POINT ARENA CITY COUNCIL
AGENDA ITEM SUMMARY
AGENDA ITEM: IV A
MEETING DATE: 3/10/2026
TITLE
Professional Services Agreement with Lumos & Associates for General Engineering Services and Completion of the Windy Hollow Road Rehabilitation Project Plans
RECOMMENDED ACTION
Adopt a Professional Services Agreement with Lumos & Associates to provide general engineering services to the City of Point Arena; authorize Task Order #1 for completion of the Windy Hollow Road Rehabilitation Project plan set; and authorize the City Manager to execute the agreement and associated task order.
ANALYSIS
The City of Point Arena has identified rehabilitation of Windy Hollow Road as one of its highest-priority roadway projects. Windy Hollow Road extends from Riverside Drive to the northern city limits and serves several residences and businesses, including the Garcia River Casino and the Manchester–Point Arena Rancheria. The roadway provides the only access route within the City to the Rancheria, making its condition particularly important for residents, visitors, employees, and emergency response access to the Tribal community. The roadway has experienced significant deterioration and drainage issues and currently has a Pavement Condition Index (PCI) rating of 14, placing it in the “serious” condition category.
The Windy Hollow Road Rehabilitation Project has been included in the City’s Capital Improvement Program since at least 2017 and has been identified by the City Council as a priority roadway project. Previous Council actions directed staff to pursue funding through the California Transportation Commission’s Local Partnership Program (LPP), established under the Road Repair and Accountability Act of 2017 (SB 1). In 2022 the Council formally identified Windy Hollow Road as the City’s next roadway rehabilitation project; however, due to fiscal constraints and limited available funding, the project was placed on hold.
The City is now positioned to move forward with the project. Approximately $400,000 in Local Partnership Program funding is currently available, with an additional $400,000 anticipated through the next funding cycle, for a total potential State contribution of $800,000 toward construction. Local match and planning funds are also available through the Mendocino Council of Governments Regional Surface Transportation Program (RSTP).
To secure the LPP funding, the City must submit a completed plan set to the California Transportation Commission by April 27, 2026. Staff recommends entering into a Professional Services Agreement with Lumos & Associates, a civil engineering firm experienced in municipal infrastructure projects. Under the proposed agreement, Lumos would provide general engineering services to the City on an as-needed basis and complete the engineering design for the Windy Hollow Road Rehabilitation Project through Task Order #1.
The scope of work includes project management and coordination, topographic surveying, geotechnical investigation, quality control review, and preparation of 100% design drawings, specifications, and an Engineer’s Opinion of Probable Construction Cost. Completion of these services will provide the bid documents required to program funding through the California Transportation Commission and advertise the project for construction.
The project schedule anticipates completion of the design plans by late April 2026, programming of the Local Partnership Program funding at the June CTC meeting, and advertisement of the project for construction during Summer 2026. If funding is secured as anticipated, construction would occur during the 2026 construction season and is expected to take approximately 30 working days.
Approval of the proposed agreement and Task Order #1 will allow the City to complete the engineering plans required to secure State funding and advance the Windy Hollow Road Rehabilitation Project toward construction.
FISCAL IMPACT
The proposed Professional Services Agreement establishes an on-call contract with Lumos & Associates for general engineering services in an amount not to exceed $20,000.
Task Order #1 authorizes Lumos to complete the engineering design and bid documents for the Windy Hollow Road Rehabilitation Project in an amount of $39,800, based on the scope of services outlined in Lumos’ proposal.
Completion of the planset will allow the City to pursue up to $800,000 in Local Partnership Program funding from the California Transportation Commission for construction of the project. Engineering services will be billed according to Lumos’ standard fee schedule.
ATTACHMENTS
1. Professional Services Agreement – Lumos & Associates
2. Windy Hollow Design Services – Task Order Request
CITY MANAGER SIGNATURE
_________________________________
Paul Andersen, Asst. City Manager
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CITY OF POINT ARENA
PROFESSIONAL SERVICES AGREEMENT
WITH
LUMOS & ASSOCIATES
THIS PROFESSIONAL SERVICES AGREEMENT (“Agreement”) is made and entered into this ____day of ______, 2026 (“Effective Date”), by and between the CITY OF POINT ARENA, a municipal corporation (“City”), and Lumos & Associates, a civil, geotechnical, structural, surveying, and construction services firm.
RECITALS
A. City proposes to utilize the services of Consultant as an independent contractor to provide engineering services, as more fully described herein; and B. Consultant represents that it has that degree of specialized expertise contemplated within California Government Code section 37103, and holds all necessary licenses to practice and perform the services herein contemplated; and
C. City and Consultant desire to contract for the specific services described in Exhibit “A” and desire to set forth their rights, duties and liabilities in connection with the services to be performed; and
D. No official or employee of City has a financial interest, within the provisions of sections 1090-1092 of the California Government Code, in the subject matter of this Agreement.
NOW, THEREFORE, for and in consideration of the mutual covenants and conditions contained herein, the parties hereby agree as follows:
1.0. SERVICES PROVIDED BY CONSULTANT
1.1. Scope of Services. Consultant shall provide the professional services described in City’s Request for Proposals, attached hereto as Exhibit “A,” and Consultant’s Proposal, attached hereto as Exhibit “B,” both incorporated herein.
1.2. Professional Practices. All professional services to be provided by Consultant pursuant to this Agreement shall be provided by personnel experienced in their respective fields and in a manner consistent with the standards of care, diligence and skill ordinarily exercised by professional consultants in similar fields and circumstances in accordance with sound professional practices. Consultant also warrants that it is familiar with all laws that may affect its performance of this Agreement and shall advise City of any changes in any laws that may affect Consultant’s performance of this Agreement.
1.3. Performance to Satisfaction of City. Consultant agrees to perform all the work to the complete satisfaction of the City. Evaluations of the work will be done by the City Manager or his or her designee. If the quality of work is not satisfactory, City in its discretion has the right to:
(a) Meet with Consultant to review the quality of the work and resolve the matters of concern;
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(b) Require Consultant to repeat the work at no additional fee until it is satisfactory; and/or
(c) Terminate the Agreement as hereinafter set forth.
1.4. Warranty. Consultant warrants that it shall perform the services required by this Agreement in compliance with all applicable Federal and California employment laws, including, but not limited to, those laws related to minimum hours and wages; occupational health and safety; fair employment and employment practices; workers’ compensation insurance and safety in employment; and all other Federal, State and local laws and ordinances applicable to the services required under this Agreement. Consultant shall indemnify and hold harmless City from and against all claims, demands, payments, suits, actions, proceedings, and judgments of every nature and description including attorneys’ fees and costs, presented, brought, or recovered against City for, or on account of any liability under any of the above-mentioned laws, which may be incurred by reason of Consultant’s performance under this Agreement.
1.5. Non-Discrimination. In performing this Agreement, Consultant shall not engage in, nor permit its agents to engage in, discrimination in employment of persons because of their race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military or veteran status, except as permitted pursuant to section 12940 of the Government Code.
1.6. Non-Exclusive Agreement. Consultant acknowledges that City may enter into agreements with other consultants for services similar to the services that are subject to this Agreement or may have its own employees perform services similar to those services contemplated by this Agreement.
1.7. Delegation and Assignment. This is a personal service contract, and the duties set forth herein shall not be delegated or assigned to any person or entity without the prior written consent of City. Consultant may engage a subcontractor(s) as permitted by law and may employ other personnel to perform services contemplated by this Agreement at Consultant’s sole cost and expense.
1.8. Confidentiality. Employees of Consultant in the course of their duties may have access to financial, accounting, statistical, and personnel data of private individuals and employees of City. Consultant covenants that all data, documents, discussion, or other information developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without written authorization by City. City shall grant such authorization if disclosure is required by law. All City data shall be returned to City upon the termination of this Agreement. Consultant’s covenant under this Section shall survive the termination of this Agreement.
2.0. COMPENSATION AND BILLING
2.1. Compensation. Consultant shall be paid in accordance with the fee schedule set forth in Exhibit “C,” attached hereto and made a part of this Agreement. Consultant’s total compensation shall not exceed _Twenty-thousand______ Dollars ($ _20,000.00). 3 Lumos Engineering
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2.2. Additional Services. Consultant shall not receive compensation for any services provided outside the scope of services specified in the Consultant’s Proposal unless the City Manager or designee, prior to Consultant performing the additional services, approves such additional services in writing. It is specifically understood that oral requests and/or approvals of such additional services or additional compensation shall be barred and are unenforceable.
2.3. Method of Billing. Consultant may submit invoices to the City for approval on a progress basis, but no more often than two times a month. Said invoice shall be based on the total of all Consultant’s services which have been completed to City’s sole satisfaction. City shall pay Consultant’s invoice within forty-five (45) days from the date City receives said invoice. Each invoice shall describe in detail, the services performed, the date of performance, and the associated time for completion. Any additional services approved and performed pursuant to this Agreement shall be designated as “Additional Services” and shall identify the number of the authorized change order, where applicable, on all invoices.
2.4. Records and Audits. Records of Consultant’s services relating to this Agreement shall be maintained in accordance with generally recognized accounting principles and shall be made available to City or its Project Manager for inspection and/or audit at mutually convenient times from the Effective Date until three (3) years after termination of this Agreement.
3.0. TIME OF PERFORMANCE
3.1. Commencement and Completion of Work. Unless otherwise agreed to in writing by the parties, the professional services to be performed pursuant to this Agreement shall commence within five (5) days from the Effective Date of this Agreement. Said services shall be performed in strict compliance with the Project Schedule approved by City as set forth in Exhibit “D,” attached hereto and incorporated herein. The Project Schedule may be amended by mutual agreement of the parties. Failure to commence work in a timely manner and/or diligently pursue work to completion may be grounds for termination of this Agreement.
3.2. Excusable Delays. Neither party shall be responsible for delays or lack of performance resulting from acts beyond the reasonable control of the party or parties. Such acts shall include, but not be limited to, acts of God, fire, strikes, pandemics (excluding COVID-19), material shortages, compliance with laws or regulations, riots, acts of war, or any other conditions beyond the reasonable control of a party (each, a “Force Majeure Event”). If a party experiences a Force Majeure Event, the party shall, within five (5) days of the occurrence of the Force Majeure Event, give written notice to the other party stating the nature of the Force Majeure Event, its anticipated duration and any action being taken to avoid or minimize its effect. Any suspension of performance shall be of no greater scope and of no longer duration than is reasonably required and the party experiencing the Force Majeure Event shall use best efforts without being obligated to incur any material expenditure to remedy its inability to perform; provided, however, if the suspension of performance continues for sixty (60) days after the date of the occurrence and such failure to perform would constitute a material breach of this Agreement in the absence of such Force Majeure Event, the parties shall meet and discuss in good faith any amendments to this Agreement to permit the other party to exercise its rights under this Agreement. If the parties are not able to agree on such amendments within thirty (30) days and if suspension of performance continues, such other party may terminate this Agreement immediately by written notice to the party experiencing the Force Majeure Event, in which case neither party shall have any liability to the other except for those rights and liabilities that accrued prior to the date of termination. 4 Lumos Engineering
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4.0. TERM AND TERMINATION
4.1. Term. This Agreement shall commence on the Effective Date and continue for a period of 24 months, ending on March 10, 2028, unless previously terminated as provided herein or as otherwise agreed to in writing by the parties. This Agreement may be extended by [ 2] additional [2 ] year periods upon mutual written agreement of both parties.
4.2. Notice of Termination. The City reserves and has the right and privilege of canceling, suspending or abandoning the execution of all or any part of the work contemplated by this Agreement, with or without cause, at any time, by providing written notice to Consultant.
The termination of this Agreement shall be deemed effective upon receipt of the notice of termination. In the event of such termination, Consultant shall immediately stop rendering services under this Agreement unless directed otherwise by the City.
4.3. Compensation. In the event of termination, City shall pay Consultant for reasonable costs incurred and professional services satisfactorily performed up to and including the date of City’s written notice of termination. Compensation for work in progress shall be prorated based on the hourly rate of work completed as of the effective date of termination in accordance with the fees set forth herein. In ascertaining the professional services actually rendered hereunder up to the effective date of termination of this Agreement, consideration shall be given to both completed work and work in progress, to complete and incomplete drawings, and to other documents pertaining to the services contemplated herein whether delivered to the City or in the possession of the Consultant.
4.4. Documents. In the event of termination of this Agreement, all documents prepared by Consultant in its performance of this Agreement including, but not limited to, finished or unfinished design, development and construction documents, data studies, drawings, maps and reports, shall be delivered to the City within ten (10) days of delivery of termination notice to Consultant, at no cost to City. Any use of uncompleted documents without specific written authorization from Consultant shall be at City’s sole risk and without liability or legal expense to Consultant.
5.0. INSURANCE
5.1. Minimum Scope and Limits of Insurance. Consultant shall obtain, maintain, and keep in full force and effect during the life of this Agreement all of the following minimum scope of insurance coverages with an insurance company admitted to do business in California, rated “A,” Class X, or better in the most recent Best’s Key Insurance Rating Guide, and approved by City:
(a) Commercial general liability, including premises-operations, products/completed operations, broad form property damage, blanket contractual liability, independent contractors, personal injury or bodily injury with a policy limit of not less than One Million Dollars ($1,000,000.00) per occurrence, Two Million Dollars ($2,000,000.00) general aggregate. (b) Business automobile liability for owned vehicles, hired, and non-owned vehicles, with a policy limit of not less than One Million Dollars ($1,000,000.00) combined single limit per accident for bodily injury and property damage.
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(c) Workers’ compensation insurance as required by the State of California.
Consultant agrees to waive, and to obtain endorsements from its workers’ compensation insurer waiving subrogation rights under its workers’ compensation insurance policy against the City, its officers, agents, employees, and volunteers arising from work performed by Consultant for the City and to require each of its subcontractors, if any, to do likewise under their workers’ compensation insurance policies.
(d) Professional errors and omissions (“E&O”) liability insurance with policy limits of not less than One Million Dollars ($1,000,000.00), combined single limits, per occurrence and aggregate. Architects’ and engineers’ coverage shall be endorsed to include contractual liability. If the policy is written as a “claims made” policy, the retro date shall be prior to the start of the contract work. Consultant shall obtain and maintain, said E&O liability insurance during the life of this Agreement and for three years after completion of the work hereunder.
(e) If the contractor maintains broader coverage and/or higher limits than the minimums shown above for all policies, the Entity requires and shall be entitled to the broader coverage and/or higher limits maintained by the contractor. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the Entity.
5.2. Endorsements. The commercial general liability insurance policy and business automobile liability policy shall contain or be endorsed to contain the following provisions:
(a) Additional insureds: “The City of Point arena and its elected and appointed boards, officers, officials, agents, employees, and volunteers are additional insureds with respect to: liability arising out of activities performed by or on behalf of the Consultant pursuant to its contract with the City; products and completed operations of the Consultant; premises owned, occupied or used by the Consultant; automobiles owned, leased, hired, or borrowed by the Consultant.”
(b) Notice: “Said policy shall not terminate, be suspended, or voided, nor shall it be cancelled, nor the coverage or limits reduced, until thirty (30) days after written notice is given to City.”
(c) Other insurance: “The Consultant’s insurance coverage shall be primary insurance as respects the City of Point arena, its officers, officials, agents, employees, and volunteers. Any other insurance maintained by the City of Point arena shall be excess and not contributing with the insurance provided by this policy.”
(d) Any failure to comply with the reporting provisions of the policies shall not affect coverage provided to the City of Point arena, its officers, officials, agents, employees, and volunteers.
(e) The Consultant’s insurance shall apply separately to each insured against 6 Lumos Engineering
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whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.
5.3. Deductible or Self Insured Retention. If any of such policies provide for a deductible or self-insured retention to provide such coverage, the amount of such deductible or self-insured retention shall be approved in advance by City. No policy of insurance issued as to which the City is an additional insured shall contain a provision which requires that no insured except the named insured can satisfy any such deductible or self-insured retention.
5.4. Certificates of Insurance. Consultant shall provide to City certificates of insurance showing the insurance coverages and required endorsements described above, in a form and content approved by City, prior to performing any services under this Agreement.
5.5. Non-Limiting. Nothing in this Section shall be construed as limiting in any way, the indemnification provision contained in this Agreement, or the extent to which Consultant may be held responsible for payments of damages to persons or property.
6.0. GENERAL PROVISIONS
6.1. Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to any matter referenced herein and supersedes any and all other prior writings and oral negotiations. This Agreement may be modified only in writing, and signed by the parties in interest at the time of such modification. The terms of this Agreement shall prevail over any inconsistent provision in any other contract document appurtenant hereto, including exhibits to this Agreement.
6.2. Representatives. The City Manager or his or her designee shall be the representative of City for purposes of this Agreement and may issue all consents, approvals, directives and agreements on behalf of the City, called for by this Agreement, except as otherwise expressly provided in this Agreement.
Consultant shall designate a representative for purposes of this Agreement who shall be authorized to issue all consents, approvals, directives and agreements on behalf of Consultant called for by this Agreement, except as otherwise expressly provided in this Agreement.
6.3. Project Managers. City shall designate a Project Manager to work directly with Consultant in the performance of this Agreement.
Consultant shall designate a Project Manager who shall represent it and be its agent in all consultations with City during the term of this Agreement. Consultant or its Project Manager shall attend and assist in all coordination meetings called by City.
6.4. Notices. Any notices, documents, correspondence or other communications concerning this Agreement or the work hereunder may be provided by personal delivery or mail and shall be addressed as set forth below. Such communication shall be deemed served or delivered: (a) at the time of delivery if such communication is sent by personal delivery, and (b) 48 hours after deposit in the U.S. Mail as reflected by the official U.S. postmark if such communication is sent through regular United States mail. 7 Lumos Engineering
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IF TO CONSULTANT: IF TO CITY:
Lumos & Associates, Inc.
950 Sandhill Rd, Suite 100
Reno, NV 89521
City of Point arena
451 School Street PO Box 67
Point Arena, CA 95468
Tel: (916)980-8228 Tel: (707)882-2122
Attn: Aaron Brusatori
________________
Attn: Molly C. Haviland
6.5. Drug-Free Workplace Policy. Consultant shall provide a drug-free workplace.
Consultant’s failure to conform to this requirements shall constitute a material breach of this Agreement and shall be cause for immediate termination of this Agreement by City.
6.6. Attorneys’ Fees. In the event that litigation is brought by any party in connection with this Agreement, the prevailing party shall be entitled to recover from the opposing party all costs and expenses, including reasonable attorneys’ fees, incurred by the prevailing party in the exercise of any of its rights or remedies hereunder or the enforcement of any of the terms, conditions, or provisions hereof.
6.7. Governing Law. This Agreement shall be governed by and construed under the laws of the State of California without giving effect to that body of laws pertaining to conflict of laws. In the event of any legal action to enforce or interpret this Agreement, the parties hereto agree that the sole and exclusive venue shall be a court of competent jurisdiction located in Mendocino County, California.
6.8. Assignment. Consultant shall not voluntarily or by operation of law assign, transfer, sublet or encumber all or any part of Consultant’s interest in this Agreement without City’s prior written consent. Any attempted assignment, transfer, subletting or encumbrance shall be void and shall constitute a breach of this Agreement and cause for termination of this Agreement. Regardless of City’s consent, no subletting or assignment shall release Consultant of Consultant’s obligation to perform all other obligations to be performed by Consultant hereunder for the term of this Agreement.
6.9. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, hold free and harmless the City, its elected officials, officers, agents and employees, at Consultant’s sole expense, from and against any and all claims, actions, suits or other legal proceedings brought against the City, its elected officials, officers, agents and employees arising out of the negligence, recklessness, or willful misconduct of the Consultant, its employees, and/or authorized subcontractors, in the performance of the work undertaken pursuant to this Agreement. The defense obligation provided for hereunder shall apply without any advance showing of negligence or wrongdoing by the Consultant, its employees, and/or authorized subcontractors, but shall be required whenever any claim, action, complaint, or suit asserts as its basis the negligence, errors, omissions or misconduct of the Consultant, its employees, and/or authorized subcontractors, and/or whenever any claim, action, complaint or suit asserts liability against the City, its elected officials, officers, agents and employees based upon negligence, recklessness, or willful misconduct in the work performed by the Consultant, its employees, and/or authorized subcontractors under this Agreement, whether or not the Consultant, its employees, 8 Lumos Engineering
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and/or authorized subcontractors are specifically named or otherwise asserted to be liable.
Notwithstanding the foregoing, the Consultant shall not be liable for the defense or indemnification of the City for claims, actions, complaints or suits arising out of the sole active negligence or willful misconduct of the City. In no event shall the cost to defend charged to Consultant exceed Consultant’s proportionate percentage of fault. However, notwithstanding the previous sentence, in the event one or more defendants is unable to pay its share of defense costs due to bankruptcy or dissolution of the business, Consultant shall meet and confer with other parties regarding unpaid defense costs. This provision shall supersede and replace all other indemnity provisions contained either in the City’s specifications or Consultant’s Proposal, which shall be of no force and effect.
6.10. Independent Contractor. Consultant is and shall be acting at all times as an independent contractor and not as an employee of City. Consultant shall have no power to incur any debt, obligation, or liability on behalf of City or otherwise act on behalf of City as an agent.
Neither City nor any of its agents shall have control over the conduct of Consultant or any of Consultant’s employees, except as set forth in this Agreement. Consultant shall not, at any time, or in any manner, represent that it or any of its agents or employees are in any manner agents or employees of City. Consultant shall secure, at its sole expense, and be responsible for any and all payment of Income Tax, Social Security, State Disability Insurance Compensation, Unemployment Compensation, and other payroll deductions for Consultant and its officers, agents, and employees, and all business licenses, if any are required, in connection with the services to be performed hereunder. Consultant shall indemnify and hold City harmless from any and all taxes, assessments, penalties, and interest asserted against City by reason of the independent contractor relationship created by this Agreement. Consultant further agrees to indemnify and hold City harmless from any failure of Consultant to comply with the applicable worker’s compensation laws. City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant’s failure to promptly pay to City any reimbursement or indemnification arising under this paragraph.
6.11. PERS Eligibility Indemnification. In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services under this Agreement claims or is determined by a court of competent jurisdiction or the California Public Employees Retirement System (PERS) to be eligible for enrollment in PERS as an employee of the City, Consultant shall indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the payment of any penalties and interest on such contributions, which would otherwise be the responsibility of City.
Notwithstanding any other agency, state or federal policy, rule, regulation, law or ordinance to the contrary, Consultant and any of its employees, agents, and subcontractors providing service under this Agreement shall not qualify for or become entitled to, and hereby agree to waive any claims to, any compensation, benefit, or any incident of employment by City, including but not limited to eligibility to enroll in PERS as an employee of City and entitlement to any contribution to be paid by City for employer contribution and/or employee contributions for PERS benefits.
6.12. Cooperation. In the event any claim or action is brought against City relating to Consultant’s performance or services rendered under this Agreement, Consultant shall render any reasonable assistance and cooperation which City might require. 9 Lumos Engineering
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6.13. Ownership of Documents. All findings, reports, documents, information and data including, but not limited to, computer tapes or discs, files and tapes furnished or prepared by Consultant or any of its subcontractors in the course of performance of this Agreement, shall be and remain the sole property of City. Consultant agrees that any such documents or information shall not be made available to any individual or organization without the prior consent of City. Any use of such documents for other projects not contemplated by this Agreement, and any use of incomplete documents, shall be at the sole risk of City and without liability or legal exposure to Consultant. City shall indemnify and hold harmless Consultant from all claims, damages, losses, and expenses, including attorneys’ fees, arising out of or resulting from City’s use of such documents for other projects not contemplated by this Agreement or use of incomplete documents furnished by Consultant. Consultant shall deliver to City any findings, reports, documents, information, data, in any form, including but not limited to, computer tapes, discs, files audio tapes or any other Project related items as requested by City or its authorized representative, at no additional cost to the City.
6.14. Public Records Act Disclosure. Consultant has been advised and is aware that this Agreement and all reports, documents, information and data, including, but not limited to, computer tapes, discs or files furnished or prepared by Consultant, or any of its subcontractors, pursuant to this Agreement and provided to City may be subject to public disclosure as required by the California Public Records Act (California Government Code section 6250 et seq.).
Exceptions to public disclosure may be those documents or information that qualify as trade secrets, as that term is defined in the California Government Code section 6254.7, and of which Consultant informs City of such trade secret. The City will endeavor to maintain as confidential all information obtained by it that is designated as a trade secret. The City shall not, in any way, be liable or responsible for the disclosure of any trade secret including, without limitation, those records so marked if disclosure is deemed to be required by law or by order of the Court.
6.15. Conflict of Interest. Consultant and its officers, employees, associates and subconsultants, if any, will comply with all conflict of interest statutes of the State of California applicable to Consultant's services under this agreement, including, but not limited to, the Political Reform Act (Government Code sections 81000, et seq.) and Government Code section 1090.
During the term of this Agreement, Consultant and its officers, employees, associates and subconsultants shall not, without the prior written approval of the City Representative, perform work for another person or entity for whom Consultant is not currently performing work that would require Consultant or one of its officers, employees, associates or subconsultants to abstain from a decision under this Agreement pursuant to a conflict of interest statute.
6.16. Responsibility for Errors. Consultant shall be responsible for its work and results under this Agreement. Consultant, when requested, shall furnish clarification and/or explanation as may be required by the City’s representative, regarding any services rendered under this Agreement at no additional cost to City. In the event that an error or omission attributable to Consultant occurs, then Consultant shall, at no cost to City, provide all necessary design drawings, estimates and other Consultant professional services necessary to rectify and correct the matter to the sole satisfaction of City and to participate in any meeting required with regard to the correction.
6.17. Prohibited Employment. Consultant will not employ any regular employee of City while this Agreement is in effect.
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6.18. Order of Precedence. In the event of an inconsistency in this Agreement and any of the attached Exhibits, the terms set forth in this Agreement shall prevail. If, and to the extent this Agreement incorporates by reference any provision of any document, such provision shall be deemed a part of this Agreement. Nevertheless, if there is any conflict among the terms and conditions of this Agreement and those of any such provision or provisions so incorporated by reference, this Agreement shall govern over the document referenced.
6.19. Costs. Each party shall bear its own costs and fees incurred in the preparation and negotiation of this Agreement and in the performance of its obligations hereunder except as expressly provided herein.
6.20. Binding Effect. This Agreement binds and benefits the parties and their respective permitted successors and assigns.
6.21. No Third Party Beneficiary Rights. This Agreement is entered into for the sole benefit of City and Consultant and no other parties are intended to be direct or incidental beneficiaries of this Agreement and no third party shall have any right in, under or to this Agreement.
6.22. Headings. Paragraphs and subparagraph headings contained in this Agreement are included solely for convenience and are not intended to modify, explain or to be a full or accurate description of the content thereof and shall not in any way affect the meaning or interpretation of this Agreement.
6.23. Construction. The parties have participated jointly in the negotiation and drafting of this Agreement and have had an adequate opportunity to review each and every provision of the Agreement and submit the same to counsel or other consultants for review and comment. In the event an ambiguity or question of intent or interpretation arises with respect to this Agreement, this Agreement shall be construed as if drafted jointly by the parties and in accordance with its fair meaning. There shall be no presumption or burden of proof favoring or disfavoring any party by virtue of the authorship of any of the provisions of this Agreement.
6.24. Amendments. Only a writing executed by the parties hereto or their respective successors and assigns may amend this Agreement.
6.25. Waiver. The delay or failure of either party at any time to require performance or compliance by the other of any of its obligations or agreements shall in no way be deemed a waiver of those rights to require such performance or compliance. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the party against whom enforcement of a waiver is sought. The waiver of any right or remedy in respect to any occurrence or event shall not be deemed a waiver of any right or remedy in respect to any other occurrence or event, nor shall any waiver constitute a continuing waiver.
6.26. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable in any circumstance, such determination shall not affect the validity or enforceability of the remaining terms and provisions hereof or of the offending provision in any other circumstance. Notwithstanding the foregoing, if the value of this Agreement, based upon the substantial benefit of the bargain for any party, is materially impaired, which determination made by the presiding court or arbitrator of competent jurisdiction shall be binding, then both parties agree to substitute such provision(s) through good faith negotiations. 11 Lumos Engineering
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6.27. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original. All counterparts shall be construed together and shall constitute one agreement.
6.28. Corporate Authority. The persons executing this Agreement on behalf of the parties hereto warrant that they are duly authorized to execute this Agreement on behalf of said parties and that by doing so the parties hereto are formally bound to the provisions of this Agreement.
[Signatures appear on following page.]
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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by and through their respective authorized officers, as of the date first above written.
CONSULTANT
__________________________________ Date: __________________________ Signature
__________________________________
[Name and Title]
CITY OF POINT ARENA
__________________________________ Date: __________________________ Molly C. Haviland
City Manager
ATTEST:
__________________________________
Paul Andersen
City Clerk
APPROVED AS TO FORM:
__________________________________ Date: __________________________ Baron Bettenhausen
City Attorney
APPROVED AS TO INSURANCE:
__________________________________ Date: __________________________ Erike Young
Risk Management
APPROVED AS TO CONTENT:
__________________________________ Date: __________________________ [Name]
Project Manager
DEPARTMENTAL APPROVAL:
__________________________________ Date: __________________________ [Name]
[Title of Department Head]
EXHIBIT A
Procurement Method
The proposed agreement with Lumos & Associates was not competitively bid because it qualifies as a special services contract under the Point Arena Municipal Code.
Section 3.05.230 of the Municipal Code defines a special services contract as a contract, as described in California Government Code §53060, for specialized services and advice in financial, economic, accounting, engineering, legal, or administrative matters when the individuals providing the services are specially trained, experienced, and competent to perform the required work.
California Government Code §53060 authorizes cities to contract with individuals or firms possessing such specialized professional expertise without following the competitive bidding procedures typically required for public works construction or the purchase of goods. These services are generally selected based on professional qualifications, experience, and technical expertise rather than price alone.
The services contemplated under the proposed agreement include professional civil engineering services related to completion of the design plans for the Windy Hollow Road Rehabilitation Project. The work includes project coordination, surveying, geotechnical investigation, engineering analysis, and preparation of construction drawings and specifications. These services require specialized professional training and expertise and fall within the definition of professional engineering services contemplated by Government Code §53060 and Municipal Code §3.05.230.
Section 3.05.121 of the Point Arena Municipal Code authorizes the City Council to enter into special services contracts without following the competitive bidding procedures otherwise required when, due to the nature of the services or the qualifications required of the service provider, bidding is not appropriate.
Based on the specialized nature of the services required, staff has determined that the agreement qualifies as a special services contract, and the City Council may approve the agreement without formal competitive bidding consistent with Municipal Code §3.05.121.
Exhibit B
Project Management:
We will provide project coordination, administration, and quality control. We will coordinate activities and participate in project meetings with Staff and City Council as needed. Each meeting will include an agenda and minutes. Our project manager will perform brief check-in calls, throughout the contract period. We will monitor budget and schedule and prepare monthly status reports for inclusion with our monthly invoices.
Scope and Cost Control
Cost Control starts with a clearly defined and agreed upon scope of work. Our first step is to review our proposed scope of work with the City to clarify tasks and identify assumptions. When we agree on the work from the start, it is much easier to control costs and identify changes in the scope.
Lumos will detail all the assumptions made to develop the tasks and estimate the level of effort. Competent staff will be assigned for each task to ensure work is completed as envisioned.
Proactively discussing scope maintenance and budgets on a regular basis assists our team with timely change identification, developing alternatives for dealing with the change, and maintaining schedule.
Potential scope changes will be identified and discussed with the City Project Manager.
Clear communication is our best tool to manage project changes.
City Engineering Services (Acting City Engineer)
As Acting City Engineer, we provide a range of services, including engineering design support, technical administration, and operations and maintenance support.
The following list outlines some of the many scope of work items that can be carried out by an on-call Acting City Engineer. Our team is prepared to address all of the services outlined below.
City Engineering Services
• Engineered design of improvement projects (water, sewer, drainage, roads, trails, structural, etc.)
• Pavement Management/Inspections
• Construction observation/assistance and materials testing • Geotechnical investigation and testing
• Capital Improvement Program (CIP) Development and Management • Project planning and scheduling
• Utility Master Planning
• Proposal and bid evaluation
• Grant applications & management
• Represent the City with community and outside agencies • Prepare and present staff reports
• Prepare status reports for projects
• Participate in Public Works Committee meetings
• Monitor changes in state laws/regulations that may affect public works and engineering operations
• Review and comment upon changes in municipal codes
• Prepare updates to City standard drawings
• Provide emergency response in times of infrastructure failure, unusual weather and other disasters such as flooding, earthquake, etc. • Provide utility interface as necessary with PG&E, cable and other utility providers
• Procurement assistance for specialized services, i.e. speed surveys, small construction projects, etc.
Applicant Funded City Engineering Services
• Planning / entitlement application review
• Encroachment permit application review
• Utility encroachment permit review
• Traffic Control plan review
• Improvement plan review
Construction Services
• Construction Administration / Management
• Construction Engineering
• Construction observation and materials testing
Surveying Services
Topographic Data Collection and Mapping
Base Mapping
Boundary Surveys
Plats and Legal Descriptions
Construction Staking
Parcel Map Review
Final Map Review
City Surveyor Services
GIS Mapping and Analysis
Review, comment and issuance of Certificate of Compliance for lot line adjustments.
Standard Fee Schedule
January 1, 2026
CA
• Fees for prevailing wage rate projects are available upon request or as required. • Map filing, checking, consulting, and other fees paid on behalf of the client shall be billed at cost plus fifteen percent (15%). • Overtime hours will be billed at 1.5 times the standard rate where applicable. • Survey and Field crew billing rates include standard field survey equipment and truck up to 30 mile radius, after which mileage rates apply
• Fees for depositions and testimony will be billed at two (2) times the standard billing rates Engineering Per Hour
Director $350
Group Manager 330
Project / Senior Project Manager 280/300
Staff / Project / Senior Hydrogeologist 225/235/255
Staff / Project / Senior Engineer 230/240/260
Project / Senior / Lead Project Coordinator 220/230/250 Project Designer I / II / III / IV / V 125/165/185/200/210 Structural Drafter I / II / III / IV / V 120/160/180/195/205 Hydrogeologist Tech I / II / III / IV / V 120/160/180/195/205 Construction Per Hour
Director $350
Group Manager 330
Assistant / Project / Senior Project Manager 250/280/300 Project / Senior Geotechnical Engineer 240/255
Construction Services Supervisor / Engineer 205/220
Project / Senior Project Coordinator 220/230
Geotechnician 195
Inspector / Senior Inspector (includes nuclear gauge) 185/200 Construction Technician I / II / III / IV 150/160/170/180 Materials Technician I / II / III / IV (includes nuclear gauge) 120/150/160/170 Surveying Per Hour
Director $350
Group Manager 330
Assistant / Project / Senior Project Manager 250/280/300 Associate / Staff / Project / Senior Surveyor 220/230/240/255 Project / Senior Project Coordinator 220/230
Photogrammetrist / Photogrammetry Manager 175/230
GIS Analyst 175
Surveying Technician I / II / III / IV/ V 125/165/185/195/205 Party Chief / Sr. Party Chief 220/240
Administrative & Other Services Per Hour
Administrative Support $135
Copy & Print Services Cost + 15%
Mileage (per mile) 0.90
These rates apply to services rendered through December 31, 2026. Services provided after this date will be invoiced according to the Standard Fee Schedule in effect at that time.
Exhibit C
Exhibit D
Project schedules will be developed concurrent with the preparation of scopes of services for specific task orders.
Boise • Carson City • El Dorado Hills • Fallon • Lake Tahoe • Reno • Roseville L:\Marketing\Proposals\2026 Proposals\LA26.160 - Pt Arena City Engineer Services\02_Proposal Content\Drafts.Revisions\Windy Hollow Design Services.docx
El Dorado Hills
3840 El Dorado Hills Blvd., Suite 301
El Dorado Hills, California 95762
916.980.8228 LumosInc.com
February 26, 2026
Paul Andersen
Assistant City Manager
PO Box 67
451 School Street
City of Point Arena, CA 95468
Sent by email only to [email protected]
Subject: Windy Hollow Reconstruction–
Task Order Request – Engineering Design Services
Dear Mr. Andersen,
This letter outlines the scope of services anticipated to complete the design of the Windy Hollow Reconstruction Project.
Project Understanding
The City is moving forward with reconstruction of Windy Hollow Road. Previous engineering efforts have provided some project direction, but the work is not complete.
The City has supplied video, photographs, and partially completed construction documents. To meet the CTC agenda deadline for securing $400,000 in LPP project funding, the City requires 100% construction documents by April 27, 2026.
Windy Hollow Road is a two-lane facility serving multiple businesses and residences, including the Garcia River Casino and the Manchester–Point Arena Rancheria.
Roadside vegetation has encroached into the shoulders, and accumulated debris, sediment, and soil are causing stormwater to leave the shoulders and flow into the travel lanes. Improvements are needed to restore pavement condition and correct drainage issues.
Construction is planned for Summer 2026 with an estimated duration of 30 working days. The construction schedule assumes all permits from outside agencies and funding are in place by June 26, 2026, to facilitate bid advertisement in July. Bids will not be advertised until all necessary permits are procured.
Additional field data is required to produce final plans that improve pavement condition, address localized drainage issues, and achieve the expected design life for a reconstructed roadway. To deliver the 100% bid documents, Lumos & Associates has prepared the following Scope of Services.
Project Scope
The following is a summary of the services needed to complete the bid documents by April 27, 2026.
Task 1 - Project Management and Coordination
a) Lumos will perform bi-weekly check in calls with the City. i. We will discuss any unforeseen design challenges and changes. ii. Coordinate with City regarding timing of grant funding. iii. Present and digital review of plans prior to publishing 100% iv. Manage the project schedule
b) Lumos will prepare and submit monthly invoices for work performed. c) Lumos will conduct correspondence as needed to keep the project moving forward.
Deliverables:
Teams check in calls during design phase (Approximately to 4) Intermediate plan review Teams call (1 ea)
Monthly invoices (Approximately 3)
Emails and correspondence as needed
Task 2 - Topography
a) Lumos will dispatch a survey crew to define the proposed work area. We will identify limits of existing pavement, AC Dike, roadside drainage, culvert crossings, and utility appurtenances.
We will define the existing road profile.
Deliverables:
Topographic design files (.dwg and .pdf)
Task 3 - Geotechnical
a) Lumos will collect soil samples from up to 4 boring locations b) Lumos will perform Laboratory analysis to determine soil properties c) Lumos will prepare a geotechnical memorandum to report findings and recommend pavement structure section.
Deliverables:
Geotechnical Memorandum.
Task 4 - Quality Assurance and Quality Control
a) Lumos will utilize internal staff to conduct independent quality control and constructability review.
b) Lumos will address each and every item identified by the QA/QC review prior to submittal of stamped design documents to the City.
Deliverables:
Design documents with red lines (pdf)
Task 5 - 100% Bid Documents
a) Lumos will prepare 100% plans consisting of plan view of the work area and construction details to facilitate design.
b) Lumos will prepare 100% technical specifications to describe the proposed work. c) Lumos will prepare a 100% Engineers Opinion of Probable Construction Costs.
Deliverables:
100% Design Drawings (pdf)
100% Technical Specifications (pdf)
100% Engineers Opinion of Probable Construction Costs (pdf) Assumptions
• Grading design will not be needed to communicate drainage improvements. After the topography is collected it may be determined that grading is needed. If this is the case, we will clearly outline the conditions and impacts so that an equitable adjustment to the design can be made.
• The City will prepare the front-end contract documents including notice to bidders, and the contract.
• City will be the point of contact for the CTC and prepare application / submittal to program funding.
• City will procure any environmental permits and coastal development permits necessary to facilitate proposed work.
• City will advertise construction in local paper and plan rooms. • A task order will be developed for Bid Assistance and Construction Services once construction funding has been secured.
Schedule
Fee Estimate
If you have any questions, please do not hesitate to contact me at 916.257.5080.
Sincerely, Approved By:
______________________ ____________________
Aaron Brusatori, PE City of Point Arena
Group Manager
Task Description Start End Duration
Task 1 Project Management 10-Mar 15-May 9 Weeks
Task 2 Topography 17-Mar 27-Mar 1 Week
Task 3 Geotechnical Services 17-Mar 27-Mar 1 Week
Task 4 Quality Assurance and Quality Control 23-Mar 25-Mar 2 Days Task 5 100% Bid Documents 30-Mar 20-Apr 3 Weeks
Task Description Fee
Task 1 Project Management $1,700
Task 2 Topography $9,900
Task 3 Geotechnical Services $9,000
Task 4 Quality Assurance and Quality Control $1,400
Task 5 100% Bid Documents $17,800
Total $39,800