concrete would be tested in accordance to ASTM A370 and A615 test methods. Written reports of all tests presenting applicable information would be prepared at the completion of testing.

Structural Steel Shop and Field Welding
This scope of services will consist of inspection of structural steel shop fabrication and shop and field welding procedures and completed welds for conformance to approved plans, specifications, and building codes.

W e will provide an inspector that has been certified by A WS as a special inspector for welding. His work would consist of inspection of all welds made in the shop and / or field for compliance of the approved plans and job specifications. He shall make a systematic record of all welds, including a list of defective welds and a manner of correction of defects. The inspector will check the material, equipment, details of construction and procedures, as well as the welds. He would also check the ability of th e welder. He would also check the ability of the welder. Our 184

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

inspector will perform periodic inspection during fit up and fabrication of structural steel to verify the materials utilized are properly marked and traceable. He will collect mill certifications for the materials and inspect joint details to verify conformance at each connection.

Non-destructive testing of the completed welds will be performed as required. The inspector may use Ultra Sonic, Magnetic Particle or Dye Penetrants as appropriate to inspect completed welds and assure the adequacy of the welding.

Special Inspection and Testing of Reinforced Masonry Construction This scope of services will include engineering review of grout mix designs, special inspection of reinforced masonry construction and field sampling and laboratory testing of mortar, grout and masonry used for the project.

Our materials engineer would review mix designs submitted by the contractor and the results of tests performed on the aggregates. A written report of our review of the grout mix design submittal will be prepared upon the completion of the work.

We will provide an ICC certified special inspector to perform inspection of the masonry work, reinforcing steel placement, and grout placements. He will perform periodic inspection of the masonry work for fit up, jointing and the general details of the work being constructed. He will provide periodic inspection to verify the proper size and placement of reinforcing steel and embedded anchors.

Our inspector will provide continuous inspection during the placement of grout and mortar to verify proper application techniques. Our inspector will sample fresh grout and mortar to obtain samples for strength testing. <>Strength test cylinders will be obtained for grout and mortar. The strength test samples will be cured in our laboratory until they are tested in accordance to ASTM C192. Compression tests would be performed on grout samples in accordance to ASTM C1019, and mortar samples will be tested in accordance with ASTM C780.

Samples will be tested at 7 and 28 day ages
Samples of the masonry units delivered to the project will be sampled and tested to verify conformance with the project requirements in accordance with ASTM C90. Core samples of the completed masonry will be obtained and laboratory tests performed to dete rmine compressive and shear strength of the masonry in accordance with ASTMC1314. Written reports of all tests presenting applicable information would be prepared at the completion of testing.

Special Inspection and Testing of Post Installed Anchors This scope of services will include performing special inspection and testing as required of post installed anchors for compliance with the approved plans, job specifications, ICC-ES reports, and building codes.

We will provide an inspector certified by ICC to perform inspection of the installation of post installed anchors. These inspections typically consist of epoxy dowel, wedge anchor, and hold downs. He shall make a list of defective work and a manner of correction of defects.

This scope of work may also include pull or torque testing of installed anchors as required by the project plans or job specifications. We will provide a technician to perform the required testing on a randomly selected number of anchors based on the frequency of testing specified.

The results of all tests and inspections will be provided to the designated representative in written daily reports of inspection and testing.
185

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Project Administration, Engineering Oversight, and Reporting This scope of work will include all administrative, project management, engineering oversight, and reporting. This may include, but is not limited to, ensuring we have all necessary documents and information needed to complete the requested work, reviewing plans and specifications, dispatching services, reviewing both lab and daily reports, distribution, and invoicing time.

Terms and Conditions
Fee Proposal
We propose to perform the previously described services on an hourly or test rate basis in accordance with the attached fee schedule. Our estimate of charges for the proposed services is valid for forty-five (45) days and as follows:

Construction Activity Estimated Costs
Compaction Testing of Trench Backfill and Street Improvements $34,510.00 Special Inspection and Testing of Reinforced Concrete Construction $14,960.00 Structural Steel Shop and Field Welding $18,648.00
Special Inspection and Testing of Reinforced Masonry Construction $16,680.00 Special Inspection and Testing of Post Installed Anchors $10,400.00 Project Administration, Engineering Oversight, and Reporting $11,920.00

Total $107,118.00

Professional Insurance
We maintain liability and workers’ compensation insurance coverage and amounts consistent with industry standards for the services being proposed herein. Certificates of insurance will be provided upon request.

Closure
Our services will be performed in a manner consistent with the level of care and skill ordinarily exercised by members of the same profession currently providing the same or similar services under similar circumstances in the same locality and in accordance with applicable standards in effect at the time the services are performed. This warranty is in lieu of all other warranties, either expressed or implied.

By signing below, you hereby authorize RMA to proceed with services outlined in this proposal and agree that all services and anything arising out of or in any way related to this proposal will be governed by RMA’s Fee Schedule and General Conditions which are attached hereto and are incorporated herein by reference. This authorization to proceed constitutes an agreement between you and RMA and is made in consideration of the mutual promises and covenants contained herein and for other good and valuable con sideration, the receipt and sufficiency of which is hereby acknowledged.

186

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Thank you for the opportunity to submit this proposal. We look forward to working with you on this project. If you have any questions regarding this proposal, please contact the undersigned.

Authorized By: Respectfully submitted,
City of Ontario Certerra RMA Group

(Signature) Ken Dowell, PG, CEG
Principal Geologist
(Title)

(Date)

187

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Compaction Testing of Trench Backfill and Street Improvements

Item Quantity Unit Unit Price Total
Sample / Delivery Driver 8 HR $120.00 $960.00
Soils Engineering Technician 240 HR $136.50 $32,760.00
ASTM D1557 Max Density Optimum Moisture 2 EA $395.00 $790.00 Subtotal

$34,510.00
188

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Special Inspection and Testing of Reinforced Concrete Construction

Item Quantity Unit Unit Price Total
Sample / Delivery Driver 24 HR $120.00 $2,880.00
Technician Material ID 8 HR $130.00 $1,040.00
Special Inspector Reinforced Concrete 64 HR $130.00 $8,320.00 ASTM C39 Cast Concrete Cyl 4x8 40 EA $55.00 $2,200.00
ASTM A370 Rebar Tension up to #8 4 EA $70.00 $280.00
ASTM A370 Bend Test Rebar up to #8 4 EA $60.00 $240.00
Subtotal

$14,960.00
189

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Structural Steel Shop and Field Welding

Item Quantity Unit Unit Price Total
AWS Certified Welding Inspector- Field 40 HR $136.50 $5,460.00 AWS Certified Welding Inspector- Shop 80 HR $136.50 $10,920.00 NDT ASNT Level II Field 16 HR $141.75 $2,268.00
Subtotal

$18,648.00
190

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Special Inspection and Testing of Reinforced Masonry Construction

Item Quantity Unit Unit Price Total
Special Inspector Masonry 80 HR $130.00 $10,400.00
ASTM C780 Mortar Cylinder Compression 24 EA $50.00 $1,200.00 ASTM C1019 Grout Prism Compression 40 EA $55.00 $2,200.00 Sample / Delivery Driver 24 HR $120.00 $2,880.00
Subtotal

$16,680.00
191

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Special Inspection and Testing of Post Installed Anchors

Item Quantity Unit Unit Price Total
Special Inspector Post Installed Anchors 40 HR $130.00 $5,200.00 Pull | Torque Testing Technician 40 HR $130.00 $5,200.00 Subtotal

$10,400.00
192

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Estimate Worksheet
Project Administration, Engineering Oversight, and Reporting

Item Quantity Unit Unit Price Total
Project Manager - Office 16 HR $200.00 $3,200.00
Project Engineer - Office 16 HR $220.00 $3,520.00
Project Geologist - Office 8 HR $200.00 $1,600.00
Administrative 40 HR $90.00 $3,600.00
Subtotal

$11,920.00

193

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Fee Schedule

Personnel Charges - Professional Staff
Product Name Units Rate ($)
Project Engineer - Laboratory HR $220.00
Administrative HR $90.00
Principal Engineer - Office HR $250.00
Principal Engineer - Field HR $250.00
Principal Engineer - Consultation HR $250.00
Principal Engineer - Job Conference HR $250.00
Principal Engineer - Expert Witness HR $600.00
Principal Engineer - Court Appearance HR $800.00
Project Engineer - Office HR $220.00
Project Engineer - Field HR $220.00
Project Engineer - Consultation HR $220.00
Project Engineer - Job Conference HR $220.00
Staff Engineer - Office HR $180.00
Staff Engineer - Field HR $180.00
Drafting HR $130.00
Drafting / CADD/GIS Specialist I HR $130.00
Project Manager - Office HR $200.00
Project Manager - Field HR $200.00
Project Manager - Job Conference HR $200.00
Principal Geologist - Office HR $230.00
Principal Geologist - Field HR $230.00
Principal Geologist - Consultation HR $230.00
Principal Geologist - Job Conference HR $230.00
Principal Geologist - Expert Witness HR $500.00
Principal Geologist - Court Appearance HR $700.00
Project Geologist - Office HR $200.00
Project Geologist - Field HR $200.00
Project Geologist - Consultation HR $200.00
Project Geologist - Job Conference HR $200.00
Qualified SWPPP Developer QSD HR $200.00
Staff Geologist - Office HR $170.00
Staff Geologist - Field HR $170.00
Qualified SWPPP Practitioner QSP HR $180.00
Personnel Charges - Field Staff
Product Name Units Rate ($)
Soils Engineering Technician HR $136.50
Soils Technician Compaction T esting HR $130.00
Soils Technician Rough Grading HR $130.00
Soils Technician Retesting HR $130.00
Public Works Inspector HR $130.00
Public Works Technician HR $130.00
Public Works Inspector - Asphalt Paving HR $130.00
Public Works Inspector - Asphalt Plant HR $130.00
Public Works Inspector - Concrete Paving HR $130.00
Public Works Inspector - Concrete Plant HR $130.00
Public Works Technician - Asphalt HR $130.00
Public Works Technician - Concrete HR $130.00
Laboratory Technician - Field Lab HR $120.00
Building Inspector HR $140.00
194

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Special Inspector (ICC) HR $130.00
Mechanical Inspector HR $232.50
Special Inspector Reinforced Concrete HR $130.00
Special Inspector Prestressed Concrete HR $130.00
SI Concrete Batch Plant HR $130.00
ACI Concrete Technician HR $130.00
Sample / Delivery Driver HR $120.00
Technician Material ID HR $130.00
Special Inspector Fire Proofing HR $130.00
Special Inspector Post Installed Anchors HR $130.00
Special Inspector Roofing/Waterproofing HR $130.00
Special Inspector Masonry HR $130.00
Special Inspector Masonry (DSA) HR $130.00
Special Inspector Shotcrete HR $130.00
Special Inspector PT Concrete HR $130.00
Special Inspector Fire Stopping HR $145.00
AWS Certified Welding Inspector- Field HR $136.50
AWS Certified Welding Inspector- Shop HR $136.50
Special Inspector Structural Steel HR $130.00
Special Inspector High Strength Bolting HR $130.00
Special Inspector Wood Construction HR $130.00
NDT ASNT Level II Field HR $141.75
NDT ASNT Level III Field HR $250.00
NACE Coating Inspector Level 2 HR $145.00
Special Inspector Fiber Wrap HR $130.00
Radiographic Testing Crew HR $500.00
Pull | Torque Testing Technician HR $130.00
Project Inspector (IOR) HR $145.00
Lead Coring Technician HR $135.00
Assistant Coring Technician HR $135.00
Horizontal Wall Coring HR $135.00
Lead Utility Location Technician HR $150.00
Lead Concrete Scanning Technician HR $150.00
Supervising Soil Technician HR $200.00
Supervising Public Works Inspector HR $200.00
Supervising Special Inspector HR $200.00
Quality Control Manager HR $225.00
Laboratory Tests - Steel
Product Name Units Rate ($)
ASTM E605 Spray Applied Fireproofing Den EA $135.00
ASTM A370 Rebar Tension up to #8 EA $70.00
ASTM A370 Rebar Tension #9 to #11 EA $85.00
ASTM A370 Rebar Tension #14 EA $125.00
ASTM A370 Rebar Tension #18 EA $180.00
ASTM A370 Bend Test Rebar up to #8 EA $60.00
ASTM A370 Bend Test Rebar #9 to #11 EA $70.00
ASTM A370 Bend Test Rebar #14 EA $125.00
ASTM A370 Bend Test Rebar # 18 EA $180.00
ASTM A370 Headed Bar Prod. Lot up to #8 LOT $275.00
ASTM A370 Headed Bar Prod. Lot #9 to #11 LOT $335.00
ASTM A370 Headed Bar Prod. Lot #14 LOT $515.00
ASTM A370 Headed Bar Prod. Lot #18 LOT $670.00
ASTM A416 Stress-Strain Analysis EA $250.00
195

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

ASTM A416 Tensile Test Only EA $175.00
ASTM A370 Tensile Up to 100K lbs (Each) EA $85.00
ASTM A370 Tensile Up to 200K lbs (Each) EA $100.00
ASTM A370 Tensile Up to 300K lbs (Each) EA $120.00
ASTM A370 Tensile Up to 400K lbs (Each) EA $180.00
ASTM A370 Tensile 400K - 500K lbs (Each) EA $365.00
ASTM A370 Tensile Stress-Strain Percent EA $205.00
AWS Weld: Macroetch EA $120.00
AWS Weld: Fracture EA $95.00
AWS Bend Test EA $85.00
ASTM A370 Rockwell Hardness (Each) EA $120.00
Steel Chemical Analysis EA $255.00
ASTM F606 Bolt Axial Tensile to 7/8” EA $70.00
ASTM F606 Bolt Wedge Tensile to 7/8” EA $100.00
ASTM F606 Bolt: Axial 7/8” - 1 1/2” EA $105.00
ASTM F606 Bolt Wedge Tens 7/8” to 1 1/2" EA $120.00
ASTM F606 Bolt: Proof Load up to 7/8" EA $110.00
ASTM F606 Bolt: Proof Load up to 1 1/2" EA $135.00
ASTM F606 Nut: Proof Load up to 7/8" EA $75.00
ASTM F606 Nut: Proof Load up to 1 1/2" EA $120.00
Laboratory Tests - Soil
Product Name Units Rate ($)
ASTM D4318 Plasticity Index of Soils EA $335.00
ASTM D1883 California Bearing Ratio EA $750.00
ASTM D2435 Consolidation EA $295.00
ASTM D2435 Consolidation with Time Rate EA $355.00
ASTM D3080 Direct Shear, Consol&Drained EA $285.00
ASTM D4829 Expansion Index of Soils EA $270.00
ASTM D2166 Unconfined Comp Strength EA $335.00
ASTM D5333 Hydro Collapse Potential EA $260.00
ASTM D2050 Tri-Axial Shear Strength EA $550.00
ASTM D2937 In-Place Density, Drive Cyl EA $75.00
ASTM D2216 Soil Moisture Content by Mass EA $55.00
ASTM D698 Maximum Density Std Effort EA $350.00
ASTM D1557 Max Density Optimum Moisture EA $395.00
ASTM D2974 Moisture, Ash, Organic Matter EA $120.00
ASTM D4972 pH of Soils EA $125.00
ASTM D2844 R-Value & Expansive Pressures EA $480.00
ASTM D2434 Const Head Permeability Test EA $470.00
ASTM D422 Sieve Analysis of Soil EA $260.00
ASTM D1140 Materials Finer than #200 EA $160.00
ASTM D422 Hydrometer Anaylsis EA $395.00
ASTM D854 Specific Gravity of Soils EA $295.00
ASTM D4546 Swell Potential EA $260.00
ASTM D4943 Shrinkage Factor by Resin EA $290.00
ASTM D559 Soil Cement Sample Preparation EA $160.00
ASTM D558 Soil-Cement Maximum Density EA $395.00
ASTM D1633 Compression Test Soil Cement EA $130.00
AASHTO T100 Specific Gravity of Soils EA $295.00

196

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Laboratory Tests - Masonry
Product Name Units Rate ($)
ASTM C140 Block Compressive Strength SET $100.00
ASTM C140 Block Moisture & Absorption SET $110.00
ASTM C426 Block Linear Shrinkage SET $375.00
ASTM C140 Block Unit Wt & Dimensions SET $265.00
ASTM C90 Masonry Block Conformance SET $740.00
ASTM C67 Brick Compressive Strength SET $125.00
ASTM C67 Brick Moisture & Absorption SET $110.00
ASTM C67 Brick 5 Hour Boil EA $135.00
ASTM C67 Brick Modulus of Rupture EA $135.00
ASTM C780 Mortar Cylinder Compression EA $50.00
ASTM C1019 Grout Prism Compression EA $55.00
ASTM C1314 Masonry Core Comp Str 8" Max EA $120.00
ASTM C1314 Masonry Core Shear Str 8" Max EA $130.00
ASTM E519 Assemblage Comp Str 8" Block EA $155.00
ASTM E519 Assemblage Comp Str 12" Block EA $140.00
ASTM E519 Assemblage Comp Str 16" Block EA $175.00
ASTM C109 Compressive Strength 2" Cube EA $75.00
Laboratory Tests - Concrete
Product Name Units Rate ($)
ASTM C39 Cast Concrete Cyl 4x8 EA $55.00
ASTM C42 Compressive Strength, Core EA $120.00
ASTM C39 Cyl Tested out of Sequence EA $80.00
ASTM C495 Lightweight Concrete Strength EA $75.00
ASTM C78 Flexural Strength, Beam EA $135.00
ASTM C1140 Shotcrete Panel Test SET $450.00
ASTM C138 Unit Weight of Concrete EA $90.00
ASTM C649 Concrete Modulus of Elasticity EA $275.00
ASTM C157 Concrete Shrinkage (Set of 3) SET $650.00
ASTM C496 Splitting Tensile T est EA $125.00
ASTM C495 Density - Lightweight Concrete EA $240.00
AASHTO T336 Coefficient Therm Expansion EA $750.00
Laboratory Tests - Caltrans
Product Name Units Rate ($)
CT202 Sieve Analysis, Combined Agg EA $275.00
CT202 Sieve Analysis, Fine Agg EA $210.00
CT202 Sieve Analysis, Coarse Agg EA $195.00
CT235 Flat and Elongated Particles EA $400.00
CT205 Percentage Crushed Particles EA $275.00
CT206 Specific Gravity, Coarse Aggregate EA $195.00
CT207 Specific Gravity, Fine Aggregate EA $295.00
CT208 Apparent Specific Gravity of Fines EA $295.00
CT229 Durability Index EA $455.00
CT234 Angularity & Voids, Fine Agg EA $295.00
CT211 Abrasion, Los Angeles Rattler EA $375.00
CT227 Cleanness Value EA $420.00
CT213 Organic Impurities in Sand EA $155.00
CT214 Soundness by Sodium Sulfate EA $650.00
CT226 Moisture Content by Oven Drying EA $75.00
CT217 Sand Equivalent EA $190.00
197

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

CT308(A) Core Density Paraffin Coated EA $85.00
CT308(C) Core Density SSD EA $75.00
CT303 Approximate Bitumen Ratio EA $335.00
CT304/308(A) LTMD Kneading Compactor EA $480.00
CT305 Swell of Bituminous Mixtures EA $550.00
CT366 Stabilometer Value EA $395.00
CT308(A)/366 Stability and Density EA $490.00
CT308(C)/366 Stability and Density EA $470.00
CT309 Maximum Theoretical Density EA $350.00
CT370 Moisture Content by Microwave EA $110.00
CT379 Asphalt Content Nuclear Gauge EA $275.00
CT382 Ignition Oven Correction Factor EA $650.00
CT382 Asphalt Content by Ignition EA $295.00
CT371 Tensile Strength Ratio EA $1,470.00
CT302 Film Stripping EA $335.00
CT521 Concrete Cyl Compressive Strength EA $55.00
CT523 Concrete Flexural Strength, Beam EA $135.00
CT531 Length of Drilled Concrete Cores EA $75.00
CT550 Surface Abrasion of Concrete EA $535.00
CT534 Water Retention, Liq Curing Cmpnd EA $570.00
CT521 Compressive Strength LCB EA $50.00
CT524 RSC Flexural Strength, Beam EA $135.00
CT515 Relative Mortar Strength, PCC Sand EA $900.00
CT670 Tensile Strength up to #8 EA $95.00
CT670 Tensile Strength #8 - #11 EA $120.00
CT670 Tensile Strength #14 EA $180.00
CT670 Tensile Strength #18 EA $255.00
CT670 Steel Splice Slip Test EA $275.00
CT670 Operator Qualification up to #8 LOT $550.00
CT670 Operator Qualification #9 - #11 LOT $655.00
CT670 Operator Qualification #14 LOT $950.00
CT670 Operator Qualification #18 LOT $1,235.00
CT670 Operator Qualification #18 EA $1,235.00
CT670 Production Lot up to #8 (Service) LOT $355.00
CT670 Production Lot #9 to #11 (Service) LOT $475.00
CT670 Production Lot #14 (Service) LOT $635.00
CT670 Production Lot #18 (Service) LOT $825.00
CT670 Production Lot up to #8 (Ultimate) LOT $455.00
CT670 Production Lot #9 to #11(Ultimate) LOT $490.00
CT670 Production Lot #14 (Ultimate) LOT $790.00
CT670 Production Lot #18 (Ultimate) LOT $1,350.00
CT204 Plasticity Index, Atterberg EA $355.00
CT209 Specific Gravity of Soil EA $295.00
CT216 CA Impact Max Density EA $325.00
CT216 CA Impact, Rock Correction EA $95.00
CT301 Resistance R-Value Stabilometer EA $475.00
CT417 Soluble Sulfates EA $155.00
CT422 Chloride Content EA $135.00
CT643 Resistivity and pH EA $155.00
Laboratory Tests - Asphalt
Product Name Units Rate ($)
ASTM D2726 Core Density (SSD) EA $75.00
ASTM D1188 Core Density Parafilm Coated EA $85.00
198

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

ASTM D6926 Lab Max Density Marshall EA $395.00
ASTM D6927 Marshal Stability and Flow EA $480.00
ASTM D1561 LTMD Kneading Compactor EA $395.00
ASTM D1560 Hveem Stability and Density EA $490.00
ASTM D1560 Hveem Stability EA $375.00
ASTM D2041 Maximum Theoretical Density EA $350.00
ASTM D6307 Ignition Oven Calibration EA $650.00
ASTM D6307 Asphalt Content by Ignition EA $295.00
ASTM D2172 Asphalt Content by Solvents EA $475.00
ASTM D4125 Asphalt Content Nuclear Gauge EA $335.00
ASTM D5444 Gradation of Extracted Agg EA $335.00
ASTM D244 Emulsion Residue Evaporation EA $280.00
ASTM D244 Emulsion Sieve Analysis EA $185.00
ASTM D3910 Wet Track Abrasion EA $350.00
AASHTO T324 Hamburg Wheel Tracking Test EA $1,100.00
AASHTO T283 Tensile Strength Ratio EA $1,200.00
AASHTO T275 Core Denisty Paraffin Coated EA $85.00
AASHTO T312/T275 LTMD Gyratory Compactor EA $480.00
AASHTO T308 Asphalt Content by Ignition EA $285.00
AASHTO T209 Theoretical Maximum Density EA $350.00
AASHTO T308A AC Correction Factor EA $550.00
AASHTO T324 Hamburg Wheel Tracking RHMA EA $1,100.00
AASHTO T283 Tensile Strength Ratio RHMA EA $1,200.00
AASHTO T312/T275 LTMD Gyratory Comp RHMA EA $480.00
Laboratory Tests - Aggregates
Product Name Units Rate ($)
ASTM C131 Abrasion, Los Angeles Rattler EA $375.00
ASTM C40 Organic Impurities in Fine Agg EA $135.00
ASTM C127 Specific Gravity, Coarse Agg EA $255.00
ASTM C128 Specific Gravity, Fine Agg EA $290.00
ASTM C1252 Angularity & Voids, Fine Agg EA $280.00
ASTM C566 Moisture Content by Drying EA $35.00
ASTM C117 Materials Finer than No. 200 EA $160.00
ASTM D2419 Sand Equivalent EA $190.00
ASTM C289 Alkali-Silica Reactivity EA $950.00
ASTM D4791 Flat & Elongated Particles EA $395.00
ASTM D5821 Percent Fractured Particles EA $275.00
ASTM C123 Percent Lightweight Particles EA $295.00
ASTM C88 Soundness by Sodium Sulfate EA $695.00
ASTM C136 Sieve Analysis, Combined Agg EA $290.00
ASTM C136 Sieve Analysis, Fine Agg EA $265.00
ASTM C136 Sieve Analysis, Coarse Agg EA $255.00
ASTM C142 Clay Lumps & Friable Particles EA $260.00
ASTM C535, Abrasion Large Aggregate EA $465.00
AASHTO T304 Angularity & Voids in Fines EA $255.00
AASHTO T84 Specific Gravity, Fine Agg EA $280.00
AASHTO T85 Specific Gravity, Coarse Agg EA $255.00
AASHTO T96 Abrasion, Los Angeles Rattler EA $375.00
AASHTO T27 Sieve Analysis, Combined Agg EA $290.00
AASHTO T27 Sieve Analysis, Fine Agg EA $285.00
AASHTO T27 Sieve Analysis, Coarse Agg EA $255.00
AASHTO T176 Sand Equivalent EA $190.00
AASHTO T335 Percent Fractured Particles EA $285.00
199

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

General Charges
RMA requires twenty-four (24) hour prior notification for scheduling inspectors and/or technicians.

Inspection charges start at the scheduled show up time at the job site. All inspection hours will be billed in the following increments:

There will be a minimum two (2) hour charge for any RMA Group employee presence on site.

Any time less than four (4) hours of work will be billed as four (4) hours.

Four (4) to eight (8) hours will be billed as eight (8) hours.

When personnel are required to work in excess of 5 hours without an uninterrupted meal period of 30 minutes, due to project constraints, ½ hour will be charged at double time rates in addition to any applicable hours worked.

Rates are valid through June 30, 2026. Rates for personnel will increase by 3% per year on July 1st of each subsequent year.

Certified Payroll Reports will be prepared upon request. There will be a $75.00 charge for each certified payroll report.

Outside services will be billed at cost plus 15% unless billed directly to and paid for by Client.

Requests made by client for management attendance at meetings at the project site will be charged at standard rate.Administrative/clerical support will be charged at 0% of the monthly direct charges.

Overtime Charges
Equipment Charges
Product Name Units Rate ($)
Portable Drilling Equipment HR $750.00
Proof Load Testing Equipment DAY $180.00
Drilling Equip Mobilization / De-Mob EA $800.00
Mini Environmental Quality Meter DAY $400.00
Inertial Profiler DAY $2,000.00
VOC Meter DAY $200.00
Dutch Cone Penetrometer with Operator HR $875.00
Hollow Stem Auger Drill Rig w/ Operator HR $775.00
Portable Drilling Equipment w/ Operator HR $750.00
Bucket Auger Drill Rig with Operator HR $875.00
Air Rotary Drill Rig with Operator HR $900.00
Rotary Wash Drill Rig with Operator HR $950.00
Per Diem DAY $150.00
Mobile Laboratory Trailer Mobilization EA $2,500.00
Mobile Lab Trailer & Testing Equipment DAY $700.00
Stationary Lab Trailer & Test Equipment MO $1,500.00
Diamond Bit Core Rig and Generator DAY $850.00
Nuclear Density Test Gauge Unit $50.00
Hand Held Turbidity Meter DAY $75.00
Ultrasonic Test Unit and Consumables DAY $100.00
Magnetic Particle Test Unit DAY $100.00
Skidmore DAY $80.00
Schmidt Hammer DAY $100.00
Holiday Tester DAY $250.00
Floor Flatness Testing DAY $2,900.00
Torque Wrench DAY $100.00
200

City of Ontario
Ontario Sports Experience Flight Tower Restaurant
Ontario, CA
Proposal No.00-243036-3
April 22, 2026

Work performed in excess of 8 hours per day and / or up to eight (8) hours on Saturdays will be billed at 1.50 times the unit rate.

Work performed on Sunday, recognized holidays, or in excess of eight (8) hours on Saturdays will be billed at 2.00 times the unit rate.

A 20% surcharge will be applied for laboratory tests performed on a Saturday or Sunday.

Per Diem Travel Charges
An $150.00 charge per day will be applied when our personnel are required to stay overnight at remote locations.

Time will be billed at the unit rate while traveling to a remote location or if a location requires an overnight stay Mileage for travel outside a 50 mile radius from either the project site or the nearest RMA facility whichever is closest, will be charged at a rate of $0.60 per mile.

Night Work
A $5.00 per hour surcharge will be added to all personnel rates for work performed during night shifts. 201

General Conditions – Mar 2025 Version

GENERAL CONDITIONS
AGREEMENT. This agreement is made by and between Certerra RMA Group (“RMA”) and the party that accepted RMA’s proposal or requested that RMA perform Services (“Client”). RMA shall mean the aforementioned entity, any of its affiliates or subsidiaries to the extent same are performing any of the Services under this Agreement, and their respective engineers and employees. This "Agreement” includes RMA’s proposal and any exhibits or attachments noted in the proposal or incorporated by reference including but not limited to these General Conditions. Requesting Services from RMA shall constitute acceptance of the terms of these General Conditions.

1. SCOPE OF SERVICES. Services means the service(s) performed by RMA for Client or at Client's direction. RMA’s findings, opinions, and recommendations are based upon data and information obtained by and furnished to RMA at the time of the Services. RMA may rely upon information provided by the Client or third parties. Client may request additional work or changes beyond the scope of Services described in RMA’s Proposal. If any alteration or addition of Services are requested by the Client (“Additional Services”), RMA may provide a proposal detailing the additional scope of work, time extension and associated fees for Client’s review. Client shall provide written acceptance of such. RMA shall not be obligated to perform the Additional Services, if Client does not follow these pr ocedures, but instead directs, authorizes, or permits RMA to perform the Additional Services without written acceptance. To the extent RMA does perform the Additional Services without written acceptance, RMA will be paid for this work according to its prop osal for same or current fee schedule.

2. DELAYS. RMA shall be entitled to an equitable adjustment to the project schedule and compensation to compensate RMA for any increase in time or costs necessary to perform the Services under this Agreement due to any cause beyond RMA’s reasonable control. All promises related to the time of the Services are approximations by RMA and are subject to the Client and contractor's schedules, weather conditions, travel conditions, disputes with workmen or parties, accidents, strikes, natural disasters, health emergencies, discovery of hazardous materials, differing or unforeseeable site conditions or project conditions, acts of governmental agencies or authorities, or other causes. In no event shall RMA be responsible for any damage or expense due to delays from any cause, other than to the extent the damage or expense is directly caused by RMA’s own proven negligence after having been warned in writing by the Client of the damage or expense which may result from the delay.

3. RMA RESPONSIBILITIES. Services performed by RMA under this Agreement will be conducted in a manner consistent with the level of care and skill ordinarily exercised by members of the same profession currently providing the same or similar services under similar circumstances in the same locality and in accordance with applicable standards in effect at the time the Services are performed. RMA

MAKES NO OTHER REPRESENTATIONS OR WARRANTIES,

EXPRESS OR IMPLIED INCLUDING WITHOUT LIMITATION ANY

WARRANTIES OF MER CHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE. Testing or inspection Services may require the destruction of a sample or sample location. Client understands that, in the normal course of performing the Services, some damage may occur, and understands that RMA is not responsible for the correction of any such damage or for replacing samples. Client acknowledges that opinions, data, interpretations and
recommendations prepared by RMA are based on limited data and recognizes that subsurface conditions or other actual conditions may vary from those encountered at the location where inspections, tests, borings, surveys, or explorations are made by RMA and may vary from those depicted on logs of discrete borings, test pits, or other exploratory Services or from information provided to RMA by Client.

There is an inherent risk that samples or observations may not be representative of materials or locations not sampled or seen and that conditions may change over time. Variations between inspected or tested discrete locations may occur and the risk of such occurrence is understood and accepted by Client. Client is responsible for notifying the appropriate party or professional regarding the correction of any deviations or deficiencies noted by RMA and RMA accepts no liability in connection therewith. RMA shall not be responsible for the interpretation by others of information developed by RMA and makes no guarantee that RMA’s recommendations are properly implemented by any party. RMA shall not be held liable for problems that may occur if RMA’s recommendations are not followed.

To the fullest extent permitted by law, Client shall indemnify and hold harmless the Indemnitees (as defined below) from any and all Losses (as defined below) arising from or related to interpretations made by others.

4. SUBSURFACE EXPLORATIONS. Client understands RMA’s layout of boring and test locations is approximate and that RMA may deviate a reasonable distance from those locations. Client acknowledges that it is impossible for RMA to know the exact composition of a site’s subsurface, even a fter conducting a comprehensive exploratory program. There is a risk that drilling and sampling may result in contamination of certain subsurface areas. To the fullest extent permitted by law, Client waives any claim against, and agrees to defend, indemnify and save the Indemnitees harmless from any Losses which may arise as a result of subsurface contamination caused by drilling, sampling, or monitoring well installation. Client also agrees to adequately compensate RMA for any t ime spent and expenses incurred in defense of any such claim.

5. CLIENT PARTICIPATION. Client will make available to RMA all information in its possession regarding existing and proposed conditions at the site, of which RMA may rely on to perform its Services. Such information shall include, but not be limited to engineering reports, plot p lans, topographic surveys, hydrographic data, soil data including borings, field and laboratory tests and written reports. Client shall immediately transmit to RMA any new information concerning site condition which becomes available, and any change in plans or specifications concerning the project. RMA shall not be liable for any inaccurate or incorrect advice, judgment or decision which is based on any inaccurate information furnished by Client and Client, to the fullest extent per mitted by law, shall indemnify the Indemnitees against any and all Losses arising out of, or contributed to, by such inaccurate information. In the event Client, the project owner, or other party makes any changes in the plans and specifications, Client agrees, to the fullest extent permitted by law, to indemnify and hold the Indemnitees harmless from any and all Losses arising out of such changes, and Client assumes full responsibility unless Client has given RMA prior notice and has received RMA’s written consent for such changes. RMA does not assume
responsibility for any conditions at the Client's site(s) that may present a danger, either potential or real, to health, safety, or the environment.

Client hereby agrees that it is the Client's responsibility to notify any and all appropriate federal, state, or local authorities, as required by law, of the existence of any such potential or real danger and otherwise to disclose to all appropriate or affected individuals or entities, in a timely manner, any information that may be necessary to prevent any danger to health, safety, or the environment. Client assumes sole responsibility for determining whether the quantity and the nature of Services ordered by Client is adequate and sufficient for Client’s intended purpose.
202

General Conditions – Mar 2025 Version

6. THIRD PARTIES. To the fullest extent permitted by law and to the extent not resulting from RMA’s proven negligence, Client agrees to defend, indemnify, and hold harmless RMA and all of its agents, affiliates, subsidiaries, officers, directors, representatives, and employees and their successors (collectively the “Indemnitees”) from any and all claims, losses, causes of action, demands, suits, losses, charges, liability, expenses, costs, defense costs, disbursements (including attorney fees and costs at t rial and appeal), and/or allegations of responsibility (“Losses”) by any and all third parties including but not limited to, contractors, subcontractors, agents, employees (including without limitation Client’s employees), assignees transferees, successors, invitees, neighbors, and the public relating in any way to this Agreement, the Services, or the project. It is expressly understood and agreed that the enforcement of these terms and conditions shall be reserved to the Client and RMA. Nothing contained in this Agreement shall give or allow any claim or right of action whatsoever by any third person. It is the express intent of the Client and RMA that any such person or entity, other than Client or RMA, receiving services or benefits under this Agreement shall be deemed an incidental beneficiary. Neither party may assign this Agreement or any right or obligation hereunder without the prior written consent of the other party, which shall not be unreasonably withheld or delayed; provided, however, that no consent shall be necessary in the event of an assignment to a successor entity resulting from a merger, acquisition or consolidation by or of RMA or an assignment to an affiliate or subsidiary of RMA.

7. SAMPLE DISPOSAL. Samples are consumed in testing or disposed of upon completion of tests or upon report completion (unless stated otherwise in the Services). Client acknowledges that contaminated drill cuttings, sample spoils, wash water, and other materials may be produc ed as a result of encountering hazardous materials at the site. In such event, Client shall be responsible for their proper transportation and disposal. RMA may be able to arrange for the transportation and disposal of hazardous material s at Client’s request. In no event shall RMA be required to sign a hazardous waste manifest or take title to any hazardous materials. Contaminated samples delivered to or taken to RMA’s laboratory for testing shall remain the property of Client and Client is responsible for ultimate disposal of any samples which are found to be contaminated. On request, Client shall retrieve contaminated samples from RMA’s laboratory and dispose of them in an approved manner.

8. DISCOVERY OF UNANTICIPATED HAZARDOUS MATERIALS.

Client shall furnish to RMA all documents and information known or available to Client that relate to the identity, location, quantity, nature, or characteristic of any hazardous waste, toxic, radioactive, or contaminated materials prior to commencement of the Services.

Client warrants that it has made reasonable efforts to disclose known or suspected hazardous materials on or near the project site. Client agrees that the discovery of such unanticipated haz ardous materials constitutes a changed condition which may require either a re - negotiation of the scope of RMA’s Services, time for completion, and compensation or termination of such Services or this Agreement.

Client recognizes that the discovery of haz ardous materials may necessitate immediate protective measures to safeguard the public health and safety and agrees to compensate RMA for measures that in RMA’s professional opinion are justified to preserve and protect the health and safety of site personnel and the public. Client agrees to compensate RMA for any equipment decontamination or other costs incident to the discovery of unanticipated hazardous materials. Client agrees that in the event of the discovery of hazardous materials at the site it will report such discovery to the proper authorities as required by federal, state, and local regulations. Client also agrees to inform the project site owner in the event that hazardous materials are encountered at the site. Notwithstanding any other provision of the agreement, to the fullest extent permitted by law, Client waives any claim against RMA and agrees to defend, indemnify, and save the Indemnitees harmless from any and all Losses arising from the presence of hazardous materials on the project site.

9. SITE CONDITIONS. Client shall secure all necessary approvals, notices, permits, licenses, and consents from all owners, lessees, contractors, and other possessors of the project, necessary to commence and complete the Services, and will provide RMA access to the project site for all equipment and personnel necessary for the performance of the Services. RMA shall be allowed free access to the site. Client understands and agrees that RMA shall only be responsible for losses which directly result from RMA’s negligence. Client is responsible for the accuracy of locations for all subterranean structures and utilities. To the fullest extent permitted by law, Client waives any claim against RMA, and agrees to defend, indemnify, and hold the Indemnitees harmless from any and all Losses arising from damage done to subterranean structures and utilities not identified or accurately located. In addition, Client agrees to compensate RMA for any time spent or expenses incurred by RMA in defense of any such claim.

10. ENVIRONMENTAL LIABILITY. Neither this Agreement nor the providing of Services will operate to make RMA an owner, operator, generator, transporter, treater, storer, or arranger for disposal or treatment within the meaning of the Resource Conservation Recovery Act, Comprehensive En vironmental Response Compensation and Liability Act, or within the meaning of any other law governing the handling, treatment, storage, or disposal of hazardous materials. To the fullest extent permitted by law, Client will inde mnify, defend and hold the Indemnitees harmless from and against any and all Losses arising or claimed to arise from violations by Client of any and all environmental laws, rules and regulations relating to the existence, generation , current or future ownership, storage, transport or disposal of pre -existing hazardous substances and wastes, but this indemnity shall not cover such loss, damage, cost or expense to the extent caused by RMA’s proven negligence in performing the Services under this Agreement. For purposes of this Agreement, a pre-existing hazardous substance is any hazardous substance or hazardous waste having been generated by Client or existing on Client's premises prior to the date of this Agreement.

11. OWNERSHIP AND LEGAL USE OF DOCUMENTS. All notes,
data, reports, original final reproducible drawings, plans, specifications, calculations, and studies memoranda assembled or prepared by RMA are instruments of service with respect to the subject project, and RMA shall retain an ownership and p roperty interest therein, whether or not the project is completed. The Client may make and retain copies for information and reference in connection with the subject project; however, such documents are not intended or represented to be suitable for re -use by the Client or others. Any modification, changes, or reuse without written verification or adaptation by RMA for the specific purpose intended will be at the Client's sole risk and without liability or legal exposure to RMA, and the Client, to the fullest extent permitted by law, agrees to indemnify and hold harmless the Indemnitees against any and all Losses whatsoever arising out of or resulting therefrom.

12. ALLOCATION OF RISK AND LIMITATION OF LIABILITY. The parties have evaluated the respective risks and remedies under this Agreement and agree to allocate the risks and restrict the remedies to reflect that evaluation. Notwithstanding any other provision to the contrary in this Agreement and to the fullest extent permitted by law, Client agrees to restrict its remedies under this Agreement against RMA, its parents, affiliates and subsidiaries (“RMA Covered Parties”), so that the total aggregate liability o f RMA Covered Parties shall not exceed $50,000 or the actual paid compensation for the Services performed by RMA under this Agreement, whichever is greater. This 203

General Conditions – Mar 2025 Version
restriction of remedies shall apply to any and all Losses of any nature arising from or related to this Agreement without regard to the legal theory under which such liability is imposed. Claims must be brought within one calendar year from performance of the Services.

13. LIABILITY FOR OTHERS. RMA shall not be responsible for supervising, overseeing, or controlling the Client’s contractors or for their means and methods, procedures, performance, or site safety.

RMA shall not be responsible for the acts or omissions of the Client, owner, architec t, architect’s other consultants, contractor, subcontractors, other third parties or their respective agents, employees, assigns, successors, or any other persons (“Others").

RMA shall have no authority to control Others regarding their work or their safety practices. RMA does not control or guarantee the work of Others. RMA has no duty to inspect or correct health and safety deficiencies of Others. RMA will not be responsible for the failure of Others to perform in accordance w ith their undertakings and the providing of RMA’s Services shall not relieve Others of their responsibilities to the Client or Others. RMA reserves the right to report to the Client any unsafe conditions observed at the project without altering the foregoing.

14. CONSEQUENTIAL DAMAGES WAIVER. Notwithstanding
anything to the contrary in this agreement and to the fullest extent permitted by law, Client and RMA waive against each other any and all claims for or entitlement to special, incidental, indirect, consequential, delay, punitive, or similar losses or damages arising out of, resulting from, or in any way related to the project or this Agreement.

15. INSURANCE. RMA will maintain the following insurance coverages and amounts: (1) Workers Compensation insurance as required by law, (2) Employer’s Liability insurance with coverage of $1,000,000 per each accident/employee, (3) Commercial General Liability insurance w ith coverage of $1,000,000 per
occurrence/aggregate, (4) Automobile Liability insurance with coverage of $1,000,000 combined single limit, and (5) If RMA is providing professional services, Professional Liability insurance with coverage of $1,000,000 per claim/aggregate. Client shall name RMA as additional insured on its Builder’s Risk policy. Client shall require any general contractors working on the project site to include RMA in any indemnity that the Client requires such contractors to pr ovide to the Client and as an additional insured under any such contractor’s general liability insurance policy. Client shall provide RMA with a certificate of insurance evidencing the required insurance.

16. RESOLUTION OF DISPUTES. Client shall not be entitled to assert a Claim against RMA based on any theory of professional negligence unless and until Client has obtained the written opinion from an independent and reputable Professional Engineer (P .E.), licensed architect (A.I.A.), or Registered Geologist (R.G.) that RMA has violated the standard of care applicable to RMA’s performance of the Services.

Such party shall be currently practicing in the same discipline as RMA and be licensed in the state where the project is located. This written opinion shall specify the acts or omissions that the independent engineer, architect, or geologist contends are not in conformance with the standard of care for professional services performed by local consultants under similar circumstances; and state in detail the basis for their independent opinion that such acts or omissions do not conform to that standard of care. Client shall provide this opinion to RMA and the parties shall endeavor to resolve the dispute within 30 days. This Agreement shall be governed by and construed in accordance with the laws of the state where the RMA office originating the work or proposal is located. Exclusive of lien claims, any legal action or proceeding brought to enforce or otherwise arising out of or relating to this Agreement shall be brought i n the county where the RMA office originating the work or proposal is located. Each party waives its right to a jury trial in any court action arising between the parties, whether under this Agr eement or otherwise related to the work being performed under this Agreement.

17. COMPENSATION AND PAYMENT TERMS. Client agrees that an invoice amount is due when received unless otherwise agreed. A service charge of one and one -half percent (1 -½%) per month (but not exceeding the maximum allowable by law) will be added to any account not paid within 30 days after the invoice date. In the event that any portion of the account remains unpaid 30 days after the invoice date, RMA may immediately discontinue Services on any and all projects for Client, or withhold any final report or inst rument of service, or demand prepayment of fees at RMA’s option. Client shall pay all costs incurred by RMA in collecting any delinquent amount, including staff time, court costs and attorney fees. To the fullest extent permitted by law, failure to make pa yment within sixty (60) days of invoice shall constitute a release of RMA from any and all claims which Client may have, either in tort or contract, and whether known or unknown at the time. Should Services based on a fee schedule be performed beyond the e nd of the calendar year, RMA’s current fee schedule shall apply unless otherwise negotiated in advance.

18. TERMINATION. This Agreement may be terminated without cause by either party upon thirty (30) days written notice, and at any time by either party if the other party defaults in the performance of any material provision of this Agreement and such default continues for a period of seven (7) days after written notice thereof. In the event of termination, RMA will be paid for Services performed through the date of termination, plus reasonable termination expenses, including the cost of completing analyses, demobilization, records and reports necessary to document job status at the time of termination.

19. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement between the parties and shall supersede other prior agreements and representations. No amendments to this Agreement shall be valid unless made in writing and signed by the parties. If Client uses its standard business forms, all pre-printed terms and conditions contained in or on such forms shall be deemed stricken and null and void. If the terms and conditions of this Agreement conflict with the terms and conditions of any other agreement or document this Agreement shall govern and control over any such conflict. The invalidity or unenforceability of any portion(s) of this Agreement shall in no way affect the validity or enforceability of any other portion(s) hereof. Any invalid or unenforceable portion shall be severed from the Agreement and the balance of the Agreement shall be construed and enforced as if the Agreement did not contain a particular portion held to be invalid or unenforceable. This Agreement may be executed in several cou nterparts, each of which shall be deemed an original having identical legal effect. The titles, captions and headings of this Agreement are included for ease of reference only and will be disregarded in interpreting or construing this Agreement. RMA shall not be bound by any language incorporating by reference any contract or term of any contract unless the term or terms incorporated b y r e f e r e n c e a r e s p e c i fi c a l l y f u r n i s h e d t o R M A a n d a r e e x p r e s s l y agreed to in a writing signed by RMA
.

204
Department: Utilities
Prepared By: Dennis Mejia
Staff Member Presenting: Scott Burton, Utilities
General Manager
Reviewed By: Dennice Raygoza, Courtney
Jones, Michael Sigsbee
Approved By:

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

A DESIGN SERVICES AGREEMENT WITH TETRA TECH INC. FOR 13TH STREET 1348

PRESSURE ZONE RESERVOIRS STRUCTURAL RETROFIT PROJECT

CITY OF ONTARIO
Agenda Report
May
5, 2026
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or designee, to execute a Design Services Agreement with Tetra Tech, Inc., of Irvine, California to provide Professional Design Services for the 13th Street 1348 Pressure Zone Reservoirs Structural Retrofit Project for an amount of $345,000, plus a 15% contingency of $51,750, for a total not-to-exceed amount of $396,750, and a term of May 5, 2026 to May 4, 2029.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
Invest in the Growth and Evolution of the City's Economy Invest in the City's Infrastructure (Water, Streets, Sewers, Parks, Storm Drains and Public Facilities)
FISCAL IMPACT:

Proposed Design Services Agreement with Tetra Tech, Inc., (Tetra Tech) is for design services for 13th Street 1348 Pressure Zone Reservoirs Structural Retrofit in the amount of $345,000, plus a 15% contingency of $51,750, for a total not-to-exceed amount of $396,750.

Expenditures will be based on Tetra Tech Inc.’s proposal and negotiated rates.

If approved
,
appropriations will be added to future years’ budgets consistent with the annual budget adoption process.

There is no impact to the General Fund.

BACKGROUND & ANALYSIS:

The City operates and maintains three underground concrete reservoirs at the 13
th
Street Reservoir Park (See Exhibit A) in the City of Upland, which supplies water to Ontario customers in the 1348 Pressure Zone. The three reservoirs were constructed between 1955 and 1972, and have a total capacity of approximately 8.75 million gallons. The 13th Street 1348 Reservoirs were constructed under seismic criteria predating the current California Building Code (CBC) and ASCE 7-22 standards. In 2012, Tetra Tech completed a seismic vulnerability evaluation and a Preliminary Design Report (PDR) that identified deficiencies in the reservoirs’ ability to resist seismic design loads. The PDR provided voluntary structural retrofit recommendations to address these seismic design loads in order to increase and preserve the 205
integrity and safety of the structures. The recommendations consisted of installing a cast-in-place reinforced concrete overlay on the existing roof and portions of the walls and floors of all three reservoirs.

The scope of services under this agreement will include revalidation and updating the 2012 PDR, reevaluation of the reservoirs in accordance with the latest building code, updated geotechnical reports, park landscape and irrigation design, public outreach, and grant funding research and application. Based on the recommended alternatives from the PDR, a complete set of plans, specifications, and construction cost estimate will be prepared and used for bidding.

Tetra Tech is the original consultant who performed the seismic vulnerability evaluation and PDR.

Tetra Tech possesses unique institutional knowledge of the reservoirs’ structural systems and prior analysis. Retaining the original engineer of record will avoid duplicating approximately $146,000 in investigative work, preserve continuity of technical assumptions, and accelerate project delivery by approximately 3 to 4 months due to preliminary engineering previously completed.

Staff is recommending the award and approval of the Design Services Agreement with Tetra Tech based on previous experience providing these services to the City. 206
207
46700.00950\44887257.2
BB&K (2024) -1-

PAUL S. LEON
MAYOR
ALAN D. WAPNER

MAYOR PRO TEM
JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK
JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

CITY OF ONTARIO

DESIGN SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered into as of ____________, by and between the City of Ontario, a municipal corporation organized and operating 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 Tetra Tech, Inc., a Corporation, with its principal place of business at 17885 Von Karman Avenue, Suite 500, Irvine, CA 92614 (hereinafter referred to as “Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and collectively as “Parties.”

2. RECITALS.

2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose.

Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional engineering design services required by the City on the terms and conditions set forth in this Agreement. Consultant warrants that it is fully licensed, qualified, and willing to perform the services required by this Agreement; provided, however, that if Consultant is a corporation or other organization, the Project Consultant designated pursuant to Section 3.2, and not the Consultant itself, shall be fully licensed to practice as an engineer in the State of California.

2.2 Project. City desires to engage Consultant to render such services for the 13th Street 1348 Reservoir Structural Retrofits, OMUC Contract No. UT1085 ("Project") as set forth in this Agreement.

3. TERMS

3.1 Employment of Consultant.
208
46700.00950\44887257.2
BB&K (2024) -2-

3.1.1 Scope of Services. Consultant promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional engineering and related services necessary for the full 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 May 5, 2026 to May 4, 2029, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two additional one- year terms. 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 Corey Hess, P.E. (CA License No. 68499) 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, methods, 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. The key additional personnel, engineers and consultants for performance of this Agreement are as follows: Steve Tedesco, P.E., Senior Vice President, CA License No. 39261, Molly Mell, P.E., Vice President CA License No. 59104.

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, 209
46700.00950\44887257.2
BB&K (2024) -3-

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.

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 210
46700.00950\44887257.2
BB&K (2024) -4-

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.

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 defend, 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 to the extent 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 all 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 interpretations 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. 211
46700.00950\44887257.2
BB&K (2024) -5-

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 limitation, all applicable provisions of the City’s ordinances 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 the 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 212
46700.00950\44887257.2
BB&K (2024) -6-

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.

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 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 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 public 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 this 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 Agreement). 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 extension. 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 Additional 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.
213
46700.00950\44887257.2
BB&K (2024) -7-

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 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.
214
46700.00950\44887257.2
BB&K (2024) -8-

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 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 Manager, or his or her designee, as the City’s contact for the implementation of the Services hereunder. Contractor shall not accept 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 Three Hundred Forty-Five Thousand Dollars ($345,000) (“Total 215
46700.00950\44887257.2
BB&K (2024) -9-

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.

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 costs 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, through 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 Exhibit “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 216
46700.00950\44887257.2
BB&K (2024) -10-

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 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 caused 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 City’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 Wage 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 and 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 Sections 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.
217
46700.00950\44887257.2
BB&K (2024) -11-

(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 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 services, 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.

3.10.7 Automated Clearing House (“ACH”) payments. It is the City’s policy to pay its consultant invoices via electronic fund transfers through the ACH network. All payments due and owing pursuant to a properly issued and correct invoice or under this Agreement shall be made through electronic ACH transfers, unless otherwise agreed upon by both Parties in writing. Consultant shall provide the City with ACH payment details whereby the City shall initiate the ACH transfers to Consultant in the amount required pursuant to a properly issued and correct invoice or under this Agreement. Each Party shall undertake any and all required actions and execute any required documents, instruments, or agreements required to effectuate the requirements of this Section. In the event the City erroneously deposits funds into an account, or otherwise deposits funds to which Consultant is not entitled: (1) Consultant shall immediately notify the City and the financial institution; (2) Consultant shall not withdraw any of the funds which were erroneously deposited or to which Consultant is not entitled; and (3) Consultant authorizes both the City and financial institution to take all actions necessary to correct the error and return to the City all funds erroneously deposited or to which Consultant is not entitled.

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 218
46700.00950\44887257.2
BB&K (2024) -12-

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 Agreement 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.

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 Agreement, 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 “Project 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 following 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;
219
46700.00950\44887257.2
BB&K (2024) -13-

(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.

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 designs, 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 Project 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, indemnify and hold the City, its officials, officers, employees, and volunteers 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 220
46700.00950\44887257.2
BB&K (2024) -14-

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 damages, expert witness fees and reasonable 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, its 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 2782.8, 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 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
221
46700.00950\44887257.2
BB&K (2024) -15-

(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.
(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.
222
46700.00950\44887257.2
BB&K (2024) -16-

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 State 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 and 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 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) If umbrella or excess liability coverage is used to meet any required limit(s) specified herein, the Contractor shall provide a “follow form” endorsement satisfactory to the City indicating that such coverage is subject to the same terms and conditions as the underlying liability policy.
223
46700.00950\44887257.2
BB&K (2024) -17-

(c) Defense costs shall be payable in addition to the limits. (d) 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 representative 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 qualified 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.
(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 with 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 insurance clauses from each of its subconsultants.
224
46700.00950\44887257.2
BB&K (2024) -18-

(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 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 different scopes or minimum limits of insurance for particular subcontractors or subconsultants. 225
46700.00950\44887257.2
BB&K (2024) -19-

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.

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 building 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 226
46700.00950\44887257.2
BB&K (2024) -20-

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.

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:
227
46700.00950\44887257.2
BB&K (2024) -21-

CITY:

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

Tetra Tech, Inc.
17885 Von Karman Ave., Suite 500,
Irvine, CA 92614
Attn: Corey Hess

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.

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.
228
46700.00950\44887257.2
BB&K (2024) -22-

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 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
229
46700.00950\44887257.2
BB&K (2024) -23-

SIGNATURE PAGE FOR DESIGN SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO
AND TETRA TECH, INC.

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

CITY OF ONTARIO Tetra Tech, 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
230
46700.00950\44887257.2
BB&K (2024) Exhibit A-1

EXHIBIT “A”

SCOPE OF SERVICES
FOR

PROVIDING PROFESSIONAL DESIGN SERVICES
FOR
13TH STREET 1348 PRESSURE ZONE RESERVOIRS STRUCTURAL RETROFIT (UT1085) The Consultant is responsible for providing the following general Scope of Services:

1. GENERAL REQUIREMENTS.

Background
The 13th Street 1348 Reservoirs were constructed under seismic criteria predating the current California Building Code (CBC) and ASCE 7-22 standards. In 2012, Tetra Tech, Inc. completed a seismic vulnerability evaluation and a Preliminary Design Report (PDR) that identified deficiencies in the reservoirs’ ability to resist seismic design loads. The PDR provided voluntary structural retrofit recommendations to address these seismic design loads in order to increase and preserve the integrity and safety of the structures.

The scope of services under this agreement will include revalidation and updating the 2012 PDR, reevaluation of the reservoirs in accordance with the latest building code, updated geotechnical reports, park landscape and irrigation design, public outreach, and grant funding research and application. Based on the recommended alternatives from the PDR, a complete set of plans, specifications, and construction cost estimate will be prepared and used for bidding.

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 timely 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 accordance 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 231
46700.00950\44887257.2
BB&K (2024) Exhibit A-2

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.

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 the 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.
232
17885 Von Karman Avenue, Suite 500, Irvine, CA 92614-5227 Tel 949.809.5000 tetratech.com
February 11, 2026
Thomas Palmieri, PE
City of Ontario - Ontario Municipal Utilities Company
1425 S. Bon View Avenue
Ontario, CA 91761
Reference: Proposal to Provide Engineering Services for the 13th Street Reservoir Rehabilitation Project Dear Mr. Palmieri,
Thank you for the opportunity to provide this proposal for Engineering Design Services for the 13th Street Reservoir Rehabilitation Project to the Ontario Municipal Utilities Company (City). We are very familiar with the project, as we prepared the “ 13th Street Underground Reservoirs Seismic Retrofit ” report (Report). As you are aware, our company and staff are well-versed in the planning, design, and construction of potable water reservoirs, pipelines, and associated site development and restoration required for the project . We would be happy to provide project experience and resumes upon request.

PROJECT UNDERSTANDING AND PROJECT APPROACH
In 2008, Tetra Tech performed a seismic vulnerability evaluation for ten out of twelve of the City's potable water reservoirs. The three concrete reservoirs located at the corner of E 13th Street and N Campus Ave were identified as seismic deficient per the 2007 CBC. These three underground concrete reservoirs were constructed at different times. Later in 2012, Tetra Tech prepared a Preliminary Design Report (PDR) that discussed the deficiencies of the 13th Street Underground Reservoirs and provided recommendations for its seismic retrofit. After the completion of the PDR in 2012, the project was shelved by the City due to budgetary constraints. We understand that the City has now decided to resume the 13th Street Reservoirs Rehabilitation Project. We propose to approach this project in two phases. The first preliminary design phase involves revisiting the PDR and provides a tech memorandum to discuss the changes , and the second final design phase entails fina lizing the seismic retrofit design and preparing the bid-ready PS&E document for the construction.

Since the previous evaluation was conducted over 13 years ago, the building code has already undergone four revisions during this time frame. To restart the project, t he first step would be to reevaluate the reservoirs in accordance with the latest building code, the 2025 CBC, and ASCE 7-22. The geotechnical report that was prepared during the PDR stage should be updated to reflect the current building code for the structural analysis. Based on preliminary research, the design seismic acceleration, as per the current code, was identified to have increased by about 10% from our previous analysis 1 3 years ago. The seismic sloshing has also increased substantially per the current code, which will affect the reservoir retrofit.

As Phase 1, Tetra Tech will prepare a technical memorandum discussing the changes from the previous PDR, and the addition al project components (pipelines construction, landscape and irrigation design approach, and grant funding opportunities) and considerations (construction sequencing recommendations to maintain uninterrupted water supply to the 1348 Pressure Zone). The technical memorandum will also include conceptual drawings and an updated construction cost estimate based on the preliminary design . After the City reviews the technical memorandum, Tetra Tech will meet with the City to discuss the final design and receive direction heading into Phase 2 – Design.

Services also to be provided in Phase 1 include: project management, a review meeting, and a topographic survey that will aid the development of the site (grading, landscape, irrigation and water quality) improvements. 233
Thomas Palmieri, PE
February 11, 2026
2 TETRA TECH
Phase 2 of the 13th Street Reservoirs Rehabilitation Project will consist of design services (including 60%, 90% and Final Design). For 60% design, Tetra Tech will advance the design from the conceptual drawings. Comments to the Technical Memorandum and conceptual drawings with be addressed. The submittal will include drawings, complete set of specifications, and a construction cost estimate at a 60% level.

Tetra Tech will receive and respond to City comments to the 60% submittal.

Tetra Tech will then proceed to 90% design, with the same deliverables (plans, specifications and estimates) at 90% level of completion. After the City has provided the 90% review comments, Tetra Tech will respond to all comments and revised the plans and specifications accordingly. Finally, Tetra Tech will prepare and provide the 100% bid-ready PS&E submittal that addresses the City’s 90% comments.

Tetra Tech will also provide the following services in Phase 2:
• Project Management
• Design Calculations
• Quality Control Review
• Water Quality Management Plan
• Public Outreach
Tetra Tech will assist the City with the public outreach program. Since the public park above the reservoir will need to be taken out of service for an extended period during construction, a public outreach program will help manage the adjacent community's expectations and help reduce conflict. We propose using a public outreach professional, Jessica Padilla of KPA (Katherine Padilla and Associates), to conduct the outreach.

The Primary outreach objectives are:
• Notify adjacent residents, regular users, and stakeholders in advance. • Explain the construction reason, expected benefits, and estimated closure dates/phases. • Provide clear alternative routes, facilities, and recreational options during the closure. • Solicit and document community input on mitigation measures (parking, access, noise windows). • Hold two public meetings to respond to citizens’ comments. • Maintain transparency through scheduled updates and a designated contact for questions/complaints.

SCOPE OF SERVICES

1. Preliminary Design (Phase 1)
In the preliminary design phase, Tetra Tech will revisit the PDR and provide a technical memorandum to discuss the updated design requirements and approach:
• Task 1A - Technical Memorandum
o Check reservoir structure per 2025 CBC and ASCE 7-22
o Update the geotechnical report to include the latest design parameters o Discuss the findings and recommendations.
o Pipelines to Reservoir
o Constructability Plan for 1348 Pressure Zone (to maintain uninterrupted service during construction) o Landscape and irrigation design basis of design summary o Grant Funding Opportunities Research Summary
o Revise construction estimates
o Conceptual level reservoir retrofit drawings
234
Thomas Palmieri, PE
February 11, 2026
3 TETRA TECH
• Task 1B - Review Meeting - Tetra Tech will conduct a review meeting with the City to discuss the retrofit direction after the submission of the technical memorandum. The Design Review Meeting will be via web call. • Task 1C - Topographic Survey - Tetra Tech will provide a California -licensed surveyor to document the site topography and surface features, as well as surface utilities within the project area. The survey will be tied horizontally to the California State Plan coordinate system NAD83 (2017.50 Epoch). Vertically, the survey will be tied to NAVD 88 (1995 Adjustment) based upon observed San Bernardino County public works benchmarks.

Surveying staff will identify or set on-site horizontal and vertical control points to assist during the construction phase of the project.

The topographic survey will be delivered in PDF & AutoCAD 2024 Civil3D format with contours generated at 1 ft intervals unless otherwise requested by the client. • Task 1D - Utility Research - Tetra Tech will research utilities, obtaining drawings and maps in order to plot the utilities for the design drawings.

2. Final Design (Phase 2)
The scope in th is phase is dependent on the dire ction given by the City from the Preliminary Design Phase. The final design phase scope is based on the main design component assumptions outlined below, and it is assumed that there will be three milestone submittals: 60%, 90% and 100% Final Bid-Ready.

1. Structural Strengthening of the Reservoir - Adding reinforced shotcrete/concrete overlays to strengthen the reservoir wall, slab, and roof.

2. Site Grading and Drainage - Restoring grading at the site after the reservoir retrofit and adding a subdrain system beneath the soil backfill on top of the concrete roof to improve the groundwater subdrainage. A topographic site survey is included in the scope, under the preliminary design phase as Task 1C. This project will replace impervious areas such that it is likely to trigger the Water Quality Management Plan (WQMP), and the site Best Management Practices (BMPs) / Low Impact Development (LID) measures . Thus , a WQMP is included under Task 2 I. However, a SWPPP is NOT included in the scope, as it is assumed to be completed by the contractor.

3. Landscaping Design - Replacing all landscaping, irrigation , and park amenities in -kind. The scope will include coordination with the City of Upland Parks and Recreation Department , and design of the replacement in -kind for the landscape design, irrigation plans and details. The five (5) plan sheets anticipated for the landscape design are listed under Task 2D.

4. Pipeline Design – Design of r eplacement pipelines from the reservoir, and in the alleyway south of the reservoir, including the 18” Water (in coordination with UT1095 -1348PZ Water Main Replacement Project), 6” Drain and 16” Overflow pipelines. The limits of the pipeline replacements will be from the reservoir and into the alleyway and extending to Campus Avenue (including connections at the alleyway / Campus Avenue intersection).

5. Mechanical Pipe Design - The internal mechanical and piping for the reservoir will be protected in place and remain unchanged. The direction of r ecoating of p iping inside the reservoir will be included in the drawings and specifications.
• Task 2A - Project Management
o Design Kick-Off Meeting - Tetra Tech will conduct a Design Kick-Off meeting with City. This includes preparing a meeting agenda and conference notes. The Design Kick-Off Meeting will be via web call. o Monthly Coordination Meetings - Tetra Tech will conduct monthly coordination meetings with the City to report on the progress of the project. The meetings will be via web call. Tetra Tech will prepare a 235
Thomas Palmieri, PE
February 11, 2026
4 TETRA TECH
meeting agenda and conference notes for each meeting. We assumed that there would be nine ( 9) monthly meetings.
• Task 2B - Public Outreach Assistance - Tetra Tech will assist the City in preparing materials for the public outreach program, such as notification letters. We also propose having up to two public outreach meetings conducted by our outreach professional.
• Task 2C - Design Calculations - Tetra Tech will prepare S tructural Reservoir Strengthening Calculations stamped and signed by a Structural Engineer licensed in the state of California. • Task 2D - Drawings - Below is an expected list of drawings (33 sheets). Traffic control plans are excluded, and assumed to be contractor’s responsibility due to the limited work in public right-of-way. o G-1 Title sheet
o G-2 Vicinity Map
o C-1 Existing Site, Demo, Stockpile / Laydown Plan
o C-2 Grading Plan
o C-3 Subdrainage Plan
o C-4 Grading Details 1
o C-5 Grading Details 2
o C-6 18” W Pipeline Plan and Profile
o C-7 6” D Pipeline Plan and Profile
o C-8 16” Overflow Pipeline Plan and Profile
o C-9 Pipeline Details 1
o C-10 Pipeline Details 2
o C-11 Pipeline Vaults / Details
o S-1 Structural General Notes
o S-2 Notes for Special Inspections & Structural Observations o S-3 Reservoir No.1 Floor Plan
o S-4 Reservoir No.1 Roof Plan
o S-5 Reservoir No.2 Floor Plan
o S-6 Reservoir No.2 Roof Plan
o S-7 Reservoir No.3 Floor Plan
o S-8 Reservoir No.3 Roof Plan
o S-9 Reservoir Section 1
o S-10 Reservoir Section 2
o S-11 Structural Detail 1
o S-12 Structural Detail 2
o S-13 Structural Detail 3
o S-14 Structural Detail 4
o L-1 Landscape Plan
o L-2 Irrigation Plan 1
o L-3 Irrigation Plan 2
o L-4 Landscape / Irrigation Details
o L-5 Irrigation Details
236
Thomas Palmieri, PE
February 11, 2026
5 TETRA TECH
• Task 2E - Specifications - Tetra Tech will provide a complete set of specifications, including list of bid items, construction schedule, front end specifications using the City’s template, and technical specifications in CSI format.
• Task 2F - Construction Cost Estimates - Tetra Tech will provide an AACE Class 2 opinion of probable construction cost utilizing the RS Means and numbers for recent similar projects. • Task 2G - Quality Assurance/Quality Control - Tetra Tech subjects all design documents to the Tetra Tech in-house QA/QC procedures prior to submittal to the City for review. Tetra Tech will check all design calculations, drawings, specifications, construction cost estimates, and reports. Tetra Tech will conduct an integrated design review of multidisciplinary documents to ensure coordination and prevent conflicts within the documents. Qualified and experienced individuals who are not directly involved in the design or supervision of the work will be assigned the reviews.
• Task 2H - Additional Engineering Design Services - 10-percent additional (Phase 2) design service hours are included as requested by the City, consisting of assumed hours for lead staff of multiple disciplines. • Task 2I - WQMP - Tetra Tech will prepare a Water Quality Management Plan (WQMP), including a Best Management Practice (BMP) exhibit and corresponding BMP details. It is assumed that the project will not utilize infiltration style BMPs due to the presence of the reservoirs below most of the site, and the City will accept the determination of infiltration infeasibility without geotechnical testing. It is also assumed that the project will not be required to utilize harvest and use style BMPs, flow -through biotreatment BMPs will be utilized to meet the project’s WQMP requirements, and the outlets from the flow -through biotreatment BMPs will be able to discharge as gravity flow. One draft and one final version of the WQMP report, exhibit, and details will be prepared. Following approval of the WQMP, Tetra Tech will incorporate the BMP layouts and details into the construction plans, specifications, and estimates. • Task 2J - Permitting - Tetra Tech understands that permits will be required since the project site is located in the City of Upland. It is assumed that the following permits and reviews will be required: a) City of Upland Building and Safety Permit, b) City of Upland Building and Safety and Engineering Plan and Specifications Review of 60% and 90% Submittals.
• Task 2K (Optional) - Grant Funding Application Services - Tetra Tech will prepare draft applications for grant funding, and submit to City for review. Then, the permits will be uploaded and tracked in correspondence consisting of twelve (12) hours of Project Manager, and twenty four (24) hours of Engineer time.

SCHEDULE
Tetra Tech has reviewed current and planned workload schedules for our Project Team and are available to immediately begin work on this project. The following presents our proposed project schedule:

Tasks Milestone Date
Notice-to-Proceed (Assumed NTP) July 27, 2026
Technical Memorandum (6 weeks) September 4, 2026
Receive City’s TM Review comments (5 weeks) October 9, 2026 Submit 60% Submittal (6 weeks) November 20, 2026
Receive City’s 60% Review comments (8 weeks) January 15, 2027 Submit 90% Submittal (4 weeks) February 12, 2027
Receive City’s 90% Review comments (5 weeks) March 19, 2027 Submit 100% Bid-Ready Submittal (4 weeks) April 16, 2027 237
Thomas Palmieri, PE
February 11, 2026
6 TETRA TECH
FEE
The fee for our services will be a not -to-exceed amount of $345,000, comprising of $51,740 for the Preliminary Design (Phase 1) and $293,260 for the Final Design Phase (refer to our “Price Proposal” for a fee breakdown).

These fees will remain in effect for sixty days from the date of our proposal, after which they will be subject to re-evaluation.

Thank you for allowing us the opportunity to serve you. If you should have any questions, please do not hesitate to contact me at (949) 809-5095 or via email [email protected].

Sincerely,
Corey Hess, PE
Project Manager
Attachment
O:\Marketing\Proposals\Irvine\FY 2025\Ontario_CA_13thSt-ResRehabProj 238
46700.00950\44887257.2
BB&K (2024) Exhibit B-1

EXHIBIT “B”

FEE AND PHASING/FUNDING SCHEDULES

1. FEE SCHEDULE.

Consultant will invoice City on a monthly cycle based on the following fee schedule.

Consultant will include with each invoice a detailed progress report that indicates the amount of budge spent on each phase and the total amount spent against the Total Compensation.

Consultant will inform City regarding any out-of-scope work being performed by Consultant for which Consultant intends to seek compensation from City. 239
Price Summary / Totals
Task Pricing Totals 345,000
Bill Rate > 390.00 250.00 155.00 140.00 180.00 250.00 195.00 140.00 180.00 155.00 225.00 125.00 Proj Area > Civil Civil Civil Civil Civil Structural Structural Structural Structural Landscape WQMP WQMP 345,000 Submitted to: City of Ontario - Ontario Municipal Utilities Company (Attn: Thomas Palmieri) Contract Type: T&M
Project Phases / Tasks From Thru Months 1,765 20 136 200 176 76 97 256 214 165 179 54 192 0.00% 308,845 27,478 328 - 8,349 345,000 1 2 3 4 5 6 7 8 9 10 11 12
Preliminary Design Phase 07/27/26 09/04/26 1.3 3 25 239 3 24 30 32 8 28 50 40 24 - - - 44,410 7,128 108 - 95 51,740 Task 1A - Technical Memorandum 221 3 20 30 22 8 26 48 40 24 - - - 41,120 3,300 - - - 44,420 Re-Analyze Reservoir 50 2 24 24 8,540 8,540
Update Geotechnical Report 2 2 500 3,300 3,800
Pipeline and Constructability Planning 22 4 8 10 3,640 3,640 Grant Funding Research 6 2 2 2 1,590 1,590
Prepare TM 48 8 8 12 12 8 9,700 9,700
Revise Const Cost Est 12 2 4 2 4 2,400 2,400
Conceptual Drawings 81 1 4 8 12 8 8 8 8 24 14,750 14,750 Task 1B- Review Meeting 6 2 2 2 1,390 1,390
Task 1C - Topographic Survey 3 1 2 530 3,828 108 95 4,560 Task 1D - Utility Research 9 1 8 1,370 1,370
Final Design Phase 09/05/26 04/16/27 7.2 16 144 1,526 17 112 170 144 68 69 206 174 141 179 54 192 264,435 20,350 220 - 8,254 293,259 Task 2A - Project Management 44 1 20 - - - 10 10 - - 3 - - 10,305 - - - - 10,305 Kickoff Meeting 6 1 2 1 1 1 1,490 1,490
Monthly Meetings (9 Total) 38 18 9 9 2 8,815 8,815
Task 2B - Public Outreach Program 18 6 12 5,340 20,350 220 505 26,415 Task 2C - Design Calculations 16 2 2 4 4 4 2,930 2,930
Task 2D - Design Drawings 839 - 26 118 94 68 - 140 130 129 134 - - 139,680 - - - - 139,680 Title Sheet 9 1 4 4 1,530 1,530
Vicinty Map 11 1 6 4 1,810 1,810
Existing Site Demo, Stockpile / Laydown Plan 16 2 4 8 2 2,600 2,600 Grading Plan 30 4 10 8 8 5,110 5,110
Subdrainage Plan 16 2 4 4 6 2,760 2,760
Grading Details 1 24 2 10 8 4 3,890 3,890
Grading Details 2 24 2 10 8 4 3,890 3,890
18" W Pipeline Plan and Profile 34 2 16 8 8 5,540 5,540 6" Drain Pipeline Plan and Profile 34 2 16 8 8 5,540 5,540 16" Overflow Pipeline Plan and Profile 34 2 16 8 8 5,540 5,540 Pipeline Details 1 24 2 10 8 4 3,890 3,890
Pipelines Details 2 24 2 10 8 4 3,890 3,890
Pipeline Vaults / Details 26 2 12 8 4 4,200 4,200
Structural General Notes 15 5 5 5 2,575 2,575
Special Inspections and Observations 14 5 5 4 2,395 2,395 Reservoir 1 Floor plan 30 10 10 10 5,150 5,150
Reservoir 1 Roof Plan 30 10 10 10 5,150 5,150
Reservoir 2 Floor Plan 30 10 10 10 5,150 5,150
Reservoir 2 Roof Plan 30 10 10 10 5,150 5,150
Reservoir 3 Floor Plan 30 10 10 10 5,150 5,150
Reservoir 3 Roof Plan 30 10 10 10 5,150 5,150
Reservoir Section 1 30 10 10 10 5,150 5,150
Reservoir Section 2 30 10 10 10 5,150 5,150
Structural Detail 1 30 10 10 10 5,150 5,150
Structural Detail 2 30 10 10 10 5,150 5,150
Structural Detail 3 35 15 10 10 6,125 6,125
Structural Detail 4 35 15 10 10 6,125 6,125
Landscape Plan 24 24 3,720 3,720
Irrigation Plan 1 32 32 4,960 4,960
Irrigation Plan 2 32 32 4,960 4,960
Landscape / Irrigation Details 24 24 3,720 3,720
Irrigation Details 22 22 3,410 3,410
Task 2E - Specifications 94 10 20 6 18 12 8 16 4 17,110 17,110 Task 2F - Cost Estimate 24 2 6 2 6 4 2 2 4,420 4,420
Task 2G - QA-QC Review 36 8 2 24 2 9,930 9,930
Task 2H - Additional Engineering Services 167 2 18 24 20 15 24 24 16 16 8 30,670 30,670 Task 2I - Water Quality Management Plan 216 - - - 2 - - - - - - 32 182 30,230 - - - - 30,230 Draft WQMP 150 22 128 20,950 20,950
Final WQMP 42 6 36 5,850 5,850
BMP Details Addition to Plans 24 2 4 18 3,430 3,430
Task 2J - Permitting 36 8 8 8 4 4 4 7,460 7,750 15,210
Task 2K - Grant Funding Application Services 36 12 24 6,360 6,360 Totals 07/27/26 04/16/27 8.5 1,765 20 136 200 176 76 97 256 214 165 179 54 192 308,845 27,478 328 - 8,349 345,000 Task Pricing
TotalsSchedule
Work Days
Off
Work Days
Total
Labor Hrs Subs Travel Mat'ls & Equip ODCs
Labor
Rate Esc. Labor
CADD
(Eric Hutchins)
Civil Engineer
(Heath Pray)
Site Project Manager
(Justin Smith)
Site Engineer
(Robert Agnew)
Structural Designer
(Miguel Magpantay)
Seismic upgrade to the 13th Street Reservoir and additional services (pipelines replacement, landscaping, permitting) Total Price Pricing by Resource
Project Manager
(Steve Tedesco)
Civil Project Manager
(Corey Hess)
Civil Designer
(Jodie Yu)
Civil Designer (Nicholas
Mao)
CADD
(William Johnson)
Structural Project
Manager (Eric Yuen)
Structural Project
Engineer (Jose Quiroz)
12 Resource
13th Street Reservoir Rehabilitation
Price Proposal
Revision Date:

Feb 11, 2026
Labor Plan
Tetra Tech - Confidential and Proprietary Page 1 of 1 Printed 2/11/2026 240
Department: Information Technology
Prepared By: Samantha Robles
Staff Member Presenting: Colin Fernandes,
Executive Director Information Technology
Approved By:

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

A PROFESSIONAL SERVICES AGREEMENT WITH NV5 GEOSPATIAL, INC., FOR

GEOGRAPHIC INFORMATION SYSTEM (GIS) UTILITY NETWORK MIGRATION,

TRIMBLE UNITY MAINTAIN IMPLEMENTATION, AND ONGOING GIS SUPPORT

SERVICES

CITY OF ONTARIO
Agenda Report
May
5, 2026
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council authorize the City Manager, or his designee, to execute a Professional Services Agreement with NV5 Geospatial, Inc., of Sheboygan Falls, Wisconsin, for the following services:

A
.

Implementation services to upgrade and migrate the City’s Cityworks work order and asset management system to the Trimble Unity Maintain Implementation, a cloud-based Software- as-a-Service (SaaS) platform, in an amount not to exceed $196,750; and B
.

Configuration and migration of potable water, recycled water, and sewer GIS data to the Utility Network framework, in an amount not to exceed $502,500; and C
.

Ongoing management services and premier support services for the City’s enterprise GIS environment, in an amount not to exceed $772,600 and a total contract amount not to exceed $1,619,035, which includes a 10 percent contingency of $147,185 for a five-year term.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Operate in a Businesslike Manner
FISCAL IMPACT:

The Fiscal Year 2025–26 Adopted Budget includes appropriations from the Information Technology Fund, the Information Technology Capital Improvement Project Fund, and the Ontario Municipal Utilities Company (OMUC) Enterprise Funds for consulting services. The proposed Professional Services Agreement includes implementation services to upgrade and migrate the City’s Cityworks work order and asset management system to Trimble Unity Maintain, a cloud-based SaaS platform; configuration and migration of potable water, recycled water, and sewer GIS data to the Utility Network framework; ongoing management services and premier support services for the City’s enterprise GIS environment; and a contingency for a five-year term.

Please refer to Exhibit “A” for a detailed breakdown of the services and associated costs, for a total not-to-exceed contract amount of $1,619,035, which includes a 10% contingency of $147,185. The fixed billing rates specified in the Agreement will determine the amount charged for services and 241
reflect the actual services provided. If approved, appropriations will be added to future years’ budgets consistent with the annual adoption process.

BACKGROUND & ANALYSIS:

The City first engaged NV5 Geospatial Inc (NV5) in 2020 to assist with supporting and maintaining the City's ESRI-based GIS and the CityWorks-based Work Order and Asset Management System (WOMS) used by OMUC and the Public Works Agency (PWA).

Subsequent amendments were made in 2021, 2022, and 2023 to extend the engagement term to July 31, 2026, and to increase the not-to-exceed amount to $700,000.

With OMUC's plan to advance its enterprise asset management strategy, there is a need to upgrade OMUC's GIS asset database, called the Utility Network (UN). The UN provides enhanced capabilities, including advanced network modeling, improved data validation, better integration with mobile applications, and enhanced analytical tools to enhance OMUC's ability to manage and maintain its water, wastewater, and sewer networks. Leveraging the new UN will require upgrading OMUC and PWA's WOMS. With the upgraded UN and WOMS, these systems will be integrated to provide improved workflows for service requests, work orders, inspections, and long-term asset planning.

NV5 continues to provide specialized expertise and excellent support for the City's GIS and WOMS on an as-needed basis. NV5 is also an established partner with ESRI and has specific expertise with the UN. Their experience will be crucial to support this modernization effort and to provide on- going support for the City's GIS and WOMS. Staff requests City Council approval for a five-year term for a not-to-exceed amount of $1,619,035.
242
BB&K (2024)
46700.00960\44414607.1
-1- PROFESSIONAL SERVICES AGREEMENT
PAUL S. LEON
MAYOR
ALAN D. WAPNER

MAYOR PRO TEM
JIM W. BOWMAN

DEBRA PORADA

DAISY MACIAS

COUNCIL MEMBERS

SHEILA MAUTZ

CITY CLERK
JAMES R. MILHISER

CITY TREASURER

SCOTT OCHOA

CITY MANAGER

CITY OF ONTARIO

PROFESSIONAL SERVICES AGREEMENT

1. PARTIES AND DATE.

This Agreement is made and entered 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 NV5 Geospatial, Inc., a Wisconsin Corporation with its principal place of business at N6216 Resources Drive, Sheboygan Falls, WI 53085 ("Consultant").

City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties."

2. RECITALS.

2.1 Consultant.

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

Consultant represents that it is experienced in providing Implementation services to upgrade and migrate the City’s Cityworks asset management system to the Trimble Unity Maintain Implementation, a cloud-based Software-as-a-Service (SaaS) platform, Configuration and migration of potable water, recycled water, and sewer Geographic Information System (GIS) data to the Utility Network framework, and Ongoing management services and premier support services for the City’s enterprise GIS environmentservices to public clients, is licensed in the State of California, and is familiar with the plans of City.

2.2 Project.

City desires to engage Consultant to render such professional services for the ArcGIS Utility Network Implementation services for water, recycled, and wastewater systems project, and the Implementation services to upgrade and migrate the City’s Cityworks work order and asset management system project ("Project") as set forth in this Agreement. 243
BB&K (2024)
46700.00960\44414607.1
-2- PROFESSIONAL SERVICES AGREEMENT

3. TERMS.

3.1 Scope of Services and Term.

3.1.1 General Scope of Services. Consultant 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 professional services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A", Exhibit “B”, and Exhibit “C” attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations.

3.1.2 Term. The term of this Agreement shall be from June 1, 2026, to June 30, 2029, unless earlier terminated as provided herein. The City shall have the unilateral option, at its sole discretion, to renew this Agreement automatically for no more than two additional one-year terms. Consultant shall 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 Services.

3.2 Compensation.

3.2.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit "A", Exhibit “B”, and Exhibit “C” attached hereto and incorporated herein by reference.

The total compensation for the ArcGIS Utility Network Implementation services for water, recycled, and wastewater systems project pursuant to Exhibit “A” shall not exceed one hundred ninety-six thousand seven hundred fifty dollars ($196,750) and the total compensation for the Implementation services to upgrade and migrate the City’s Cityworks work order and asset management system project pursuant to Exhibit “B” shall not exceed five hundred two thousand five hundred dollars ($502,500). Moreover, the total compensation for the Ongoing management services and premier support services for the City’s enterprise GIS environment pursuant to Exhibit “C” shall not exceed seven hundred seventy-two thousand six hundred dollars ($7 2,600) which includes $31,900 for year 1, $33,100 for year 2, $34,500 for year 3, $35,800 for optional year 4, $37,300 for optional year 5 and $600,000 for premier support services. In sum, the total compensation for all Services provided pursuant to Exhibit “A”, Exhibit “B” and Exhibit “C”, shall not exceed one million four hundred seventy-one thousand eight hundred fifty dollars ($1,471,850) without the written approval of the City Council or City Manager, as applicable. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement.

3.2.2 Payment of Compensation. Consultant shall submit to City a monthly invoice which indicates work completed and hours of Services rendered by Consultant.

The invoice shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the invoice. City shall, within 30 days of receiving such invoice, review the invoice and pay all non-disputed and approved charges. If the City disputes any of Consultant's fees, the City shall give written notice to Consultant within thirty (30) days of receipt of an invoice of any disputed fees set forth therein. Payment shall not constitute acceptance of any Services completed by Consultant. The making of final payment shall not constitute a waiver of any claims by the City for any reason whatsoever.
244
BB&K (2024)
46700.00960\44414607.1
-3- PROFESSIONAL SERVICES AGREEMENT

3.2.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City, or included in Exhibit "A", Exhibit “B” and Exhibit “C” of this Agreement.

3.2.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant 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 Project, but which the Parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from the City.

3.2.5 Foreign Data Processing Restriction. Consultant shall store, host, maintain, transmit, and process all Data–including, without limitation, any information relating to the City’s critical infrastructure systems such as potable water systems–solely on servers and systems physically located within the United States of America. Under no circumstances shall Consultant, its employees, agents, subcontractors, or affiliates store, transfer, replicate, process, or backup any Data outside the territorial boundaries of the United States of America. a. Subcontractors and Third Parties. Consultant shall not engage any subcontractor, third-party service provider, or affiliate that would require or permit Data to be stored outside the United States of America. Consultant shall remain fully responsible for ensuring compliance with this provision by all such parties. b. Material Breach. Any violation of this Section shall constitute a material breach of this Agreement. Upon such breach, the City may, at its sole discretion and without limitation to any other remedies available at law or in equity, immediately terminate this Agreement, require immediate remediation of the violation, and pursue legal action as necessary to protect the City’s interests and ensure compliance. c. Notice Requirement. Consultant shall immediately notify the City in writing upon learning of any actual or suspected violation of this Section, including any unauthorized foreign storage processing, transmission, or access to data.

3.2.6 Automated Clearing House (“ACH”) payments. It is the City’s policy to pay its consultant invoices via electronic fund transfers through the ACH network. All payments due and owing pursuant to a properly issued and correct invoice or under this Agreement shall be made through electronic ACH transfers, unless otherwise agreed upon by both Parties in writing.

Consultant shall provide the City with ACH payment details whereby the City shall initiate the ACH transfers to Consultant in the amount required pursuant to a properly issued and correct invoice or under this Agreement. Each Party shall undertake any and all required actions and execute any required documents, instruments, or agreements required to effectuate the requirements of this Section. In the event the City erroneously deposits funds into an account, or otherwise deposits funds to which Consultant is not entitled: (1) Consultant shall immediately notify the City and the financial institution; (2) Consultant shall not withdraw any of the funds which were erroneously deposited or to which Consultant is not entitled; and (3) Consultant authorizes both the City and financial institution to take all actions necessary to correct the error and return to the City all funds erroneously deposited or to which Consultant is not entitled. 245
BB&K (2024)
46700.00960\44414607.1
-4- PROFESSIONAL SERVICES AGREEMENT

3.3 Responsibilities of Consultant.

3.3.1 Independent Contractor; Control and Payment of Subordinates. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee.

Any personnel performing the Services on behalf of Consultant shall not be employees of City and shall at all times be under Consultant's exclusive direction and control. Neither City, or any of its officials, officers, directors, employees or agents shall have control over the conduct of Consultant or any of Consultants officers, employees or agents, except as set forth in this Agreement. 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.

3.3.2 Schedule of Services. Consultant shall perform the Services in a prompt and timely manner and in accordance with the Schedule of Services set forth in Exhibit "A", “B”, and “C” attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services expeditiously. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services.

3.3.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City.

3.3.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. The key personnel for performance of this Agreement are as follows: Paul Braun, Senior Vice President of Sales.

3.3.5 City's Representative. The City hereby designates Colin Fernandes, Executive Director, IT, or his/her designee, to act as its representative in all matters pertaining to the administration and performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for review and approval of all products submitted by Consultant but not the authority to enlarge the Scope of Services or change the total compensation due to Consultant under this Agreement. The City Manager shall be authorized to act on City's behalf and to execute all necessary documents which enlarge the Scope of Services or change the Consultant's total compensation subject to the provisions contained in this Agreement. Consultant shall not accept direction or orders from any person other than the City Manager, City's Representative or his/her designee.

3.3.6 Consultant's Representative. Consultant hereby designates Paul Braun, Senior Vice President of Sales , or his/her designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using 246
BB&K (2024)
46700.00960\44414607.1
-5- PROFESSIONAL SERVICES AGREEMENT
his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences, and procedures and for the satisfactory coordination of all portions of the Services under this Agreement.

3.3.7 Coordination of Services. Consultant 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.

3.3.8 Standard of Care; Performance of Employees. 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 in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subconsultants shall have sufficient skill and experience to perform the Services assigned to them. Consultant represents that it, its employees and subconsultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, and that such licenses and approvals shall be maintained throughout the term 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. Any employee of the Consultant or its subconsultants 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 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.

3.3.9 Period of Performance.

3.3.9.1 Consultant shall perform and complete all Services under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”). Consultant shall also perform the Services in strict accordance with any completion schedule or Project milestones described in Exhibits “A”, “B”, and “C” attached hereto, or which may be separately agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant agrees that if the Services are not completed within the aforementioned Performance Time and/or pursuant to any such Performance Milestones developed pursuant to provisions of this Agreement, it is understood, acknowledged and agreed that the City will suffer damage.

3.3.9.2 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 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 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 public agency applicable to the services and Agreement.
247
BB&K (2024)
46700.00960\44414607.1
-6- PROFESSIONAL SERVICES AGREEMENT

3.3.9.3 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 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.

3.3.10 Laws and Regulations; Employee/Labor Certification.

3.3.10.1 Compliance with Laws. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. All violations of such laws and regulations shall be grounds for the City to terminate the Agreement for cause.

3.3.10.2 Employment Eligibility; Consultant. Consultant certifies 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 and shall require all subconsultants and sub-subconsultants to comply with the same. Consultant certifies 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.

3.3.10.3 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subconsultant, employee or applicant for employment because of race, religion, 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. 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.

3.3.10.4 Air Quality. To the extent applicable, Consultant 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 South Coast Air Quality Management District (SCAQMD) and/or California Air Resources Board (CARB). Consultant shall indemnify City against any fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory agency for violations of applicable laws, rules and/or regulations by Consultant, its subconsultants, or others for whom Consultant is responsible under its indemnity obligations provided for in this Agreement.

3.3.10.5 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 limitation, all applicable provisions of the City’s ordinances 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 (Water Code § 13000 et seq.); and any and all regulations, policies, or permits issued pursuant to any such 248
BB&K (2024)
46700.00960\44414607.1
-7- PROFESSIONAL SERVICES AGREEMENT
authority. Consultant must 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. City may seek damages from Consultant for delay in completing the Services caused by Consultant’s failure to comply with the laws, regulations and policies described in this Section, or any other relevant water quality law, regulation, or policy.

3.3.10.6 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 employees appropriate to the nature of the work and the conditions under which the work is to be performed.

3.3.11 Insurance.

3.3.11.1 Time for Compliance. 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 subcontract until it has provided evidence satisfactory to the City that the subconsultant has secured all insurance required under this section. Failure to provide and maintain all required insurance shall be grounds for the City to terminate this Agreement for cause.

3.3.11.2 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, the Consultant, in partial performance of its obligations under such Agreement, shall procure and maintain in full force and effect during the term 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.

Consultant shall procure and maintain for the duration of the contract insurance against claims for security breaches, system failures, injuries to persons, damages to software, or damages to property (including computer equipment) which may arise from or in connection with the performance of the work hereunder by the Consultant, its agents, representatives, or employees.

Consultant shall procure and maintain for the duration of the contract insurance claims arising out of their services and including, but not limited to loss, damage, theft or other misuse of data, infringement of intellectual property, invasion of privacy and breach of data. (A) Commercial General Liability: Commercial General Liability Insurance which affords coverage at least as broad as Insurance Services Office "occurrence" form CG 00 01, or the exact equivalent, with limits of not less than $2,000,000 per occurrence and no less than $4,000,000 in the general aggregate. Defense costs shall be paid in addition to the limits. The policy shall contain no endorsements or provisions (1) limiting coverage for contractual liability; (2) excluding coverage for claims or suits by one insured against another (cross-liability); (3) products/completed operations liability; or (4) containing any other exclusion(s) contrary to the terms or purposes of this Agreement.
(B) Automobile Liability Insurance: Automobile Liability Insurance with coverage at least as broad as Insurance Services Office Form CA 00 01 covering "Any Auto" (Symbol 1), or the exact equivalent, covering bodily injury and property damage for all activities with limits of not less than $2,000,000 combined limit for each occurrence. 249
BB&K (2024)
46700.00960\44414607.1
-8- PROFESSIONAL SERVICES AGREEMENT
(C) Workers' Compensation: Workers' Compensation
Insurance, as required by the State of California and Employer's Liability Insurance with a limit of not less than $1,000,000 per accident for bodily injury and disease.

Cyber Insurance: with limits not less than $2,000,000 per occurrence or claim, $2,000,000 aggregate. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by Consultant in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses. (E) Technology Professional Liability Errors and Omissions:

Technology Professional Liability Errors and Omissions Insurance appropriate to the Consultant’s profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the Consultant in this agreement and shall include, but not be limited to, claims involving security breach, system failure, data recovery, business interruption, cyber extortion, social engineering, infringement of intellectual property, including but not limited to infringement of copyright, trademark, trade dress, invasion of privacy violations, information theft, damage to or destruction of electronic information, release of private information, and alteration of electronic information. The policy shall provide coverage for breach response costs, regulatory fines and penalties as well as credit monitoring expenses.
a. The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of the Consultant. If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City
. If coverage is written on a claims-made basis, the retroactive date shall precede the effective date of the initial Agreement and continuous coverage will be maintained or an extended reporting period will be exercised for a period of at least five (5) years from termination or expiration of this Agreement.
(F) If umbrella or excess liability coverage is used to meet any required limit(s) specified herein, the Contractor shall provide a “follow form” endorsement satisfactory to the City indicating that such coverage is subject to the same terms and conditions as the underlying liability policy.

3.3.11.3 Insurance Endorsements. Required insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms approved by the City to add the following provisions to the insurance policies:
(A) Commercial General Liability: (1) Additional Insured: The City, its officials, officers, employees, agents, and volunteers shall be additional insureds with (D)
250
BB&K (2024)
46700.00960\44414607.1
-9- PROFESSIONAL SERVICES AGREEMENT
regard to liability and defense of suits or claims arising out of the performance of the Agreement.

Additional Insured Endorsements shall not (1) be restricted to "ongoing operations"; (2) exclude "contractual liability"; (3) restrict coverage to "sole" liability of Consultant; or (4) contain any other exclusions contrary to the terms or purposes of this Agreement. For all policies of Commercial General Liability insurance, Consultant shall provide endorsements in the form of ISO CG 20 10 10 01 and 20 37 10 01 (or endorsements providing the exact same coverage) to effectuate this requirement. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (B) Automobile Liability: (1) Additional Insured: 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. (2) Cancellation: Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium.
(C) Professional Liability (Errors & Omissions): (1) Cancellation:

Required insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) 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 include a provision establishing the insurer’s duty to defend.
(D) Workers' Compensation: (1) Cancellation: Required
insurance policies shall not be canceled or the coverage reduced until a thirty (30) day written notice of cancellation has been served upon the City except ten (10) days shall be allowed for non-payment of premium. (2) Waiver of Subrogation: A waiver of subrogation stating that the insurer waives all rights of subrogation against the City, its officials, officers, employees, agents, and volunteers.

3.3.11.4 Primary and Non-Contributing Insurance. All policies of Commercial General Liability and Automobile Liability insurance shall be primary and any other 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.

3.3.11.5 Waiver of Subrogation. 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 insurance clauses from each of its subconsultants.

3.3.11.6 Deductibles and Self-Insured Retentions. Any deductible or self- insured retention must be approved in writing by the City and shall protect the City, its officials, officers, employees, agents, and volunteers in the same manner and to the same extent as they would have been protected had the policy or policies not contained a deductible or self-insured 251
BB&K (2024)
46700.00960\44414607.1
-10- PROFESSIONAL SERVICES AGREEMENT
retention.

3.3.11.7 Evidence of Insurance. The Consultant, concurrently with the execution of the Agreement, and as a condition precedent to the effectiveness thereof, shall deliver either certified copies of the required policies, or original certificates on forms approved by the City, together with all endorsements affecting each policy. Required insurance policies shall not be in compliance if they include any limiting provision or endorsement that has not been submitted to the City for approval. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf. At least fifteen (15 days) prior to the expiration of any such policy, evidence of insurance showing that such insurance coverage has been renewed or extended shall be filed with the City. If such coverage is cancelled or reduced and not replaced immediately so as to avoid a lapse in the required coverage, Consultant 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.

3.3.11.8 Acceptability of Insurers. 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 authorized to transact 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.

3.3.11.9 Enforcement of Agreement Provisions (non estoppel).

Consultant acknowledges and agrees that actual or alleged failure on the part of the City to inform Consultant of non-compliance with any requirement imposes no additional obligation on the City nor does it waive any rights hereunder.

3.3.11.10 Requirements Not Limiting. 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.

3.3.11.11 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 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 any of its officials, officers, employees, agents or volunteers shall be personally responsible for any liability arising under or by virtue of 252
BB&K (2024)
46700.00960\44414607.1
-11- PROFESSIONAL SERVICES AGREEMENT
this Agreement.
(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.
(F) Consultant shall report to the City, in addition to Consultant’s insurer, any and all insurance claims submitted by Consultant in connection with the Services under this Agreement.

3.3.11.12 Insurance for Subconsultants. Consultant shall include all subconsultants engaged in any work for Consultant relating to this Agreement as additional insureds under the Consultant's policies, or the Consultant shall be responsible for causing subconsultants to purchase the appropriate insurance in compliance with the terms of these Insurance Requirements, including adding the City, its officials, officers, employees, agents, and volunteers as additional insureds to the subconsultant's policies. All policies of Commercial General Liability insurance provided by Consultant’s subconsultants performing work relating to this Agreement shall be endorsed to name the City, its officials, officers, employees, agents and volunteers as additional insureds using endorsement form ISO CG 20 38 04 13 or an endorsement providing equivalent coverage. Consultant shall not allow any subconsultant to commence work on any subcontract relating to this Agreement until it has received satisfactory evidence of subconsultant’s compliance with all insurance requirements under this Agreement, to the extent applicable. The Consultant shall provide satisfactory evidence of compliance with this section upon request of the City.

3.4 Labor Code Requirements.

3.4.1 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees 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 and at the project site. 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 Consultant shall therefore comply with such Labor Code sections to the fullest extent required by law. Consultant shall defend, indemnify and hold the City, its officials, officers, employees, agents, and volunteers free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.

3.4.2 Registration/DIR Compliance. If the Services are being performed on a 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 253
BB&K (2024)
46700.00960\44414607.1
-12- PROFESSIONAL SERVICES AGREEMENT
1771.1, the Consultant and all subconsultants must be registered with the Department of Industrial Relations (“DIR”). Consultant shall maintain registration for the duration of the Project and require the same of any subconsultants.

3.4.3 Compliance Monitoring. 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 DIR against Consultant or any subconsultant that affect Consultant’s performance of services, 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 DIR against Consultant or any subconsultant.

3.4.4 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.

3.5 Termination of Agreement.

3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those Services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant 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.

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

3.5.1.3 Additional 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, services similar to those terminated.

3.6 Indemnification.

3.6.1 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 254
BB&K (2024)
46700.00960\44414607.1
-13- PROFESSIONAL SERVICES AGREEMENT
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, its officials, officers, employees, agents, or volunteers.

3.6.2 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 2782.8, 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.

3.7 General Provisions.

3.7.1 Accounting 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 three (3) years from the date of final payment under this Agreement.

3.7.2 Independent Contractors and Subcontracting.

3.7.2.1 Use of Consultants. Consultant is aware of statutory and case law regarding classification of workers as independent contractors, including California Labor Code Section 2750.3 and Dynamex Operations West, Inc. v. Superior Court, 4 Cal. 5th 903 (2018). To ensure that Consultant is in compliance with the California Labor Code, Consultant shall only utilize its employees to provide the Services. Consultant may not provide the services through any independent contractor, subcontractor or subconsultant (“Subcontractor(s)”) unless approved by the City as set forth in Section 3.7.2.2 below. Consultant represents and warrants that all personnel who perform the Services on Consultant’s behalf are Consultant’s employees, and that Consultant complies with all applicable laws, rules and regulations governing its employees, including, but not limited to, the California Labor Code, Unemployment Insurance Code and all applicable Industrial Welfare Commission Wage Orders.

3.7.2.2 Prior Approval Required. Consultant shall not use any Subcontractor to provide the Services, or any portion of the work required by this Agreement, without prior written approval of City. In the event that City authorizes Consultant to use a Subcontractor, Consultant shall enter into a written agreement with the Subcontractor, which must include all provisions of the Agreement, including a restriction on the Subcontractor’s use of further independent contractors, subcontractors or subconsultants without the City’s prior written consent. 255
BB&K (2024)
46700.00960\44414607.1
-14- PROFESSIONAL SERVICES AGREEMENT

3.7.3 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:

Consultant: NV5 Geospatial, Inc.

N6216 Resources Drive
Sheboygan Falls, WI 53085
ATTN: Paul Braun, Senior Vice President of Sales
City: City of Ontario
303 East “B” Street
Ontario, CA 91764
ATTN: Colin Fernandes, Executive Director, IT
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.

3.7.4 Ownership of Materials and Confidentiality.

3.7.4.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). All Documents & Data shall be and remain the property of City, and shall not be used in whole or in substantial part by Consultant on other projects without the City’s express written permission. Within thirty (30) days following the completion, suspension, abandonment or termination of this Agreement, Consultant shall provide to City reproducible copies of all Documents & Data, in a form and amount required by City. City reserves the right to select the method of document reproduction and to establish where the reproduction will be accomplished. The reproduction expense shall be borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of compensation to which the Consultant is entitled under the termination provisions of this Agreement, Consultant shall provide all Documents & Data to City upon payment of the undisputed amount. Consultant shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. In addition, Consultant shall retain copies of all Documents & Data 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 actual reasonable duplication costs. Before destroying the Documents & Data following this retention period, Consultant shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents.

3.7.4.2 Subconsultants. Consultant shall require all subconsultants to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subconsultant prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design 256
BB&K (2024)
46700.00960\44414607.1
-15- PROFESSIONAL SERVICES AGREEMENT
professionals other than Consultant or its subconsultants, or those provided to Consultant by the City.

3.7.4.3 Right to Use. City shall not be limited in any way in its use or reuse of the Documents and Data or any part of them at any time for purposes of this Project or another project, provided that any such use not within the purposes intended by this Agreement or on a project other than this Project without employing the services of Consultant shall be at City’s sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it shall remove the Consultant’s seal from the Documents & Data and indemnify and hold harmless Consultant and its officers, directors, agents and employees from claims arising out of the negligent use or re-use of the Documents & Data on such other project. Consultant shall be responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only with respect to the condition of the Documents & Data at the time they are provided to the City upon completion, suspension, abandonment or termination. Consultant shall not be responsible or liable for any revisions to the Documents & Data made by any party other than Consultant, a party for whom the Consultant is legally responsible or liable, or anyone approved by the Consultant.

3.7.4.4 Indemnification. Consultant 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, for any alleged infringement of any patent, copyright, trade secret, trade name, trademark, or any other proprietary right of any person or entity in consequence of the use on the Project by City of the Documents & Data, including any method, process, product, or concept specified or depicted.

3.7.4.5 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents & Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed 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 prior written consent of City.

3.7.4.6 Confidential Information. The City shall refrain from releasing Consultant’s proprietary information ("Proprietary Information") unless the City's legal counsel determines that the release of the Proprietary Information is required by the California Public Records Act or other applicable state or federal law, or order of a court of competent jurisdiction, in which case the City shall notify Consultant of its intention to release Proprietary Information.

Consultant shall have five (5) working days after receipt of the release notice to give City written notice of Consultant's objection to the City's release of Proprietary Information. Consultant shall indemnify, defend and hold harmless the City, and its officers, directors, employees, and agents from and against all liability, loss, cost or expense (including attorney’s fees) arising out of a legal action brought to compel the release of Proprietary Information. City shall not release the Proprietary Information after receipt of an objection notice unless either: (1) Consultant fails to fully indemnify, defend (with City's choice of legal counsel), and hold City harmless from any legal action brought to compel such release; and/or (2) a final and non-appealable order by a court of competent jurisdiction requires that City release such information. 257
BB&K (2024)
46700.00960\44414607.1
-16- PROFESSIONAL SERVICES AGREEMENT

3.7.5 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.

3.7.6 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.

3.7.7 Attorneys’ Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorneys’ fees and all costs of such action.

3.7.8 Governing Law. 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, Consultant 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 Consultant. If no such Government Code claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as specified herein, Consultant shall be barred from bringing and maintaining a valid lawsuit against the City.

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

3.7.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project.

3.7.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties.

3.7.12 Assignment or Transfer. Consultant shall not assign, sublet, or transfer this Agreement or any rights under or interest in this Agreement without the written consent of the City, which may be withheld for any reason. Any attempt to so assign or so transfer without such consent shall be void and without legal effect and shall constitute grounds for termination.

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 all provisions stipulated in this Agreement.

3.7.13 Construction; 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 Consultant include all personnel, employees, agents, and subconsultants of Consultant, 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 Agreement. The captions of the various articles and paragraphs are for convenience and ease of 258
BB&K (2024)
46700.00960\44414607.1
-17- PROFESSIONAL SERVICES AGREEMENT
reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement.

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

3.7.15 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.

3.7.16 No Third-Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties.

3.7.17 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.

3.7.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. 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. Consultant further agrees to file, or shall cause its employees or subconsultants 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.

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

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

3.7.21 Survival. All rights and obligations hereunder that by their nature are to continue after any expiration or termination of this Agreement, including, but not limited to, the indemnification obligations, shall survive any such expiration or termination.

SIGNATURES ON NEXT PAGE
259
BB&K (2024)
46700.00960\44414607.1
-18- PROFESSIONAL SERVICES AGREEMENT

SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT

BETWEEN THE CITY OF ONTARIO AND
NV5 GEOSPATIAL, INC.

IN WITNESS WHEREOF, each of the Parties has caused this Agreement to be executed on the day and year first above written.

CITY OF ONTARIO NV5 Geospatial, 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:

City Clerk
260
Ontario, CA – Trimble Unity Maintain Implementation Services 1 February 26, 2026
Nina Kaivan-Mehr
Principal IT Analyst
City of Ontario
303 East B Street
Ontario, CA 91764
Dear Nina,
NV5 Geospatial, Inc. (NV5) is pleased to submit our proposal to migrate the current on-premise deployment of Cityworks to the SaaS-based Trimble Unity Maintain for the City of Ontario. As an industry leading solution for GIS-centric work and asset management, Unity Maintain is well positioned to help the City transition to the contemporary deployment pattern and maintain the desired enterprise asset management functionality.

NV5 is the world’s leading provider of geospatial software and services. For over 33 years we have used geospatial technology to help state and regional organizations solve mission-critical challenges. Our asset management, permitting, and geospatial experts are driven to help our clients enact meaningful change across their communities and the world.

Why NV5?
x Trusted Partner – The City of Ontario and NV5 have an established and successful partnership through which NV5 provides enterprise GIS services, to in clude system/infrastructure support and core GIS expertise. We have an established MSA that dates back to 2023, providing an effective and flexible vehicle to support ongoing services.
x Premier GIS & Trimble Provider – NV5 has earned Platinum tier partnerships with both Esri and Trimble, making us the only vendor to have dual platinum status. Through our partnerships, we have deep relationships and elevated access to the respective software vendors, through which we represent our clients. The platinum status reflects our level of engagement, experience, and contribution within the technical community, which we offer to the City to help establish Trimble Unity Maintain as a GIS-centric enterprise solution layers atop the Esri software stack. x Breadth and Depth of Experience – For over 50 years we have used geospatial technology to help state and regional organizations solve mission-critical challenges. Our geospatial experts are driven to help our clients enact meaningful change across their communities and the world.

We look forward to working with the City to support your GIS environment. Please contact me with any questions or if you require additional information.

Sincerely,
Sean Savage
Account Executive
&YIJCJU
"
261
Ontario, CA – Trimble Unity Maintain Implementation Services 2 NV5 is qualified, prepared, and can deliver the services needed to transition the City's enterprise asset management implementation to the contemporary deployment pattern (SaaS) and software version (Trimble Unity Maintain). As the largest geospatial services firm in North America, providing geographic insights to clients who desire location intelligence to mitigate risk, advance plans, and improve resource management.

Our client-focused teams are supported by a deep corporate bench intimate with geospatial technology and trends, including Enterprise Architects, Solutions Architects, Solutions Engineers, Geospatial Analysts, and more, working across 100+ offices in the United States.

Experience
NV5 has worked with governments at every tier (federal, state, and local agencies) in the country and in all 50 states. For over three decades, NV5 has been leading the way in enterprise implementation centered on location technology. Along the way, we have been fortunate to see our efforts yield a success rate that vastly exceeds industry averages, and as a result, have earned a reputation in the marketplace that has persisted even while the technology has changed dramatically. Our legacy strength was founded on a core development capability that remains central to our services today, but we have since broadened our focus to include diverse services that span every facet of the lifecycle of a GIS program. With our client implementations, we commonly see system and enterprise integrations evolve with organizational technological maturity and increasing sophistication of adoption.

Trimble (Cityworks) Experience
NV5 has been working with Cityworks for
more than 18 years but officially launched our
partnership in 2013. Just four years later, we
achieved the highest tier available, becoming
the only firm to hold a Platinum status with
both Trimble and Esri.

NV5 is a full stack implementer, including
AMS (now Unity Maintain), PLL (now Unity
Permit), and the suite of associated add-ons.

We support clients with original
implementations, upgrades, expansions, and
legacy system migrations. Further, we have developed more than 50 integrations with third-party solutions to establish cohesive, enterprise dataflows to support the entire asset lifecycle. Our implementations empower office and field users through web and mobile delivery to support work and asset management spanning many types of asset categories, as shown in the figure above. Ultimately, NV5 provides a GIS- centric approach and an advanced level of geospatial expertise combined with industry and domain knowledge to help guide each implementation to success. 262
Ontario, CA – Trimble Unity Maintain Implementation Services 3 Esri ArcGIS Experience
NV5 is one of only 18 Esri Platinum Partner firms globally (as is Trimble). Less than 1% of Esri partners worldwide have achieved this distinction. We have been an Esri Business Partner for 30 years and our Enterprise business unit is closely aligned with their vision and initiatives. In addition to Platinum Partnership, NV5 has achieved Esri specialty status for several solutions and Esri product areas:

Esri State and Local Government Specialty. Awarded to partners that specialize in and have a substantial record of success with developing and configuring ready-to-use solutions for local and state government clients.

Esri Network Management Specialty . GIS based network management for utilities, the new Utility Network (UN) management tool provides more functionality, added flexibility and advanced access to data. NV5 is the first Esri partner to receive the UN partner specialty designation for water utilities.

Esri ArcGIS Cloud Services. With the maturity of business systems comes a need for flexible and agile cloud environments and hybrid environments for business continuity and resiliency.

Esri Indoor GIS Specialty. An indoor mapping system connecting workspaces with employees and visitors.

Our experience has allowed us to understand the complexities and nuances of an ArcGIS implementation and the corresponding impacts the transition can have on client organizations. This experience and effort were recognized at the Esri 2023 Infrastructure Management & GIS (IMGIS) Conference, at which NV5 received a Utility Network Implementation Partner Award.

NV5’s team of certified professionals has also worked with multiple customers of all sizes and complexities across the world to design a new, or modification of current, Enterprise Architecture, both on premise and in the cloud. NV5 was recognized as a leader in this area of expertise for our experience in cloud services at the 2023 Esri Partner Conference where we received Esri’s Cloud System Implementation award for exceptional achievement.

Our Platinum partnership provides significant benefits for our clients, including enhanced professional services and industry knowledge. Our staff serve on the Esri Partner Advisory Council and Esri Product Advisory Group, allowing us to represent our clients and influence the trajectory of the various technology stacks. And, through this partnership, we gain access to early insights that allow us to position our clients for advances that may not yet be formally released. Additionally, we have access to escalated support, which we may leverage to address or prioritize the most challenging client issues. 263
Ontario, CA – Trimble Unity Maintain Implementation Services 1

Proposed Solution
NV5 delivers Trimble Unity Maintain through Trimble’s secure Software-as-a-Service (SaaS) platform, offering a modern, GIS-centric enterprise asset management (EAM) solution that evolves the Cityworks architecture into a next-generation, cloud-native platform. Rather than a rebranding of legacy technology, Unity Maintain extends the proven Cityworks foundation with SaaS scalability, enhanced security, and future-ready capabilities aligned with Trimble’s technology roadmap.

As part of this engagement, NV5 will guide the client through an upgrade-driven modernization process that includes:
x Upgrading the on-premise Cityworks environment from 15.x to most recent Cityworks version. x Performing a complete Respond migration (saved searches, inboxes, profiles, Storeroom, and reports)
x Transitioning the client to the Unity Maintain SaaS platform

Benefits of the SaaS Migration:
x Eliminates the need to host or maintain Cityworks on-premise x Enhance system security, resilience, and operational availability x Ensures forward compatibility with Trimble and Esri technology stacks x Reduces long-term maintenance costs and infrastructure overhead x Provides a scalable, future-ready platform for continued growth

Trimble Unity Maintain Platform
Unity Maintain offers a unified, scalable, and highly configurable platform designed to support end-to-end asset and work management processes. The system integrates tightly with Esri’s ArcGIS Enterprise platform and provides enhanced automation, visibility, and reporting across asset lifecycles. The platform delivers a number of business-critical capabilities.
x Intelligent Service Request Management – Unity Maintain centralizes and automates customer- facing processes, ensuring high-quality and timely responses to public and internal requests. These tools help agencies improve responsiveness and reduce manual bottlenecks. x Automated service request routing
x Conversion of public concerns into actionable work orders x End-to-end status tracking, from submission through resolution x Advanced Work Order Management – The platform provides comprehensive tools for field and office personnel to efficiently plan, assign, execute, and track work. These capabilities give supervisors the visibility they need to manage resources effectively. x Precise task assignment and tracking
x Detailed cost capture for labor, equipment, and materials x Capture accurate costs through equipment, labor, and materials tracking x Comprehensive cost analysis for improved resource planning x Real-time visibility into organizational performance and progress x Data-Driven Inspection Management – Unity Maintain brings structure and data quality to inspection programs by transforming manual processes into structured, digital workflows. This ensures reliable inspection data and supports proactive maintenance strategies. 264
Ontario, CA – Trimble Unity Maintain Implementation Services 2 x Digitized inspection workflows
x Customizable inspection forms aligned to organizational procedures x Long-term condition tracking and trend analysis
x Automatic GIS updates with condition scoring
x Project Management Tools – Unity Maintain provides foundational project management capabilities that support basic project creation, cost tracking, and visibility across related work activities. These tools enable organizations to monitor project-level costs and progress within the Maintain environment, while more advanced project analytics, forecasting, and reporting may be supported through complementary Trimble solutions such as Unity OpX or Insights , where licensed.
x Centralized cost rollups for related activities
x Real-time project budget monitoring
x Sub-project dependency tracking
x Comprehensive project cost reporting
x API Integration
x Standards-based API connectivity
x Programmatic data access
x Flexible integrations with third-party systems
x Support custom applications and interfaces
The following diagram illustrates how Unity Maintain transforms your data into actionable intelligence.

265
Ontario, CA – Trimble Unity Maintain Implementation Services 3 Proposed Implementation
NV5 is proposing to migrate the current on-premise deployment of Cityworks (version 15.8.9) into the Trimble Unity Maintain, a secure Software as a Service (SaaS) platform hosted by Trimble, thereby eliminating the overhead of self-hosting while ensuring enterprise-grade security and reliability. This transition conforms with contemporary deployment patterns and meets rigorous IT standards for security, redundancy, and resiliency while supporting seamless integration with your GIS environment through Esri ArcGIS Enterprise.

Project Management Approach
NV5 has an established approach to project management and delivery that has proven adaptable to diverse technical engagements, including the implementation of the Trimble Unity Maintain. Our strategy leverages an agile mindset to allow for flexibility and real-time feedback. We utilize a supportive project management office (PMO) to create standardized project management experiences by providing project managers with appropriate templates, training, and fluency with industry best practices. This approach has proven successful across the diverse NV5 portfolio of services. Project management occurs continuously from contract award through project closeout and centers on the coordination, communication, collaboration, facilitation, analysis, and reporting of all project work.

x Project Initiation – The initiation process begins immediately upon award and continues through to the kick-off meetings (internal and client) through which we make sure the entire team is introduced to the scope and is collaboratively working toward a shared vision of success. During project initiation, the team will establish a schedule that considers the collective team goals, availability, and constraints, which will become the baseline for subsequent management and reporting. Likewise, we will establish a communications plan to confirm the collective team understands who should be addressed and copied on correspondence of various types, along with an aggregated compilation of corresponding contact information. x Recurring Meetings – During the project kick-off, the team will determine the desired cadence for recurring status meetings, which may vary throughout the project based on the volume, intensity, or criticality of technical tasking. During the status meetings, NV5 will facilitate conversations related to progress against the scope, upcoming activity and dependencies, technical or logistical decisions, and review of risks and mitigation strategies. For each meeting, NV5 will prepare an agenda in advance of the review and provide succinct meeting minutes following the call. Status meetings are intended to focus on the parameters of execution among respective project leadership 266
Ontario, CA – Trimble Unity Maintain Implementation Services 4 teams and are typically distinct from technical and working meetings. As such, technical participation may vary throughout the course of the project, as necessary. x Tracking, Analysis, & Reporting – NV5 employs a suite of processes and tools to facilitate our project management approach and support ongoing tracking of scope, schedule, budget, and sentiment. These insights are regularly communicated and form the basis of the monthly status report.
x Acceptance & Closure – Throughout the duration of the project, the NV5 PM will facilitate ongoing discussions around acceptance criteria. This iterative approach ensures stakeholders remain aligned throughout the project lifecycle, enabling timely feedback, higher satisfaction, and minimizing surprises.

Leveraging our established project management structure and tools, NV5 will guide an equally robust and proven implementation pattern to design, develop, and deploy the proposed solution, as illustrated in the figure below.

Key Project Management Activities:
x Project Initiation
x Status Meetings and Reporting
x Tracking, Analysis & Reporting
x Quality, Change & Risk Management
x Acceptance & Closure

Deliverables:

Kick-Off Meeting with Agenda & Minutes
Project Coordination Guidance (Communications, Responsibilities)

Project Status Reporting
x Bi-Weekly (Every 14-Days) Status Meetings
x Monthly Status Report

Technical Approach
NV5 leverages a structured, repeatable technical methodology aligned with Unity Maintain implementation standards. This approach ensures that all system prerequisites, integrations, and configurations are completed efficiently and validated thoroughly. Each phase of the implementation builds upon the previous one, following a structured, sequential approach that guides the project from initial planning and readiness through design, configuration, testing, and final production release. This phased methodology ensures that technical dependencies, functional requirements, and integrations are addressed in a deliberate order, allowing each stage to be validated before progression. By advancing through clearly defined phases, NV5 ensures the upgraded and migrated system remains stable, thoroughly tested, and fully prepared for production deployment. The technical steps include:

x Planning & Readiness – Environment assessments, upgrade readiness validation, and Requirements Workshops
x Preliminary Cityworks Upgrade (On-Premises) – Upgrade to latest Cityworks version 267
Ontario, CA – Trimble Unity Maintain Implementation Services 5 x Respond Migration – Migration of searches, profiles, Storeroom (if used), and reports with internal testing
x GIS Services Externalization – Republish services to an externalized ArcGIS Portal and configure SSO
x Unity Maintain Migration – Coordination with Trimble OpsSRE, backup delivery, deployment validation, and mobile configuration. Functionality and integration testing and validation x Integration Validation & Configuration – Lower tier configuration updates for MyOntario and WindStorm integrations
x User Acceptance Testing (UAT) – Two test cycles with iterative revisions x Final Implementation – Final training and SaaS cutover coordinated with Trimble SRE team x Stabilization – Post implementation support period
Planning & Readiness
This initial phase lays the foundation for a successful migration by thoroughly evaluating system dependencies, technical prerequisites, user workflows, and GIS architecture. The NV5 upgrade/migration process begins with a structured planning effort to validate the current Cityworks and ArcGIS environments and ensure a seamless preliminary migration to Cityworks 23.x (currently 23.14), a required step that will precede the transition to Unity Maintain. This evaluation confirms compatibility/compliance across the application stack and helps to identify any gaps that must be addressed before continuing.

NV5 will facilitate a series of requirements gathering discussions designed to validate our understanding of the current Cityworks implementation, supporting environment, and related business system integrations. These conversations establish a shared understanding of business processes, configuration requirements, departmental workflows, and system dependencies—all of which inform a well-defined migration and transition plan.

The combination of technical evaluation and collaborative workshop sessions provides a clear roadmap for the migration, ensuring alignment on expectations, requirements, and future-state design. This structured readiness approach enables NV5 and the client to move into the upgrade and migration phases with confidence, clarity, and a validated execution plan.

Readiness Focus Areas
These readiness discussions allow NV5 to gather detailed business, technical, and operational/configuration requirements to shape the migration plan. x Service request, work order, and inspection workflows x Asset management needs and GIS dependencies
x Inboxes, queries, profiles, and reporting requirements x Department-specific operational processes
x Integrations
Upgrade Prerequisites
To support the upgrade and migration, the technical environment must meet the following minimum system requirements:
x ArcGIS Enterprise 11.4+ or ArcGIS Online
x Windows Server 2016+ (recommended: Windows Server 2022)* x SQL Server 2014+ (recommended: SQL Server 2019, ƶ32 GB RAM)* 268
Ontario, CA – Trimble Unity Maintain Implementation Services 6 x ASP.NET 9 and IIS 10.x*
o *Required to support Cityworks Upgrade Step, Not required for Unity Deliverables:

Upgrade Prerequisite Checklist
Workshop Documentation & Migration Plan
Preliminary Upgrade (On-Premises)
Upgrading the existing Cityworks 15.8.9 environment to Cityworks 23.14.1 is a critical prerequisite to ensure database, plugin, and component compatibility before the Unity Maintain migration. This upgrade ensures that all underlying system components align with the Unity Maintain technical requirements and that the platform can be cleanly migrated into the Trimble SaaS environment.

The upgrade process begins following the validation of prerequisite system configuration, including confirmation of supported ArcGIS, Windows Server, SQL Server, and IIS versions. NV5 will initiate the upgrade using standard Trimble tools and procedures. This includes executing the Database Manager to apply required schema updates, running the Data Migration Manager to migrate legacy structures to the Cityworks 23.x format, and upgrading all relevant plugins to ensure end-to-end compatibility. These steps modernize the application while preserving existing operational logic and configurations.

Following the technical upgrade, NV5 will conduct initial internal testing to validate system stability, plugin functionality, core workflows, and related components. After the NV5 internal validation is complete, the upgraded environment will be released to the City for functional testing. During this phase, designated City stakeholders can review workflows, identify revisions, and document necessary updates. NV5 will adjudicate the findings and take appropriate actions until the upgraded environment meets operational expectations.

This process is repeated across each applicable environmental tier, following the same structured upgrade, testing, and validation cycle to promote repeatability, reliability, and smooth progression toward the Unity Maintain migration.

As part of the upgrade to 23.14.1, Cityworks users will retain access to Cityworks Office (Companion), which offers all of the same functionality Office users have today, but without a direct link to Respond and Mobile. As such, NV5 does not anticipate significant impact to end users, beyond limited downtime during the coordinated window to facilitate the upgrade.

Deliverables:

Environmental Validation, Coordination, & Prep
Lower Tier Upgrade from Cityworks 15.8.9 to Cityworks 23.14.1 Production Tier Upgrade from Cityworks 15.8.9 to Cityworks 23.14.1 269
Ontario, CA – Trimble Unity Maintain Implementation Services 7

Respond Migration
After the preliminary upgrade of the Cityworks version is complete, the transition path shifts to a migration from Office and its associated components and functionality to Respond. This phase modernizes operational workflows, particularly those tied to the user experience, and aligns configuration and adoption to Cityworks standards in preparation for the transition into Unity Maintain.

During this phase, saved searches from the legacy Office environment identified during the workshops are migrated into queries, ensuring continuity of user-defined filters and operational logic. Inboxes marked for migration in the workshops are reconfigured into dashboards, providing a modern, consolidated view of actionable information. Style profiles are built to ensure consistent visual and functional behavior across the updated interface, while Crystal Reports are converted to Active Reports to align with the supported reporting framework in Cityworks 23.x and Unity Maintain.

Additionally, custom XML is migrated to the updated Style equivalent such that tailored configurations remain functional after the upgrade ( Note: no custom coding is included in this proposal for XML modifications that are not directly supported by Style profile changes ). Where the City uses mobile components, mobile inbox updates will be applied to support continued compatibility. Where applicable, Storeroom configurations and data structures are also migrated to align with the upgraded environment and support inventory-related workflows.

When all migrations and configuration updates are completed, NV5 performs comprehensive internal testing and validation of the upgraded Respond environment. This includes checking query behavior, dashboard performance, report rendering, and customized components to confirm readiness before the environment is released for client testing.

Deliverables:

Respond Migration
x Up to150 Saved Searches (Migrated to Queries)
x Up to 20 Inboxes (Migrated to Dashboards)
x Up to 5 Style Profiles Created (XML Conversion)
x Up to 40 Hours for Active Reports (Conversion from Crystal Reports) x Up to 130 Storerooms (10 Unique/120 Rolling)

GIS Services Externalization
Unity Maintain relies on GIS services published and hosted by the City to support the available and embedded geospatial functionality. To accommodate the transition to the SaaS-based Unity platform, the GIS services must therefore be externally accessible. Currently, the City has the GIS services feeding the Cityworks environment published to an Esri environment that is only accessible internally or when connected to VPN. NV5 Will work with the City to republish, secure, and validate the same ArcGIS services to the existing, externally exposed GIS environment so support the transition to Unity Maintain. An inventory of GIS services will be compiled during the requirements-gathering workshops, which will guide re- publication to the externalized ArcGIS Portal environment.

As part of this step, NV5 will also configure single sign-on (SSO) integration between Cityworks and the Esri identity provider for the City, enabling seamless authentication and preserving security policies and allowing users to access GIS resources without disruption. The Esri-based authentication configuration 270
Ontario, CA – Trimble Unity Maintain Implementation Services 8 supports the Unity Maintains SaaS architecture and enforces standardized user access patterns across platforms.

Following the services republication and SSO authentication configuration, NV5 will validate end-to-end connectivity between the upgraded Cityworks environment and the externalized GIS services. Permissions and sharing settings will be updated, as needed, to retain proper access levels, service visibility, and alignment with operational workflows. This validation step will confirm that the GIS foundation is both functional within the upgraded Cityworks deployment and ready for the Unity Maintain.

At this point, City users will be able to continue using Cityworks Office, which is referred to as Office Companion in the 23.x release but contains all of the same functionality and will not require user training or orientation.

Deliverables:

GIS Services Externalization
Single Sign-On Configuration (Collaboration with Client GIS/IT)

Unity Maintain Migration (Sandbox)
To initiate the transition to Unity Maintain, NV5 will collaborate closely with the Trimble OpsSRE (Site Reliability Engineering) team to establish and validate the Unity Maintain environments. Migration from Cityworks 23.x to Unity Maintain requires coordinated effort from the collective NV5 and Trimble team.

Trimble OpsSRE will ultimately be responsible for tasks within the Unity SaaS environment, including provisioning both the Sandbox and Production tiers, as well as uploading and deploying required system configuration elements.

As part of this coordination, NV5 will prepare and provide the necessary backup files, configuration packages, and user access information to OpsSRE for deployment into the designated Unity Maintain environments, starting with Sandbox (N ote: Trimble allows up to two requests to load data to the Sandbox tier as part of the migration process ). NV5 will work in lockstep with the OpsSRE group to coordinate and validate that all components are properly transferred according to the established migration plan.

When Trimble has completed deployment to the Sandbox tier, NV5 will perform a comprehensive validation of the Unity Maintain environment, to include reviewing configuration accuracy, confirming operational compatibility with migrated data and workflows, testing functional components/integrations, and verifying system behavior within the SaaS framework. NV5 will also configure the Unity Field Mobile application to enable field personnel to access and interact with Unity Maintain via mobile devices.

The approach to migrating to the Maintain SaaS environment is structured and well documented in a standard operating procedure (SOP) developed by Trimble. NV5 will facilitate the requisite coordination, validation, and configuration throughout the process in accordance with the Trimble guidelines to make the transition successful and position the City for effective adoption.

Deliverables:

Unity Maintain SaaS Deployment

Unity Field Mobile Configuration

271
Ontario, CA – Trimble Unity Maintain Implementation Services 9 Integration Validation & Configuration
System integrations support the flow of data into and out of Cityworks/Trimble to provide enhanced organizational insight and system functionality. The City has communicated two third-party solutions currently integrated with Cityworks, including MyOntario (311) and WindStorm. As part of the transition to Unity Maintain, NV5 will work with the City to examine the deployment of each integration with the assumption that the respective integration configurations can be updated without core code modifications.

The integrations will be updated to reference the SaaS-based Trimble APIs in contrast with the current on- premise Cityworks APIs, though the APIs themselves are fundamentally very similar.

To support this effort, NV5 will work with the City to either access lower tier environments for the third- party systems (MyOntario and WindStorm) or establish a method to test functionality without adversely affecting production users.

Deliverables:

Integration Validation/Configuration (Up to 40-Hours)

User Acceptance Testing
User Acceptance Testing (UAT) is intended to provide designated/power users with hands-on experience with the new interfaces (e.g., Respond, Field) to support validation of system functionality, identify refinements, and confirm readiness for production release. The UAT process begins with a preliminary training event facilitated by NV5, designed to orient and prepare power users for effective testing. This session introduces key Unity Maintain and Respond functionality, navigation, and configuration concepts, empowering testers to confidently evaluate the system.

Following the preliminary training, testers will be given access to the Unity Maintain Sandbox environment to support a comprehensive, scenario-based review of the upgraded and migrated configuration. Power users can explore real-world workflows, validate functionality, and assess usability across service requests, work orders, inspections, GIS interactions, integrations, and administrative components. This evaluation is the foundation of an iterative improvement cycle.

The testing period will be comprised of two (2) cycles, each spanning five (5) business days. Feedback collected/aggregated and reconciled by the City will be provided to NV5 after each cycle, though interim delivery may be accepted with mutual agreement. City feedback will be recorded within Jira, the NV5 issue tracking system, to provide structured tracking, transparency, and accountability. Each round of feedback is reviewed and categorized to identify appropriate actions based on the defined scope, with some items potentially tagged for future-phase consideration. NV5 will then iterate through configuration revisions, implementing changes aligned with the project scope.

Note: The proposed transition to Unity Maintain does not include any changes or functional enhancements to the existing configuration beyond those that may be required to sustain and persist current Cityworks capability. In the unlikely event that existing functionality or system behavior is not supported within Trimble Unity Maintain, NV5 is not responsible to recreating that functionality via customization or enhancement and instead will report the discrepancy to Trimble to consideration.

This iterative test–refine–validate cycle continues through the designated UAT cycles, after which the system configuration will be considered accepted and approved for production release. 272
Ontario, CA – Trimble Unity Maintain Implementation Services 10 Deliverables:

Virtual/Remote Preliminary Training (Up to 16-Hours)
Testing & Feedback Cycle (2-Cycles Spanning 5-Days Each) Final Configuration Acceptance

Final Implementation
The Final Implementation phase includes structured training, technical preparation, final account configuration, and go-live support to accommodate a smooth transition to production. Through this process, NV5 will also equip client staff with the skills needed for ongoing system administration.

As part of final readiness activities, NV5 will complete the required technical logistics related to deployment, including additional coordination with the Trimble OpsSRE team to finalize the Production tier SaaS environment and performing system cleanup tasks such as purging test records and accounts. The steps and incremental changes identified through the Sandbox environment will be reproduced according to established documentation and process to create a Production environment that is clean, stable, and aligned with the approved configuration.

Final training is delivered using a train-the-trainer model, supporting an agreed upon number of designated users (typically 10 to 15). The train-the-training approach establishes strong internal expertise, enabling the City to sustain long-term training efforts and efficiently onboard future staff. By empowering internal trainers, NV5 helps establish Unity Maintain institutional knowledge and skills that can remain durable, scalable, and embedded within the operational structure of the City.

Deliverables:

Onsite Final Training (5-Days)
Production Release & Go Live!

Stabilization (Post Implementation)
NV5 recognizes that system adjustments may be needed as your team transitions to Unity Maintain for daily operations. As such we have included a period of stabilization during which we will provide post- implementation support to address emerging needs and support the successful adoption with the new platform.

Deliverables:

Post Implementation Support (Up to 12-Hours within 15-Business Days of Production Release)

Schedule
During project initiation activities, NV5 will coordinate the schedule for transition to accommodate City objectives, staff availabilities/constraints, and inter-dependence with other projects (e.g., Utility Network 273
Ontario, CA – Trimble Unity Maintain Implementation Services 11 Implementation). Until then, this proposal includes an estimated period of performance of up to six (6) months. Minor deviations will be considered with mutual agreement, however, a significant extension may require a change order to support ongoing coordination and facilitation.

274
Ontario, CA – Trimble Unity Maintain Implementation Services 12 Assumptions
Successful implementation of Unity Maintain relies on strong partnership between NV5 and your organization. The following assumptions outline how we work together effectively to achieve your objectives and maximize the value of your investment:

General
x All work will be performed remotely, unless explicitly stated otherwise. x The City will provide remote access (VPN or similar solutions with comparable security and performance), if necessary to complete the proposed tasking. x All licensing will be procured and provided by the City, including Esri, Unity Maintain, and any other third-party platform(s).
x The City will have a functional and compatible GIS environment (ArcGIS Enterprise or ArcGIS Online) capable of publishing the requisite GIS data via services. x Software versions associated with the implementation, including Esri and any source/dependent system, will not be altered or upgraded during the implementation period without mutual agreement from NV5.
x Defects, bugs, or issues identified within the project and attributed to third-party software are beyond the proposed scope given that NV5 is unable to alter the corresponding source code. The defect will be reported to the respective vendor.
x Functional or behavioral differences between the current Cityworks deployment and Unity Maintain will be reported to Trimble, but will not be considered within scope for NV5 to resolve. x Functional requirements that emerge or evolve during the project (items not explicitly referenced in the requirements documentation or scope) may require a change order or may be noted for development in a subsequent phase or project.
x NV5 will not be responsible for configurations changes to alter, enhance, or extend current functionality as part of the transition to Unity Maintain. x NV5 will not be responsible for cartographic, behavioral, or content changes within the GIS services consumed by Cityworks/Unity Maintain.
x The capacity of the City staff to independently administer, configure, or extend Unity Maintain is partially dependent on technical skill and aptitude of participating staff.

Onsite Activities
x Appropriate facilities will be available with a projector, workstations, internet/WiFi access, whiteboard (or similar brainstorming tools), and adequate space for workshops and training. x The City will coordinate the schedules of key stakeholders and designated participants in any onsite activity, including workshops and training events.

System Integrations
x The City has only two (2) system integrations, including MyOntario and WindStorm. x The integrations can be transitioned to Unity Maintain with configuration changes only and NV5 will not be responsible to core code revisions as part of the proposed scope of services.

275
Ontario, CA – Trimble Unity Maintain Implementation Services 1 Price Proposal

NV5 is pleased to submit a proposal for the implementation of Trimble Unity Maintain for the City of Ontario. The scope described above is offered to the City as a Fixed Price (FP) contract.

TASK PRICE
Trimble Unity Maintain Implementation
x Readiness Planning
x Preliminary Cityworks Upgrade (On-Premise 15.8.9 to 23.14) x Respond Migration
x Saved Search Migration to Queries (Up to 150)
x Inbox Migration to Dashboards (Up to 20)
x Style Profiles Creation (Up to 5 Profiles)
x Crystal Reports Conversion to Active Reports (Up to 40-Hours) x Storeroom Migration (Up to 130)
x GIS Services Externalization & SSO Configuration
x Unity Maintain Sandbox Deployment & Configuration
x Integration Validation & Configuration (Up to 40-Hours) x Preliminary Training (Up to 16-Hours Remote)
x Final Training (5-Days Onsite)
x Stabilization /Post Implementation Support (Up to 12-Hours within 15-Business Days) $ 196,750
Total $ 196,750

OPTIONAL ADDITIONAL TRAINING (Fixed Price) PRICE
5-Days Onsite Training
x Curriculum Updates/Finalization
x Logistics & Coordination
x Onsite Training (5-Days; 2 NV5 Staff Members)

Note: NV5 recommends 2-staff members onsite for training to support any volume of staff, including one person and instruct/demonstrate and another to roam the training room to support individuals. We can discuss the impact on the training experience with a 1-staff member option at a correspondingly reduced price. Weekly price is valid only as part of the proposed Trimble Unity Maintain Migration project. $ 34,500/wk
Weekly Training Rate $ 34,500/wk

OPTIONAL PREMIUM SUPPORT (Time & Materials) PRICE
Trimble Unity Maintain Configuration Optimization
x NV5 Premium Support allows the City continued access to the NV5 Trimble implementation experts to update, modify, enhance, or otherwise help to optimize the existing configuration to improve user experience and functional adoption.
x NV5 suggests a baseline consideration for Premium Services of $25,000 (roughly equivalent to 100 hours +/-).
x Premium Support Services are valid for up to 6-months from the release of Trimble Unity Maintain into production by NV5.
x Premium Support is offered as Time & Materials task leveraging the hourly rates established in the mutually executed MSA on February 7, 2023.
$ 25,000
Total $ 25,000

276
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 1 of 24

1. The Agreement. This Agreement between the parties, which shall describe and govern Client’s engagement of Consultant to provide services (referred to herein as “Services”) identified in the Proposal, consists of the Proposal, these General Terms and Conditions, Consultant’s pricing, and any exhibits or attachments referenced in any of these documents. Together these elements constitute the entire agreement between the parties, superseding any and all prior negotiations, correspondence, or agreements, either written or oral, with respect to the subject matter of this engagement.

2. Standard of Care. The parties will consult and cooperate to coordinate Services with the activities of Client employees and other representatives. The Services shall be performed in a manner consistent with the level of care and skill ordinarily exercised by members of Consultant’s profession currently practicing under similar conditions and in the same locality as the Project. Consultant shall not be responsible for the use or interpretation of such information by non-parties to this Agreement. Consultant shall not be held liable for problems that may occur if Consultant’s recommendations are not followed.

In performance of Services and this Agreement, Consultant will comply in general accordance with applicable laws, ordinances, rules, regulations, orders, licenses, permits, and other governmental requirements (including, but not limited to, such requirements imposed on Client with respect to Services).

3. Schedule. Consultant will use best efforts to perform Services in accordance with agreed upon schedule. Consultant is not responsible for delays as a result of acts of God, earthquake, fire, explosion, flood, the elements; strikes, lockouts, boycotts, picketing, labor disturbances or differences with workers; acts of the public enemy, war, rebellion, riots, acts of the government (federal, state, or municipal); shelter in place, quarantines, work restrictions or related government orders or mandates arising from or in connection with pandemics including COVID-19 (coronavirus), weather conditions adversely affecting aerial acquisition, flight clearances for access to air and space, aviation security restrictions, equipment failures or interruptions in communications systems; or any cause whatsoever beyond the control of the party in default. When such delays beyond Consultant’s reasonable control occur, Client agrees Consultant shall not be responsible for damages nor shall Consultant be deemed to be in default of this Agreement. Further, when such delays occur, Client agrees that, to the extent such delays cause Consultant to perform extra services, such services shall be paid for by Client as extra services in accordance with paragraph.

4. Changes. Client may make changes in Services within the general scope of this Agreement (including, but not limited to, additions to or deletions from Services, suspension of performance, and 277
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 2 of 24

changes in schedule) by giving Consultant written notice of the same. If a change causes an increase or decrease in the time or costs required to perform Services according to this Agreement, the schedule and compensation for such Services will be equitably adjusted to reflect such increase or decrease, and the Agreement will be amended in writing accordingly.

5. Additional Services. Client agrees that if Client requests services not specified in the scope of services described in this Agreement, Client will pay for all such additional services as extra services, in accordance with Consultant’s billing rates utilized for this Agreement, or as identified via an amendment to the original Agreement.

6. Billing and Payment. Consultant will issue progress invoices, including applicable taxes, thereafter to Client as work is performed, but no more frequently than weekly. Undisputed progress invoices are payable by Client thirty (30) days after receipt of the invoice. Where the method of contract payment is based on a time-and-materials basis, the minimum time segment for the charging of work is one half hour. Salary increases will become effective immediately upon Consultant’s authorization and will be reflected in the next invoice submitted to Client. All payments will be made in United States Dollars.

If Client objects to all or any portion of any invoice, Client will so notify Consultant in writing within ten (10) calendar days of the invoice date, identify the cause of disagreement, and immediately pay that portion of the invoice not in dispute. In the absence of written notification described above, the balance as stated on the invoice shall be deemed accepted. Invoices are delinquent if payment has not been received when due as set forth in this Section. In such an event, Client shall pay an additional charge of one and one-half (1.5) percent per month (or the maximum percentage allowed by law, whichever is lower) on any delinquent amount. Payment thereafter will first be applied to accrued interest and then to the principal unpaid amount. Consultant shall also be entitled to recover for all costs and expenses incurred (including any attorney’s fees) in connection with collection of any delinquent amount. Consultant reserves the right to withhold all reports or deliverables and suspend any and all services, including but not limited to a stop work order on the project, unless and until payment is made by Client in accordance with this Agreement.

278
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 3 of 24

Should Consultant be subpoenaed or called upon to testify for or on behalf of the Client or for consulting services on matters arising out of or related to the Work, Client shall compensate Consultant for its time at a rate of two times (2x) the Consultant’s standard billing rates.

7. Site Access and Conditions. Client will provide Consultant access to the Project site for all equipment and personnel necessary for the performance of the Services. As required to effectuate such access, Client will notify all owners, lessees, contractors, subcontractors, and other possessors of the Project site that Consultant must be allowed free access to the site. While Consultant agrees to take reasonable precautions to minimize damage to the site, Client understands that, in the normal course of performing the Services, some damage may occur, and further understands that Consultant is not responsible for the correction of any such damage unless so specified in the Proposal.

Client agrees that in accordance with generally accepted construction practices, the construction contractor and construction subcontractors will be required to assume sole and complete responsibility for job site conditions during the course of construction of the project, including safety of all persons and property, and that this requirement shall apply continuously and not be limited to normal working hours. Neither the professional activities of Consultant nor the presence of Consultant or his or her employees or subconsultants at a construction site shall relieve the contractor and its subcontractors of their obligations, duties and responsibilities including, but not limited to, construction means, methods, sequence, techniques or procedures necessary for performing, superintending or coordinating all portions of the work of construction in accordance with the contract documents and applicable health or safety requirements of any regulatory agency or of state law.

8. Reports. If requested by Client and agreed to by Consultant, Consultant will prepare and submit to Client a written report describing Services performed during the prior month and Services planned for the current month.

9. Confidential Information. Information acquired by Consultant in connection with Services (from Client or a third party or developed by Consultant) and not generally available to the public will constitute confidential information of Client (Confidential Information). “Confidential Information” shall include any 279
General Terms and Conditions
General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 4 of 24 and all oral, written or electronically transmitted information of a proprietary nature which is either owned by the Parties, or owned by any affiliate of th e Parties and licensed to the other Party, including, but not limited to, any information relating to services or products that is not generally available to the public, including without limitation, identification of customers; business methods, strategies and practices; internal operations; pricing and billing; financial data; costs; personnel information; customer and supplier contacts and needs; sales lists; technology; software; computer programs; computer systems; inventions; patents-pending; product develo pment; trade secrets of any kind; any information designated as confidential by either Party or that Party’s clients; and all oral, written or electronically transmitted information learned by the receiving Party from the disclosing Party’s employees, agents, or through inspection of the other Parties’ property, that relate to the categories of information listed above.

Confidential Information shall not include information that (i) is now or subsequently becomes generally available to the public through no fault or breach of this Agreement on the part of the receiving Party; (ii) the receiving Party can demonstrate to have had rightfully in its possession prior to disclosure by the other Party; (iii) is independently developed by either Party without the use of any Confidential Information; or (d) the receiving Party rightfully obtains from a third party who has the right to transfer or disclose it without a duty of confidentiality and/or nondisclosure.

Consultant will use and disclose Confidential Information only as reasonably required for performance of Services in accordance with this Agreement or as otherwise authorized in writing by Client. Consultant will not publish Confidential Information without prior written consent of Client. Without limitation of the foregoing, Consultant will not divert or misappropriate Confidential Information for Consultant benefit or the benefit of a third party. Consultant will take appropriate steps to protect Confidential Information from unauthorized use or disclosure.

10. Intellectual Property and Ownership of Documents. Intellectual Property Rights" means all (a) patents, patent disclosures and inventions (whether patentable or not), (b) trademarks, service marks, trade dress, trade names, logos, corporate names and domain names, together with all of the goodwill associated therewith, (c) copyrights and copyrightable works (including computer programs) and rights in data and databases, (d) trade secrets, know-how and other confidential information, and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection in any part of the world. "Pre-Existing Intellectual Property" means all Intellectual Property, provided by or used by in connection with performing the Services, in each case developed or acquired prior to the commencement or independently of this Agreement.

Each party will retain all right, title, and interest in and to its own Pre-Existing Intellectual Property, and derivatives thereof, irrespective of any disclosure of such Pre-Existing Intellectual Property to the other 280
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 5 of 24

party, or use in the performance of this Agreement. All documents prepared by the Consultant pursuant to this Agreement, including but not limited to reports, field data, field notes, laboratory test data, calculations, and estimates are instruments of service in respect to the subject project. As such, the originals of all such documents shall be retained by and remain the property of the Consultant. The Client shall be entitled to copies of all such documents produced by the Consultant under this Agreement.

11. Limitations of Work Product . It is understood and the parties agree that the Client shall not use or reuse said documents or information contained therein for additions or modifications to the subject project, for other projects, or for completion of this project by another consultant, except by prior written agreement between the parties hereto and with appropriate compensation to the Consultant for such use or reuse. Any such use or reuse by the Client shall be at the Client’s sole risk and without liability or legal exposure to the Consultant. Further, the Client shall defend, indemnify and hold harmless the Consultant, its officers, associates, servants, employees, consultants and agents, from and against any and all claims, demands, damages, losses or expenses of whatever kind or nature, including attorney's fees, arising out of/or claimed to arise out of any such unauthorized use or reuse of said documents or information.

12. Risk Allocation and Limitations of Liability. No employee or agent of Consultant shall have individual liability to Client. To the fullest extent permitted by law, and not withstanding any other provision of this Agreement, the total liability, in the aggregate, of the Consultant, and its officers, directors, partners, employees, agents and sub-consultants, and any of them, to the Client and anyone claiming by, through or under the Client, for any and all claims, losses, costs or damages of any nature whatsoever arising out of, resulting from or in any way related to the Project or the agreement from any cause or causes, including but not limited to the negligence, professional errors or omissions, strict liability, breach of contract or warranty, express or implied, of the Consultant, and its officers, directors, employees, agents or sub-consultants, or any of them, shall not exceed the total compensation received by the Consultant, for Services provided under this Agreement or $50,000 whichever is greater. If Client desires a limit of liability greater than that provided above, Client and Consultant shall mutually agree in writing as to the amount of such limit and the additional compensation to be paid to Consultant for assumption of such additional risk. IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL CONSULTANT

BE LIABLE TO CLIENT FOR LIQUIDATED, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES.

281
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 6 of 24

13. Liability for Others . Consultant shall not be responsible for the acts or omissions of the Client, Client’s other consultants, contractor, subcontractor, other third parties or their respective agents, employees, assigns, successors, or other persons performing any of the work. Consultant shall promptly notify Client if Consultant becomes aware of any inconsistencies in the services or information provided by other parties.

14. Indemnification by Client. Client agrees to indemnify and save harmless Consultant and any affiliation thereof, its officers, agents and employees from and against any and all claims and liability, loss, expenses, suits, damages, judgments, demands, and costs (including reasonable legal fees and expenses) arising out of: (i) the acts or omissions of Client, its em ployees, agents or its subcontractors; (ii) injury or death to persons, or loss of or damage to property, or fines which may result by reason of buying, selling, distribution, or use of any goods or services provided under this Agreement except to the extent that such damage is due solely and directly to the negligence of Consultant; (iii) false claims submitted by Client under this Agreement or as a result of a Client misrepresentation of fact, or fraud by Client.

15. Termination . This Agreement may be terminated without cause by either party upon thirty (30) days written notice, and at any time by either party if the other party defaults in the performance of any material provision of this Agreement and such default continues for a period of seven (7) days after written notice thereof. In the event of termination, Consultant will be paid for services performed through the date of termination, plus reasonable termination expenses, including the cost of completing analyses, demobilization, records and reports necessary to document job status at the time of termination.

16. Relationship of Parties. Consultant is an independent contractor, not an employee or agent of Client. Without limitation of the foregoing, Consultant will (a) not enter into any contract, agreement, or other commitment, or incur any obligation or liability, in the name or otherwise on behalf of Client; (b) not be entitled to any worker compensation, pension, retirement, insurance, or other benefits afforded to employees of Client; (c) provide for federal income tax and other withholding related to Consultant compensation; (d) pay social security, unemployment, and other employer taxes related to Consultant employment, employees, or compensation; (e) provide worker compensation and other insurance related to Consultant employment or employees; and (f) perform all reporting, recordkeeping, administrative, and similar functions related to Consultant employment, employees, or compensation.

282
General Terms and Conditions

General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 7 of 24

17. Dispute Resolution . The Client shall make no claim for professional negligence, either directly or by way of a cross complaint against the Consultant, unless the Client has first provided the Consultant with a written certification executed by an independent consultant currently practicing in the same discipline as the Consultant and licensed in the State where the Project is located. This certification shall:
(a) contain the name and license number of the certifier; (b) specify the acts or omissions that the certifier contends are not in conformance with the standard of care for a consultant performing professional services under similar circumstances; and (c) state in detail the basis for the certifier’s opinion that such acts or omissions do not conform to the standard of care. All claims, disputes, controversies or matters in question arising out of, or relating to, this Agreement or any breach thereof, including but not limited to disputes arising out of alleged breaches of contract, errors, omissions, or acts of professional negligence, (collectively “Disputes”) shall be submitted to mediation before and as a condition precedent to pursuing any other remedy. Upon written request by either party to this Agreement for mediation of any dispute, Client and Consultant shall select a neutral mediator by mutual agreement. Such selection shall be made within ten (10) calendar days of the date of receipt by the other party of the written request for mediation.

In the event of failure to reach such agreement or in any instance when the selected mediator is unable or unwilling to serve and a replacement mediator cannot be agreed upon by Client and Consultant within ten (10) calendar days, a mediator shall be chosen as specified in the Mediation Rules of the American Arbitration Association then in effect, or any other appropriate rules upon which the parties may agree.

Any cause of action brought against Consultant shall be brought within one year of the work or Services performed under this Agreement. In an action, suit, or other legal proceeding to enforce a right or remedy under this Agreement, the prevailing party will be entitled to recover its costs and expenses (including, without limitation, expert witness and attorney fees) reasonably incurred in connection with such action, suit, or other proceeding or any appeal thereof. Each party waives its right to a jury trial in any court action arising between the parties, whether under this Agreement or otherwise related to the work being performed under this Agreement.

18. Assigns. Client may not assign this Agreement or any right or obligation hereunder without the prior written consent of Consultant, which shall no t be unreasonably withheld or delayed; provided, however, that no consent shall be necessary in the event of an assignment to a successor entity resulting from a merger, acquisition or consolidation by either party or an assignment to an Affiliate of either party if such successor or Affiliate assumes all obligations under this Agreement.

283
General Terms and Conditions
General Terms & Conditions NV5 Geospatial rev 3.26.2025 Page 8 of 24

19. Waiver of Jury Trial. Each party waives its right to a jury trial in any court action arising between the parties, whether under this Agreement or otherwise related to the work being performed under this Agreement.

20. Governing Law and Survival. This agreement will be governed by and construed in accordance with the laws of the state of Florida, without giving effect to the principles of conflict of laws thereof. Each party also hereby irrevocably submits to the exclusive jurisdiction of the courts of Broward County, Florida in any proceeding arising out of or relating to this agreement, and to the federal district courts located therein.

21. Severability. If any of the provisions contained in this Agreement are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired. Limitations of liability, indemnification, and non-solicitation & hiring of employees shall survive the termination of this Agreement for any reason. The failure of a party hereto at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same. No waiver by a party of any condition or of any breach of any term contained in this Agreement shall be effective unless in writing and signed by the waiving party, and no waiver in any one or more instances shall be deemed to be a continuing waiver of any such condition or breach in other instance or a waiver of any other condition or breach of any other term.

22. Enforceability. This Agreement shall be interpreted by the parties in a manner that ensures this Agreement’s general accordance with applicable local, state, federal, or foreign laws. The parties affirm that this Agreement is a collaborative effort between Client and Consultant, with no single party considered the drafter of this Agreement or having the drafting of this document construed against them.

23. Entire Agreement. To the extent allowed by law, any agreement that is part of the scope of Consultant’s Services and incorporated by reference into this Agreement shall be subordinated to the terms and conditions of this Agreement where they conflict. This Agreement shall be interpreted as though prepared by all parties and shall not be construed unfavorably against either party. 284
10033 MLK Street N, Suite 200
Saint Petersburg, FL 33716
Phone: 877.294.6434
ArcGIS Utility Network Implementation (Water, Recycled, & Wastewater) December 19, 2025
Prepared For:

City of Ontario, CA
Choon Vu Lam
IT Applications Manager
([KLELWW%
285
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 1 12/19/2025
Choon Vu Lam
IT Applications Manager
City of Ontario
303 East B Street
Ontario, California 91764
Dear Choon,
NV5 Geospatial, Inc (NV5) is pleased to submit our proposal for ArcGIS Utility Network Implementation services for the water, recycled, and wastewater systems at the City. The proposed services build upon the readiness assessments performed separately with the City and includes options for data cleanup (in cooperation with Esri India) and cloud hosted UN infrastructure.

Why Select the NV5 Team?
x Familiarity with your system: Through our partnership with the City to date, NV5 has become deeply familiar with your system and supporting infrastructu re and processes. We have collectively initiated the journey toward the ArcGIS UN through a readiness assessment for the water system. The City is now ready to take the next steps to complete the UN implementation and the NV5 team will be there every step of the way during this process working to make this a 100% successful project! x Award winning Esri experience in Water Utilities: NV5 is an Esri Platinum Partner, currently serving over 40 water utility and local public works departments with ArcGIS UN migrations and related system configurations and integrations. In 2023, NV5 received the Esri IMGIS Utility Network Implementation Award. We look forward to bringing the same award-winning excellence to the proposed project with the City of Ontario.
x Proven Methodology and Confidence for Success: NV5 is the only firm with active participation on both the Esri Chief Technology Officer and Partner Advisory Councils and has worked closely with Esri to immerse into and influence the UN and we have extended that partnership to bring that same synergy into client engagements. NV5 is also a Platinum Cityworks partner and is the only firm in the world that is a Platinum partner with both Esri and Citywork s. We have a demonstrated and proven methodology to successfully plan and implement the UN for large Water Utilities and organizations and an experienced staff dedicated solely to this practice.

Please contact me if you would like additional information. We look forward to your favorable review of our proposal and to working together for the successful accomplishment of this project.

Sincerely,
Sean Savage | Account Executive | NV5
p: 247.675.5045 | e: [email protected]
286
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 2 Project Background
The Esri Geometric Network has successfully supported the functional and business requirements of local governments and utilities for several decades, but the lifecycle of that model has reached an end point. In 2018, Esri introduced the Utility Network (UN) as the successor and slated the retirement of the Geometric Network to be Spring of 2026. With the endpoint looming, organizations across the country are staring at a significant technology paradigm shift.

Fortunately, the City of Ontario has already initiated the process by contracting NV5 to perform a UN readiness assessment for the water system, which outlined an implementation roadmap. To continue that process, and extend our partnership, the City is ready to have NV5 conduct a similar readiness assessment for the wastewater and recycled systems that will inform a data cleanup effort (supported in collaboration with Esri India) after which we will provide full UN implementation services as outlined below.

Based on our established expertise with the Utility Network and our immersive partnership with the City to support the GIS program, NV5 is uniquely qualified to lead this effort and we look forward to the privilege of facilitating the transition for the City.

Proposed Solution
NV5 proposes to deliver a fully transitioned UN for the water, wastewater, and recycled systems to City infrastructure (optionally hosted in the cloud, per the scope below). Our services include configuring and validating the core components of the UN framework and enabling workflows that reflect City business processes. Our goal is to ensure the environment and network are not only functional but optimized for City use cases, setting the stage for a seamless organizational transition.

Project Management Approach
NV5 has an established approach to project management and delivery that has proven adaptable to diverse technical engagements, including the implementation of the UN. Our strategy leverages an agile mindset to allow for flexibility and real-time feedback. We utilize a supportive project management office (PMO) to create a standardized project management experience by providing project managers with appropriate templates, training, and fluency with industry best practices. This approach has proven successful across the diverse NV5 portfolio of services. Project management occurs continuously from contract award through project closeout and centers on the coordination, communication, collaboration, facilitation, analysis, and reporting of all project work.
x Project Initiation – The initiation process begins immediat ely upon award and continues through to the kick-off meetings (internal and client) through which we make sure the entire team is introduced to the scope and is collaboratively wo rking toward a shared vision of success. During project initiation, the team will establish a schedule that considers the collective team goals, availability, and constraints, which will become the baseline for subsequent management and reporting. Likewise, we will establish a communications plan to confirm the collective team understands who should be
addressed and copied on correspondence of various types, along with an aggregated compilation of corresponding contact information.
x Recurring Meetings – During the project kick-off, the team will determine the desired cadence for recurring status meetings, which may vary throughout the project based on the volume, intensity, 287
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 3 or criticality of technical tasking. During the status meetings, NV5 will facilitate conversations related to progress against the scope, upcoming activity and dependencies, technical or logistical decisions, and review of risks and mitigation strategies. For each meeting, NV5 will prepare an agenda in advance of the review and provide succinct meeting minutes following the call. Status meetings are intended to focus on the parameters of execution among respective project leadership teams and are typically distinct from technical and working meetings. As such, technical participation may vary throughout the course of the project, as necessary. x Tracking, Analysis, & Reporting – NV5 employs a suite of processes and tools to facilitate our project management approach and support ongoing tracking of scope, schedule, budget, and sentiment. These insights are regularly communicated and form the basis of the monthly status report.
x Acceptance & Closure – Throughout the duration of the project, the NV5 PM will facilitate ongoing discussions around acceptance criteria. This iterative approach ensures stakeholders remain aligned throughout the project lifecycle, enabling timely feedback, higher satisfaction, and minimizing surprises.

Leveraging our established project management structure and tools, NV5 will guide an equally robust and proven implementation pattern to design, develop, and deploy the proposed solution, as illustrated below in Figure 1.

Figure 1. NV5 UN Implementation Pattern
Key Activities Deliverables
x Kick-Off Meeting
x Recurring Status Meetings
x Technical Meetings
x Task & Issue Tracking (Jira)
x Project Acceptance & Closeout
x Meeting/Workshop Agendas & Presentations
x Monthly Project Status Reports
Client Dependencies
x Schedule Coordination & Meeting Participation
x Deliverable Review
288
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 4 Technical Approach – Development and Configuration
As a technology paradigm shift, UN implementation resembles the execution patterns of many enterprise systems. The process illustrated in Figure 2 is highly repeatable and successful (Note: Not all tasks occur in strict sequential order).

UN Readiness Assessment
During a Data Readiness Assessment, NV5 leverages Esri suite of tools in ArcGIS Pro to assess the current state of source data, including geometry and attribution. A summary report describes data conditions and prioritizes errors that must be addressed before UN implementation, while an output geodatabase provides locations of the specific errors.

NV5 UN implementation expert(s) also facilitate a technical requirements discovery based on the conversations with City stakeholders, though this exercise will be truncated given that the prior assessment for water included this scope. This discovery will more narrowly focus on new insights, If any, related to system architecture, GIS applications, external bu siness system dependencies, and corresponding. The team will consider these reviews in determining the suitability of ArcGIS Utility Networks and as inputs to the high-level Implementation Roadmap. More importantly, we will work to understand the unique business needs and objectives driving desired outcomes related to the recycled and sewer systems. The team will consider these business needs alongside enterprise deployment and adoption patterns as we prepare a high-level Implementation Road Map with start-to-finish recommendations regarding data conversion, environment, as well as potential process improvements (as appropriate).

Key Activities Deliverables
x Data evaluation (wastewater, recycled)
x Technical requirements discovery (remote)
x Implementation plan refinement
x Data assessment
x File geodatabase of all error locations
x Final implementation roadmap
Client Dependencies
x Review and approve implementation roadmap
Data Cleanup
As referenced above, one of the key outcomes from the Readiness Assessment is identifying data errors that can have an adverse effect on the configuration and function of the UN. To help mitigate the impact, Figure 2. Technical Implementation Tasks
289
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 5 NV5 proposes to leverage Esri India to perform the data cleanup against the errors/issues identified in the Readiness Assessment to leverage the economy of offshore support.

Given that, at the time of this proposal, we have not yet completed the Readiness Assessment for two systems (wastewater, recycled water), the estimated effort and associated cost is based on the volume of errors identified in the Readiness Assessment that has been completed for water. The approach and estimate are derived from the volume of errors identified in the water system, assuming wastewater has a similar volume and recycled has approximately half as many errors. Given the uncertainty underlying this effort, NV5 proposes this task as Time & Materials.

Depending on the option preferred by the City, either Esri India or NV5 will lead the data cleanup effort, which will include editing the existing network data only and will generally exclude new data creation (geometry and attribute) and anything that requires research/reference to external data sources (e.g., as builts). Ideally, data cleanup will occur directly against the source data within the established enterprise geodatabase to mitigate potential issues related to data reconciliation or end user disruption. As necessary/appropriate, additional data cleanup may occur in the target geodatabase within the UN schema.

NV5 will perform a tier of QA/QC leveraging the Data Reviewer configuration established within the Readiness Assessment supplemented by limited visual spot checking of a subset of the network.

Key Activities Deliverables
x Data cleanup (Esri India)
x Data review/quality control
x Clean network data
Client Dependencies
x System/data access for NV5/Esri India
UN Data Design
NV5 will prepare an initial mapping of source data into the ArcGIS Utility Network Foundation as a base data model. Using an incremental process, data conversion crosswalks will include all feature classes, attributes, and domain values to identify gaps and opportunities to extend missing asset types or desired attribution. These initial mappings aid our UN implementation expert(s) in facilitating Data Modeling Design workshops with project stakeholders to review and discuss the model crosswalks to finalize the data schema design. As part of this process, we will also discuss the management of unique IDs and the use of attribute rules.

In our experience, the Data Design exercise is optimally facilitated through an immersive style of engagement, which is often onsite, but can be achieved remotely by coordinating sessions and schedules in tight proximity (in contrast to stretching meetings over many days/weeks). The immersive approach retains an intellectual momentum supportive of more dedicated and focused discussions.

Key Activities Deliverables
x Schema Crosswalks
x Modeling Workshop (2½-Days, Onsite)
x Design Review with the City
x Design Document
Client Dependencies
290
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 6 x Design Review & Acceptance
Initial UN Configuration & Data Conversion
The initial configuration and data conversion task centers on building the file-based geodatabase, translating the existing data crosswalks into functio nal ETL (extract, transform, load) processes, and performing the initial iteration of the ETL to produce the first intermediate data conversion. Figure 3 illustrates the core data conversion process.

NV5 will build a UN asset package with the designated schema, configuration, and data structure. The asset package includes the asset groups, asset types, attributes, and domain values, along with network management rules to create a functioning UN within a file geodatabase (FGDB). NV5 will develop ETL workbenches with FME/ArcGIS Data Interoperability to complete data conversion and identify errors (Build Error Summary). Finally, a small area (e.g., 3-5 neighborhoods) will be designated to support testing subnetwork connectivity and trace functionality to isolate potential schema or documentation revisions.

UN Configuration Work Packages
The overarching NV5 delivery strategy will be organized (internally) in sprints. Our primary configuration of the UN will be executed in a series of work packages, with respective functional delivery and testing in each.

The specific distribution of tasking within each sprint will be collaboratively determined based on technical dependency and mutually agreed-upon durations.

Figure 3. Data Conversion Process
291
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 7 Testing Approach and Knowledge Transfer
NV5 will develop a test plan aligning with sprints. As we implement the UN, we will build the test plan to contain the functional components that were built in that sprint. We will test internally, then provide the UAT to the City team to execute and to ensure the functionality behaves as expected. NV5 will gather and address feedback and observations, at the conclusion of each testing period. The UAT will be updated throughout the development process to align with the functionality being delivered. Using this iterative testing approach will ensure delivery of a quality UN solution.

We recognize transitioning to the UN is a big step, so to ensure successful adoption of UN, NV5 will provide guidance and support for end users focused on workflows specific to the ArcGIS Enterprise deployment.

This knowledge transfer support will target Enterprise workflows such as versioned multiuser editing, reconciling and posting, QA/QC processes, subnetworks, and tracing. Additionally, NV5 will provide knowledge transfer and a supporting Administrative Best Practices document to administrators to include tasks related to system management, including publishing services, configuring Portal groups, adjusting rules, facilitating user permissions, and database administration.

Database Design, Data Conversion, Network Management Rules, Environment First among the work packages will be to finalize the database design for the water recycled, and sewer systems, provide an initial data conversion, and validate the environmental preparation and readiness.

NV5 will continue to build upon the respective UN asset packages, refining the work previously performed by extending the water (also applicable for recycled) and wastewater foundations. The configurations will include the base asset groups, asset types, and network management rules included in the agreed- upon Esri Network Management Release and corresponding software versions.

Revisions, Symbology, Editing Templates, Attribute Rules After reviewing and addressing any revisions deemed necessary from the previous configuration, NV5 will establish initial symbology in the published feature service and editing maps using the Esri solution templates as a base. Per recommended best practices, this will consist of a colorized map for editing in ArcGIS Pro and a simple black-and-white styled map service published to support editing workflows. Any colorized feature services for read-only maps rely on different techniques that are beyond the scope of this proposal.

If needed, NV5 can provide editing templates (feature, group, preset) in the ArcGIS Pro project. These templates assist editors with streamlined workflows to simplify complex edits. In some cases, establishing editing templates can reduce the need for attribute rules, for which NV5 has provided additional configuration time to revise existing attribute rules from the foundational model. Introducing additional attribute rules beyond the foundational ones, including those for new processes, such as validation and QA/QC, is beyond the scope of this base proposal but may be optionally provided in a separate agreement.

All development work in this work package will be performed in a file geodatabase.

Revisions, Subnetworks, Tracing
NV5 will introduce functionality for subnetworks and tracing while also addressing revisions from previous configuration activities. For each UN, NV5 will build out two subnetwork definitions, including the system tier for each and the pressure tier and sewer management tiers for the water, recycled, and sewer systems, respectively. NV5 will designate appropriate subnetwork controllers for a 2-3 neighborhood test area within each tier to confirm proper functionality.
292
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 8 In addition, NV5 will confirm that the trace definitions included with the foundational base models are extended with any asset types added during the desi gn. This shall include isolation trace for the water system and upstream/downstream traces for the sewer systems.

All development work in this work package will be performed in a file geodatabase.

Revisions & Development Deployment
To conclude the configuration process, NV5 will focus on addressing revisions identified during each of the prior work packages to finalize the UN configurations in preparation for deployment .

Following acceptance of the FGDB UN, NV5 will prepare a Deployment Plan to outline the required activities and technical information associated with deploying the UN geodatabase into the lower-tier (e.g., development) environment. We will then deploy the FGDB UN into the target ArcGIS Enterprise host environment and apply the configuration elements required to establish a functional Enterprise UN. The team will update the ArcGIS Pro project to reference the new deployment environment, publish foundational UN services, confirm proper function, and configure a script for Database Administration Tasks (e.g., validate default version and update subnetworks). NV5 will then facilitate a last round of data conversion and functional testing.

Key Activities Deliverables
x Build UN Asset Packages
x Configure ETL Conversion Tools
x Enterprise Environment Validation
(Development)
x UN Configuration (Water, Recycled,
Wastewater)
x Development Deployment
x Symbology
x Editing Templates
x Attribute Rule Configuration
o Asset ID & Facility ID Rules
o Foundational Rules
x Network Topology (Designated Subarea)
x Subnetwork Controllers (Designated
Subarea)
x Knowledge Transfer (power/end users up to 8
hours, administrators)
x System Testing
x Task & Issue Tracking (Jira)
x Build Error Summary Report
x FGDB UN (per work package)
x Deployment Plan
x Operational UN Deployed to Development
Environment
x Foundational Map Services (Up to 3 Services)
x Database Administration Tasks Script
x Test Plan
x Editing Best Practices Document
x Administrative Best Practices Document
Client Dependencies
x Schedule Coordination & Meeting Participation
x Provide Access to Development and Production Environments, As Appropriate x Deliverable Review
x Provide Work Documentation Examples
x Complete Testing Activities
293
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 9 Cityworks Configuration Updates
Inherent to the transition to the UN are underlying adjustments to the geod atabase schema, which will impact the configuration of Cityworks as a dynamic, GIS-centric solution with direct dependencies on the enterprise geodatabase. As a result, NV5 is proposing to provide Cityworks reconfiguration of asset types will likely be required in order to align the utility asset types with the corresponding work activities, including inspections and work orders, in addition to report templates.

To start, the team will collaborate with City staff to orient to the current Cityworks deployment to review the existing Cityworks environment. This exercise provides the technical context to guide the subsequent configuration revisions, which center on adjustments to the defined asset types to align with the published GIS services and Cityworks work activities. We suggest leveraging a lower tier Cityworks environment to perform the initial configuration updates, preferably that has recently rolled down from Production. We recognize that the City is weighing options and pathways to upgrade the GIS environment to 11.3 and the Cityworks environment to Cityworks 23.x via a potential transition to Cityworks Online or Trimble Unity Maintain. For purposes of this proposal, we assume those to be the end versions. If the pathway changes, the approach and estimated effort/price may need to be updated.

The three basic UN feature services (water, recycled wastewater) generated earlier during development of the UN will be configured, with each containing up to 15 asset types. The subtypes defined in each feature services will be imported into Cityworks and will guide the mapping of work activities, service layer remapping, and service definition updates. Likewise , NV5 assumes up to 50 Work Order templates per published feature services (up to 150 total) and up to 15 Inspections per service (up to 45 total) that will be remapped to reflect the geodatabase schema adjustments.

Additionally, organizations frequently develop report templates within Cityworks that consume feature data, which may be disrupted by underlying schema changes incurred by the UN implementation. Without available detailed information on the structure, content, and volume of reports leveraged by the City, NV5 is proposing up to eight (8) hours of support to hel p update impacted report templates. This explicit allocation of time is intended to target updates to the content of existing reports and does not include support for transitioning reports from Crystal Reports to Active Reports or to develop new reports. The proposed time may directly support content updates to report templates, or if preferred by City staff, may encompass support knowledge transfer and guidance to staff on updating report templates independently.

Further, the introduced schema changes may have a further impact on historical work activities depending on the differential between the current structure and target UN structure. Updating the asset types, as referenced above, addresses one-to-one changes, wherein the only real change is the name of the feature layer that define the asset type (e.g., wValve to SystemValve). For more complex changes, such as changes to the asset unique identifier field, NV5 leverages ETL scripts to update the historic records within the database to ensure data history is preserved and prevent orphaned records in the Cityworks database. The magnitude of such complex changes will not be known until the UN design phases are complete, but to accommodate a comprehensive approach and position the City for maximum likelihood of a production ready migration, NV5 has included up to 40-hours towards the development of ETL processes.

Lastly, NV5 will provide up to eight (8) hours to configure Trace capabilities within Cityworks, which will be available for end-users to run as needed directly from the Cityworks map. This functionality does require a minimum of Respond 5.x. As with reporting, this time is intended to include the initial configuration as well as knowledge transfer to provide the City with the tools to modify Trace configurations in the future. 294
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 10 Key Activities Deliverables
x Work activity configuration updates
x Historic activity migration
x Report updates
x Trace configuration in Respond (5.x)
x Cityworks configuration compatible with the
UN schema
Production Deployment
To accommodate deploying the final UN migration into the production environment, NV5 will effectively repeat the activities performed during the deployment to the lower tier, including support to guide host environment configuration. The respective project managers will tightly coordinate the production tier deployment to ensure the impact on users is minimized. The process will require a period in which edits to the source geodatabase will be frozen while the final data conversion is completed.

The final UN will be performed in a transitional file geodatabase deployed to the production ArcGIS Enterprise environment, where NV5 will perform the final configuration tasks to make the UN operational.

The team will update the ArcGIS Pro project to reference the new deployment environment, publish foundational UN services, confirm proper function, and configure a script for Database Administration Tasks (e.g., validate default version and update subnetworks).

As part of the deployment, NV5 will provide support to facilitate the go-live transition and release of the UN for production use. During the go-live period, NV5 will be available to address issues users may experience as the UN is incorporated into day-to-day processes.

The final release of each system is considered independent of the other systems, with respective data conversion, production release, and go-live support activities. Project managers may decide to adjust release dates during the project execution to address efficiencies or better coordinate for dependencies between the systems.

Key Activities Deliverables
x ArcGIS Enterprise Environment Consultation
(Up to 4-Hours)
x Go-Live Support (3 Days, Onsite)
x Final Data Conversion
x Final Deployment Plan
x UN Deployed to Enterprise Production Tier
x ArcGIS Pro Editing Templates
x Foundational Map Services (Up to 3 Services)
x Database Administration Tasks Script
x Final Documentation
Client Dependencies
x Official Acceptance of UN in Production
Stabilization and Ad-hoc Support
Immediately following the release of the UN into the production environment, the project will transition into a stabilization period, during which NV5 will provide support related to minor configuration adjustments or offer supplemental knowledge transfer related to the UN. 295
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 11 Key Activities
x Stabilization Support (Up to 24 hours within 30 calendar days) x Task and Issue Tracking (Jira)
Client Dependencies
x Schedule Coordination & Meeting Participation
x Environment Access
x Deliverable Review
Assumptions
General:
x Work will be performed remotely unless explicitly indicated otherwise. x The City has or will acquire adequate licensing for ArcGIS Enterprise and the ArcGIS Utility Network.
x The City will provide remote access (VPN or similar solutions with comparable security and performance), if necessary, to complete the proposed tasking. x NV5 will implement the 2024 Esri Network Management Release of the ArcGIS Utility Network, which is available at the time of implementation, ArcGIS Enterprise 11.3 and ArcGIS Pro 3.3. x The City will strictly adhere to the Network Management Release during the proposed implementation.
x As part of the proposed scope of services, NV5 will apply/modify the UN attribute rules that are part of the foundational model. Attribute rule modifications will not require extensive custom coding.
x The City will take the lead in coordinating schedules for resource and stakeholder participation in meetings, including staffing schedules and conference room availability if necessary. x The City has the requisite facilities to support the meetings, including room availability and size to accommodate, wireless internet access, and capacity to present or demonstrate (projector or large screen monitors) as appropriate to the context of the conversation. x The City will communicate business system dependencies based on local knowledge.

Dependencies not shared or known by the City will not be addressed in this scope. x FME/ArcGIS Data Interoperability software will be used to convert the data. x NV5 is not responsible for resolving defects, bugs, or issues determined to result from Esri or other third-party solutions, product or platform-related defects, or similar. The defect will be reported to the respective vendor.
x Any software updates or dependency impacts (e.g., integrations, services) identified will be communicated and incorporated as an element of the implementation plan, but this will not inherently include a description of how to address, given the potential implications on third-party systems for which NV5 may not hold expertise. NV5 may provide deeper consultative support on integrations as part of a project implementation.
x Training and knowledge transfer are meant to provide contextual knowledge on the City environment rather than replace formal Esri training on ArcGIS Pro and the ArcGIS Utility Network. x Functional requirements that emerge or evolve during the project (items not explicitly referenced in the requirements documentation or scope) may require a change order or may be noted for development in a subsequent phase or project.

Data
x The data cleanup task proposed by NV5 in collaboration with Esri India is a Time & Materials task through which the team will make as much progress as possible within the available budget. 296
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 12 x To help ensure progress of the UN implementation, NV5 will recommend that errors be addressed in priority sequence such that errors that will prohibit implementation are resolved first. x Data errors/issues that cannot be addressed within the available data cleanup budget will either be addressed by City staff or persisted into the UN implementation for resolution at a later date. x While NV5 will make every effort to review the data during our initial testing processes, City staff will confirm that all source features were migrated into the proper UN asset type and that the attribution has completely migrated as expected.
x The City’s stakeholders have suitable familiarity with business and functional requirements to provide input that can accurately shape the design of the geodatabase.

System Integrations
x Design and development related to specific business system integrations and other dependent applications and processes are not within the proposed project scope. Instead, general requirements to support those integrations will be noted while avoiding the specific technical implementation needs.

Preliminary Timeframe
A final schedule will be defined collaboratively during the project initiation phase and will consider collective availability and capacity constraints as well as timeframe objectives of the City. Absent further information and input, NV5 expects to complete the objectives within approximately 15 months of the initial project kickoff.
297
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 13 Pricing and Acceptance
NV5 proposes the pricing outlined in the table below for the ArcGIS Utility Network Implementation and related services. This price includes the scope as described above including the documented assumptions.

PHASE/TASK PRICE

UTILITY NETWORK SERVICES
Utility Network Implementation (Fixed Price)
x Readiness Assessment (2 Systems)
x Core Implementation (3 Systems)
x Design (Onsite Workshop)
x Conversion/ETL
x Testing
x Deployment
x Documentation
$ 392,000
Data Cleanup (Time & Materials*)
x Estimated effort based only on the Readiness Assessment for Water x Speculated cleanup effort for Wastewater is assumed to be equivalent to Water x Speculated cleanup effort to Recycled is assumed to be approximately 50% of Water x Esri India will Perform Core Data Cleanup (Offshore Staff) $ 65,000
Cityworks Configuration Updates (Fixed Price)
x Work activity configuration updates
x Historical activity updates
x Report template revisions
$ 45,500
TOTAL $ 502,500
* Time & Materials tasks will be invoiced monthly based on actuals according to the following rate table as established in the Professional Service Agreement between the City and GISinc (now NV5) dated February 7, 2023. Additional rates have been added to support Esr i India services.
298
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 14 Hourly Rate Matrix
The following table outlines the hourly rates that will be used for the Time & Materials tasks identified above or for any additional requests not explicitly included within the proposed scope.

Labor Category Hourly Rate
(8/1/2025 to 7/31/2026)
Enterprise Architect $286.85
Staff Solutions Architect $256.19
Sr Solutions Architect $316.71
Staff Geospatial Project Manager $256.19
Sr Geospatial Project Manager $316.71
Staff Geospatial Developer $237.07
Sr Geospatial Developer $284.48
Staff Geospatial Analyst $159.34
Sr Geospatial Analyst $190.46
Staff Solutions Engineer $237.07
Sr Solutions Engineer $284.48
Esri India $18.00
You may indicate your acceptance of the above proposal with a signature from authorized personnel.

City of Ontario, CA
Signature:

Name:

Title:

Date:

QUOTATION TERMS AND CONDITIONS
This confidential quotation is valid for thirty (30) days unless otherwise stated and does not include shipping or tax unless otherwise stated. This contract will expire one year after signature. This quotation information is proprietary and may not be copied or released other than for the express purpose of system and service selection and purchase. This information may not be given to outside parties or used for any other purpose without written consent from NV5 Geospatial (NV5).
299
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 15 General Terms and Conditions

1. The Agreement. This Agreement between the parties, which shall describe and govern Client’s engagement of Consultant to provide services (referred to herein as “Services”) identified in the Proposal, consists of the Proposal, these Ge neral Terms and Conditions, Consultant’s pricing, and any exhibits or attachments referenced in any of these documents. Together these elements constitute the entire agreement between the parties, superseding any and all prior negotiations, correspondence, or agreements, either written or oral, with respect to the subject matter of this engagement.

2. Standard of Care. The parties will consult and cooperate to coordinate Services with the activities of Client employees and other representatives. The Services shall be performed in a manner consistent with the level of care and skill ordinarily exercised by members of Consultant’s profession currently practicing under similar conditions and in the same locality as the Project. Consultant shall not be responsible for the use or interpretation of such information by non-parties to this Agreement. Consultant shall not be held liable for problems that may occur if Consultant’s recommendations are not followed. In performance of Services and this Agreement, Consultant will comply in general accordance with applicable laws, ordinances, rules, regulations, orders, licenses, permits, and other governmental requirements (including, but not limited to, such requirements imposed on Client with respect to Services).

3. Schedule. Consultant will use best efforts to perform Services in accordance with agreed upon schedule. Consultant is not responsible for delays as a result of acts of God, earthquake, fire, explosion, flood, the elements; strikes, lockouts, boycotts, picketing, labor disturbances or differences with workers; acts of the public enemy, war, rebellion, riots, acts of the government (federal, state, or municipal); shelter in place, quarantines, work restrictions or related government orders or mandates arising from or in connection with pandemics including COVID-19 (coronavirus), weather conditions adversely affecting aerial acquisition, flight clearances for access to ai r and space, aviation security restrictions, equipment failures or interruptions in communications systems; or any cause whatsoever beyond the control of the party in default. When such delays beyond Consultant’s reasonable control occur, Client agrees Consultant shall not be responsible for damages nor shall Consultant be deemed to be in default of this Agreement.

Further, when such delays occur, Client agrees that, to the extent such delays cause Consultant to perform extra services, such services shall be paid for by Client as extra services in accordance with paragraph.

4. Changes. Client may make changes in Services within the general scope of this Agreement (including, but not limited to, additions to or deletions from Services, suspension of performance, and changes in schedule) by giving Consultant written notice of the same. If a change causes an increase or decrease in the time or costs required to perform Services according to this Agreement, the schedule and compensation for such Services will be equitably adjusted to reflect such increase or decrease, and the Agreement will be amended in writing accordingly.

5. Additional Services. Client agrees that if Client requests services not specified in the scope of services described in this Agreement, Client will pay for all such additional services as extra services, in accordance with Consultant’s billing rates utilized for this Agreement, or as identified via an amendment to the original Agreement.

6. Billing and Payment. Consultant will issue progress invoices, including applicable taxes, thereafter to Client as work is performed, but no more frequently than weekly. Undisputed progress invoices are payable by Client thirty (30) days after receipt of the invoice. Where the method of contract payment is 300
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 16 based on a time-and-materials basis, the minimum time segment for the charging of work is one half hour.

Salary increases will become effective immediately upon Consultant’s authorization and will be reflected in the next invoice submitted to Client. All payments will be made in United States Dollars. If Client objects to all or any portion of any invoice, Client will so notify Consultant in writing within ten (10) calendar days of the invoice date, identify the cause of disagreement, and immediately pay that portion of the invoice not in dispute. In the absence of written notification described above, the balance as stated on the invoice shall be deemed accepted. Invoices are delinquent if payment has not been received when due as set forth in this Section. In such an event, Client shall pay an additional charge of one and one-half (1.5) percent per month (or the mNV5um percentage allowed by law, whichever is lower) on any delinquent amount. Payment thereafter will first be applied to accrued interest and then to the principal unpaid amount. Consultant shall also be entitled to recover for all costs and expenses incurred (including any attorney’s fees) in connection with collection of any delinquent amount. Consultant reserves the right to withhold all reports or deliverables and suspend any and all services, including but not limited to a stop work order on the project, unless and until payment is made by Client in accordance with this Agreement.

Should Consultant be subpoenaed or called upon to test ify for or on behalf of the Client or for consulting services on matters arising out of or related to the Work, Client shall compensate Consultant for its time at a rate of two times (2x) the Consultant’s standard billing rates.

7. Site Access and Conditions. Client will provide Consultant access to the Project site for all equipment and personnel necessary for the performance of the Services. As required to effectuate such access, Client will notify all owners, lessees, contractors, subcontractors, and other possessors of the Project site that Consultant must be allowed free access to the site. While Consultant agrees to take reasonable precautions to minimize damage to the site, Client understands that, in the normal course of performing the Services, some damage may occur, and further understands that Consultant is not responsible for the correction of any such damage unless so specified in the Proposal.

Client agrees that in accordance with generally accepted construction practices, the construction contractor and construction subcontractors will be required to assume sole and complete responsibility for job site conditions during the course of construction of the project, including safety of all persons and property, and that this requirement shall apply continuously and not be limited to normal working hours.

Neither the professional activities of Consultant nor the presence of Consultant or his or her employees or subconsultants at a construction site shall relieve the contractor and its subcontractors of their obligations, duties and responsibilities including, but not limited to, construction means, methods, sequence, techniques or procedures necessary for performing, superintending or coordinating all portions of the work of construction in accordance with the contract documents and applicable health or safety requirements of any regulatory agency or of state law.

8. Reports. If requested by Client and agreed to by Consultant, Consultant will prepare and submit to Client a written report describing Services performed during the prior month and Services planned for the current month.
301
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 17

9. Confidential Information. Information acquired by Consultant in connection with Services (from Client or a third party or developed by Consultant) and not generally available to the public will constitute confidential information of Client ( Confidential Information ). “Confidential Information” shall include any and all oral, written or electronically transmitted information of a proprietary nature which is either owned by the Parties, or owned by any affiliate of the Parties and licensed to the other Party, including, but not limited to, any information relating to services or products that is not generally available to the public, including without limitation, identification of customers; business methods, strategies and practices; internal operations; pricing and billing; financial data; costs; personnel information; customer and supplier contacts and needs; sales lists; technology; software; computer programs; computer systems; inventions; patents-pending; product development; trade secr ets of any kind; any information designated as confidential by either Party or that Party’s clients; and all oral, written or electronically transmitted information learned by the receiving Party from the disclosing Party’s employees, agents, or through inspection of the other Parties’ property, that relate to the categories of information listed above.

Confidential Information shall not include information that (i) is now or subsequently becomes generally available to the public through no fault or breach of th is Agreement on the part of the receiving Party; (ii) the receiving Party can demonstrate to have had rightfully in its possession prior to disclosure by the other Party; (iii) is independently developed by either Party without the use of any Confidential Information; or (d) the receiving Party rightfully obtains from a third party who has the right to transfer or disclose it without a duty of confidentiality and/or nondisclosure.

Consultant will use and disclose Confidential Information only as reasonably required for performance of Services in accordance with this Agreement or as otherwise authorized in writing by Client. Consultant will not publish Confidential Information without prior written consent of Client. Without limitation of the foregoing, Consultant will not divert or misappropriate Confidential Information for Consultant benefit or the benefit of a third party. Consultant will take appropriate steps to protect Confidential Information from unauthorized use or disclosure.

10. Intellectual Property and Ownership of Documents. "Intellectual Property Rights" means all (a) patents, patent disclosures and inventions (whether patentable or not), (b) trademarks, service marks, trade dress, trade names, logos, corporate names and domain names, together with all of the goodwill associated therewith, (c) copyrights and copyrightable works (inc luding computer programs) and rights in data and databases, (d) trade secrets, know-how and other confidential information, and (e) all other intellectual property rights, in each case whether registered or unregistered and including all applications for, and renewals or extensions of, such rights, and all similar or equivalent rights or forms of protection in any part of the world. "Pre-Existing Materials" means all documents, data, know-how, methodologies, software and other materials, including computer programs, reports and specifications, provided by or used by in connection with performing the Services, in each case developed or acquired prior to the commencement or independently of this Agreement.

Each party will retain all right, title, and interest in and to its own Pre -Existing Intellectual Property irrespective of any disclosure of such Pre -Existing Intellectual Property to the other party, subject to any licenses granted herein. All documents prepared by the Consultant pursuant to this Agreement, including but not limited to reports, field data, field notes, laboratory test data, calculations, and estimates are instruments of service in respect to the subject project. As such, the originals of all such documents shall be retained by and remain the property of the Consultant. The Client shall be entitled to copies of all such documents produced by the Consultant under this Agreement.

11. Limitations of Work Product . It is understood and the parties agree that the Client shall not use or reuse said documents or information contained therein for additions or modifications to the subject project, for other projects, or for completion of this project by another consultant, except by prior written agreement between the parties hereto and with appropriate compensation to the Consultant for such use or reuse.

Any such use or reuse by the Client shall be at the Client’s sole risk and without liability or legal exposure to the Consultant. Further, the Client shall defend, indemnify and hold harmless the Consultant, its officers, 302
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 18 associates, servants, employees, consultants and agents, from and against any and all claims, demands, damages, losses or expenses of whatever kind or nature, including attorney's fees, arising out of/or claimed to arise out of any such unauthorized use or reuse of said documents or information.

12. Risk Allocation and Limitations of Liability. No employee or agent of Consultant shall have individual liability to Client. To the fullest extent permitted by law, and not withstanding any other provision of this Agreement, the total liability, in the aggregate, of the Consultant, and its officers, directors, partners, employees, agents and sub-consultants, and any of them, to the Client and anyone claiming by, through or under the Client, for any and all claims, losses, costs or damages of any nature whatsoever arising out of, resulting from or in any way related to the Project or the agreement from any ca use or causes, including but not limited to the negligence, professional errors or omissions, strict liability, breach of contract or warranty, express or implied, of the Consultant, and its officers, directors, employees, agents or sub- consultants, or any of them, shall not exceed the total compensation received by the Consultant, for Services provided under this Agreement or $50,000 whichever is greater. If Client desires a limit of liability greater than that provided above, Client and Consultant shall mutually agree in writing as to the amount of such limit and the additional compensation to be paid to Consultant for assumption of such additional risk.

IN NO EVENT AND UNDER NO CIRCUMSTANCES SHALL CONSULTANT BE LIABLE TO CLIENT FOR LIQUIDATED, CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, OR PUNITIVE DAMAGES.

13. Liability for Others . Consultant shall not be responsible for the acts or omissions of the Client, Client’s other consultants, contractor, subcontractor, other third parties or their respective agents, employees, assigns, successors, or other persons performing any of the work. Consultant shall promptly notify Client if Consultant becomes aware of any inconsistencies in the services or information provided by other parties.

14. Indemnification by Client. Client agrees to indemnify and save harmless Consultant and any affiliation thereof, its officers, agents and employees from and against any and all claims and liability, loss, expenses, suits, damages, judgments, demands, and costs (including reasonable legal fees and expenses) arising out of: (i) the acts or omissions of Client, its employees, agents or its subcontractors; (ii) injury or death to persons, or loss of or damage to property, or fines which may result by reason of buying, selling, distribution, or use of any goods or services provided under this Agreement except to the extent that such damage is due solely and directly to the negligence of Consultant; (iii) false claims submitted by Client under this Agreement or as a result of a Client misrepresentation of fact, or fraud by Client.

15. Termination . This Agreement may be terminated without cause by either party upon thirty (30) days written notice, and at any time by either party if the other party defaults in the performance of any material provision of this Agreement and such default continues for a period of seven (7) days after written notice thereof. In the event of termination, Consultant will be paid for services performed through the date of termination, plus reasonable termination expenses, including the cost of completing analyses, demobilization, records and reports necessary to document job status at the time of termination.

16. Relationship of Parties. Consultant is an independent contractor, not an employee or agent of Client. Without limitation of the foregoing, Consultant will (a) not enter into any contract, agreement, or 303
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 19 other commitment, or incur any obligation or liability, in the name or otherwise on behalf of Client; (b) not be entitled to any worker compensation, pension, retirement, insurance, or other benefits afforded to employees of Client; (c) provide for federal income tax and other withholding related to Consultant compensation; (d) pay social security, unemployment, and other employer taxes related to Consultant employment, employees, or compensation; (e) provide worker compensation and other insurance related to Consultant employment or employees; and (f) perfor m all reporting, recordkeeping, administrative, and similar functions related to Consultant employment, employees, or compensation.

17. Dispute Resolution . The Client shall make no claim for pr ofessional negligence, either directly or by way of a cross complaint against the Consultant, unless the Client has first provided the Consultant with a written certification executed by an independent consultant currently practicing in the same discipline as the Consultant and licensed in the State where the Projec t is located. This certification shall: (a) contain the name and license number of the certifier; (b) specify the acts or omissions that the certifier contends are not in conformance with the standard of care for a consultant performing professional services under similar circumstances; and (c) state in detail the basis for the certifier’s opinion that such acts or omissions do not conform to the standard of care. All claims, disputes, controversies or matters in question arising out of, or relating to, this Agreement or any breach thereof, including but not limited to disputes arising out of alleged breaches of contract, errors, omissions, or acts of professional negligence, (collectively “Disputes”) shall be submitted to mediation before and as a condition precedent to pursuing any other remedy. Upon written request by either party to this Agreement for mediation of any dispute, Client and Consultant shall select a neutral mediator by mutual agreement. Such selection shall be made within ten (10) calendar days of the date of receipt by the other party of the written request for mediation. In the event of failure to reach such agreement or in any instance when the selected mediator is unable or unwilling to serve and a replacement mediator cannot be agreed upon by Client and Consultant within ten (10) calendar days, a mediator shall be chosen as specified in the Mediation Rules of the American Arbitration Association then in effect, or any other appropriate rules upon which the parties may agree. Any cause of action brought against Consultant shall be brought within one year of the work or Services performed under this Agreement. In an action, suit, or other legal proceeding to enforce a right or remedy under this Agreement, the prevailing party will be entitled to recover its costs and expenses (including, without limitation, expert witness and attorney fees) reasonably incurred in connection with such action, suit, or other proceeding or any appeal thereof. Each party waives its right to a jury trial in any court action arising between the parties, whether under this Agreement or otherwise related to the work being performed under this Agreement.

18. Assigns. Client may not assign this Agreement or any right or obligation hereunder without the prior written consent of Consultant, which shall not be unreasonably withheld or delayed; provided, however, that no consent shall be necessary in the event of an assignment to a successor entity resulting from a merger, acquisition or consolidation by either party or an assignment to an Affiliate of either party if such successor or Affiliate assumes all obligations under this Agreement.

19. Waiver of Jury Trial . Each party waives its right to a jury trial in any court action arising between the parties, whether under this Agreement or otherwise related to the work being performed under this Agreement.

20. Governing Law and Survival. This agreement will be governed by and construed in accordance with the laws of the state of Florida, without giving effect to the principles of conflict of laws thereof. Each party also hereby irrevocably submits to the exclusive jurisdiction of the courts of Broward County, Florida 304
NV5 Geospatial – Ontario, CA – Utility Network Readiness Assessment 20 in any proceeding arising out of or relating to this agreement, and to the federal district courts located therein.

21. Severability. If any of the provisions contained in this Agreement are held illegal, invalid, or unenforceable, the enforceability of the remaining provisions will not be impaired. Limitations of liability, indemnification, and non-solicitation & hiring of employees shall survive the termination of this Agreement for any reason. The failure of a party hereto at any time or times to require performance of any provision hereof shall in no manner affect its right at a later time to enforce the same. No waiver by a party of any condition or of any breach of any term contained in this Agreement shall be effective unless in writing and signed by the waiving party, and no waiver in any one or more instances shall be deemed to be a continuing waiver of any such condition or breach in other instance or a waiver of any other condition or breach of any other term.

22. Enforceability. This Agreement shall be interpreted by the parties in a manner that ensures this Agreement’s general accordance with applicable local, state, federal, or foreign laws. The parties affirm that this Agreement is a collaborative effort between Client and Consultant, with no single party considered the drafter of this Agreement or having the drafting of this document construed against them.

23. Entire Agreement. To the extent allowed by law, any agreement that is part of the scope of Consultant’s Services and incorporated by reference into this Agreement shall be subordinated to the terms and conditions of this Agreement where they conflict. This Agreement shall be interpreted as though prepared by all parties and shall not be construed unfavorably against either party. 305
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
EXHIBIT "C"
306
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
307
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
308
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
309
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
310
BB&K (2024)
46700.00960\44414607.1
Exhibit “C”-1 PROFESSIONAL SERVICES AGREEMENT
311
Exhibit “A”
Service Not-to-Exceed Amount Account
Implementation services to upgrade and
migrate the City’s Cityworks asset
management system to Trimble Unity
Maintain, a cloud-based SaaS platform
$46,750 Other Professional
Services/6021/ITD005/MS2503
Same as above $50,000 Other Professional
Services/5210/ITD005/MS2503
Same as above $100,000 Other Professional
Services/5011/WTR005
Configuration and migration of potable
water, recycled water, and sewer GIS data
to the Utility Network framework
$502,500 Other Professional
Services/5011/WTR005
Ongoing management services and
premier support services for the City’s
enterprise GIS environment
$772,600 Other Professional
Services/6020/ITD002
10% Contingency $147,185
Total Not to Exceed Contract Amount $1,619,035

312
Department: Public Works
Prepared By: Adrian Escamilla
Staff Member Presenting: Tito Haes, Executive
Director Public Works
Reviewed By: Jacqueline Leon, Bonnie Tam
Approved By:

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

AN AMENDMENT TO THE DESIGN SERVICES AGREEMENT WITH THIRTIETH STREET

ARCHITECTS FOR THE DOWNTOWN MOBILITY HUB PROJECT

CITY OF ONTARIO
Agenda Report
May
5, 2026
SECTION:

CONSENT CALENDAR

RECOMMENDATION:

That the City Council take the following actions:

A
.

Authorize the City Manager, or his designee, to execute Amendment No. 9 to the Design Services Agreement with Thirtieth Street Architects, Inc., of Costa Mesa, California, for additional architectural services for the Downtown Mobility Hub Project in the amount of $50,000 for a total not-to-exceed contract amount of $1,334,900; and B
.

Authorize the City Manager, or his designee, to execute all documents required for the completion of the project which may include, but not limited to, agreements, assessments, easements, reduction of retention accounts, contract amendments within the authorization limits, and filing a notice of completion at the conclusion of all construction-related activities.

THE FOLLOWING COUNCIL GOALS ARE BEING ACHIEVED:

Focus Resources in Ontario's Commercial and Residential Neighborhoods FISCAL IMPACT:

The recommended Amendment No. 9 to the Design Services Agreement with Thirtieth Street Architects, Inc., is in the amount of $50,000 for a total not-to-exceed contract amount of $1,334,900. The Fiscal Year 2025-26 Adopted Budget includes partial appropriations in the Grants Fund. If approved, additional appropriations will be included in future quarterly budget updates to the City Council as needed for the Downtown Mobility Hub Project.

BACKGROUND & ANALYSIS:

On August 19, 2025, the City Council approved Amendment No. 8 to the Design Services Agreement with Thirtieth Street Architects, Inc., to provide ongoing historic preservation services for Downtown Ontario. Since that time, additional architectural support has been required during construction of the Downtown Ontario Mobility Hub Project.

The project schedule has been extended due to continued construction administration efforts and delays that are primarily attributable to external factors, including Southern California Edison’s building energization timeline and unforeseen field conditions encountered during construction. 313
These delays have required additional coordination, revised drawings, and ongoing responses to contractor requests to maintain project continuity.

The project is now approximately 75 percent complete and is anticipated to be substantially completed in mid-June 2026, subject to Southern California Edison energizing the building.

Amendment No. 9 will provide additional funding for continued construction administration services, including responses to contractor requests, revised drawings to address field conditions and incorporate City standards, additional field inspections, and coordination related to utility energization delays.

Staff recommends approving Amendment No. 9 to ensure timely completion of the project. 314
46700.00100\33287662.1