Form: Professional Services Agreement v. January 2021 Page 1 of 16 Kimley-Horn and Associates, Inc.
August. 2022
AGREEMENT
FOR PROFESSIONAL SERVICES
BETWEEN
THE CITY OF SALINAS AND
KIMLEY-HORN AND ASSOCIATES, INC.
Form: Professional Services Agreement v. January 2021 Page 2 of 16 Kimley-Horn and Associates, Inc.
January, 2023
Contents
RECITALS ..................................................................................................................................... 4 TERMS ........................................................................................................................................... 4
1. Scope of Service. ................................................................................................................. 4
2. Term; Completion Schedule. ............................................................................................... 4
3. Compensation. ..................................................................................................................... 4
4. Billing. ................................................................................................................................. 4
5. Meet & Confer. .................................................................................................................... 5
6. Additional Copies................................................................................................................. 5
7. Responsibility of Consultant. ............................................................................................... 5
8. Responsibility of City. ......................................................................................................... 5
9. Acceptance of Work Not a Release. .................................................................................... 6
10. Indemnification and Hold Harmless. ................................................................................... 6
11. Insurance. ............................................................................................................................. 6
12. Access to Records. ............................................................................................................... 6
13. Non-Assignability. ............................................................................................................... 6
14. Changes to Scope of Work. ................................................................................................. 7
15. Ownership of Documents. ................................................................................................... 7
16. Termination. ......................................................................................................................... 7
17. Compliance with Laws, Rules, and Regulations. ................................................................ 8
18. Exhibits Incorporated. .......................................................................................................... 8
19. Independent Contractor. ....................................................................................................... 8
20. Integration and Entire Agreement. ....................................................................................... 8
21. Jurisdiction and Venue. ........................................................................................................ 8
22. Severability .......................................................................................................................... 9
23. Notices. ................................................................................................................................ 9
24. Nondiscrimination................................................................................................................ 9
25. Conflict of Interest. ............................................................................................................ 10
26. Headings. ........................................................................................................................... 10
27. Attorneys’ Fees .................................................................................................................. 10
28. Non-Exclusive Agreement. ................................................................................................ 10
29. Rights and Obligations Under Agreement. ........................................................................ 10
30. Licenses.............................................................................................................................. 10
31. Counterparts. ...................................................................................................................... 10
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32. Legal Representation. ........................................................................................................ 10
33. Joint Representation. .......................................................................................................... 11
34. Warranty of Authority........................................................................................................ 11
35. No Waiver of Rights. ......................................................................................................... 11 Exhibit A- Insurance Requirements .............................................................................................. 13 Exhibit B- Scope of Service .......................................................................................................... 16
Form: Professional Services Agreement v. January 2021 Page 4 of 16 Kimley-Horn and Associates, Inc.
January, 2023
AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN
THE CITY OF SALINAS AND KIMLEY-HORN AND ASSOCIATES, INC.
This Agreement for Professional Services (the “Agreement” and/or “Contract”) is made and entered into this ____ day of , 2023, between the City of Salinas, a California Charter city and municipal corporation (hereinafter “City”), and KIMLEY-HORN AND ASSOCIATES, INC., a North Carolina corporation, (hereinafter “Consultant”).
RECITALS
WHEREAS, Consultant represents that he, she, or it is specially trained, experienced, and competent to perform the special services which will be required by this Agreement; and
WHEREAS, Consultant and City entered into a master service agreement for traffic and transportation on-call services by Council Resolution No 22563 (executed January 10, 2023); and
WHEREAS, Consultant is willing to render such professional services, as hereinafter defined, on the following terms and conditions.
NOW, THEREFORE, City and Consultant agree as follows:
TERMS
1. S cope of Service. The project contemplated and the scope of Consultant’s services are described in Exhibit B, attached hereto and incorporated herein by reference.
2. T
erm; Completion Schedule. This Agreement shall commence on ____________, 2023 and shall terminate on June 30, 2024, unless extended in writing by either party upon (30) days written notice. This Agreement may be extended only upon mutual written consent of the parties, and may be terminated only pursuant to the terms of this Agreement.
3. C
ompensation. City hereby agrees to pay Consultant for services rendered the City pursuant to this Agreement on a time and materials basis according to the rates of compensation as set forth in Exhibit B. The total amount of compensation to be paid under this Agreement shall not exceed four hundred eleven thousand, nine hundred seventy dollars ($411,970).
4. B
illing. Consultant shall submit to City an itemized invoice, prepared in a form satisfactory to City, describing its services and costs for the period covered by the invoice.
Except as specifically authorized by City, Consultant shall not bill City for duplicate services performed by more than one person. Consultant’s bills shall include the following information to which such services cost or pertain:
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(A) A brief description of services performed;
(B) The date the services were performed;
(C) The number of hours spent and by whom;
(D) A brief description of any costs incurred; and
(E) The Consultant’s signature.
Any such invoices shall be in full accord with any and all applicable provisions of this Agreement.
City shall make payment on each such invoice within thirty (30) days of receipt; provided, however, that if Consultant submits an invoice which is incorrect, incomplete, or not in accord with the provisions of this Agreement, City shall not be obligated to process any payment to Consultant until thirty (30) days after a correct and complying invoice has been submitted by Consultant. The City shall process undisputed portion immediately.
5. Meet & Confer. Consultant agrees to meet and confer with City or its agents or employees with regard to services as set forth herein as may be required by the City to ensure timely and adequate performance of the Agreement.
6. Additional Copies. If City requires additional copies of reports, or any other material which Consultant is required to furnish as part of the services under this Agreement, Consultant shall provide such additional copies as are requested, and City shall compensate Consultant for the actual costs related to the production of such copies by Consultant.
7. Responsibility of Consultant. By executing this Agreement, Consultant agrees that the services to be provided and work to be performed under this Agreement shall be performed in a fully competent manner. By executing this Agreement, Consultant further agrees and represents to City that the Consultant possesses, or shall arrange to secure from others, all of the necessary professional capabilities, experience, resources, and facilities necessary to provide the City the services contemplated under this Agreement and that City relies upon the professional skills of Consultant to do and perform Consultant’s work. Consultant further agrees and represents that Consultant shall follow the current, generally accepted practices in this area to the profession to make findings, render opinions, prepare factual presentations, and provide professional advice and recommendations regarding the projects for which the services are rendered under this Agreement.
8. Responsibility of City. To the extent appropriate to the projects to be completed by Consultant pursuant to this Agreement, City shall:
(A) Assist Consultant by placing at its disposal all available information pertinent to the projects, including but not limited to, previous reports and any other data relative to the projects. Nothing contained herein shall obligate City to incur any expense in connection with completion of studies or acquisition of information not otherwise in the possession of City.
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(B) Examine all studies, reports, sketches, drawings, specifications, proposals, and other documents presented by Consultant, and render verbally or in writing as may be appropriate, decisions pertaining thereto within a reasonable time so as not to delay the services of Consultant.
(C) Steve Carrigan, City Manager, or his designee, shall act as City’s representative with respect to the work to be performed under this Agreement. Such person shall have the complete authority to transmit instructions, receive information, interpret and define City’s policies and decisions with respect to materials, equipment, elements, and systems pertinent to Consultant’s services. City may unilaterally change its representative upon notice to the Consultant.
(D) Give prompt written notice to Consultant whenever City observes or otherwise becomes aware of any defect in a project.
9. Acceptance of Work Not a Release. Acceptance by the City of the work to be performed under this Agreement does not operate as a release of Consultant from professional responsibility for the work performed.
10. Indemnification and Hold Harmless.
Consultant agrees to indemnify, including the cost to defend, City and its officers, officials, employees, and volunteers from and against any and all claims, demands, costs, or liability that arise out of, or pertain to, or relate to the negligence, recklessness, or willful misconduct of Consultant and its employees or agents in the performance of services under this contract, but this indemnity does not apply to liability for damages arising from the sole negligence, active negligence, or willful acts of the City; and does not apply to any passive negligence of the City unless caused at least in part by the Consultant (aka Design Professional).
11. Insurance. Consultant shall procure and maintain for the duration of this Agreement insurance meeting the requirements specified in Exhibit A hereto.
12. Access to Records. Consultant shall maintain all preparatory books, records, documents, accounting ledgers, and similar materials including but not limited to calculation and survey notes relating to work performed for the City under this Agreement on file for at least three (3) years following the date of final payment to Consultant by City. Any duly authorized representative(s) of City shall have access to such records for the purpose of inspection, audit, and copying at reasonable times during Consultant’s usual and customary business hours.
Consultant shall provide proper facilities to City’s representative(s) for such access and inspection.
13. Non-Assignability. It is recognized by the parties hereto that a substantial inducement to City for entering into this Agreement was, and is, the professional reputation and competence of Consultant. This Agreement is personal to Consultant and shall not be assigned by it without express written approval of the City.
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14. Changes to Scope of Work. City may at any time, and upon a minimum of ten (10) days written notice, seek to modify the scope of services to be provided for any project to be completed under this Agreement. Consultant shall, upon receipt of said notice, determine the impact on both time and compensation of such change in scope and notify City in writing. Upon agreement between City and Consultant as to the extent of said impacts to time and compensation, an amendment to this Agreement shall be prepared describing such changes.
Execution of the amendment by City and Consultant shall constitute the Consultant’s notice to proceed with the changed scope.
15. Ownership of Documents. Title to all final documents, including drawings, specifications, data, reports, summaries, correspondence, photographs, computer software (if purchased on the City’s behalf), video and audio tapes, software output, and any other materials with respect to work performed under this Agreement shall vest with City at such time as City has compensated Consultant, as provided herein, for the services rendered by Consultant in connection with which they were prepared. City agrees to hold harmless and indemnify the Consultant against all damages, claims, lawsuits, and losses of any kind including defense costs arising out of any use of said documents, drawings, and/or specifications on any other project without written authorization of the Consultant.
16. Termination.
(A) City shall have the authority to terminate this Agreement, upon ten days written notice to Consultant, as follows:
(1) If in the City’s opinion the conduct of the Consultant is such that the interest of the City may be impaired or prejudiced, or
(2) For any reason whatsoever.
(B) Upon termination, Consultant shall be entitled to payment of such amount as fairly compensates Consultant for all work satisfactorily performed up to the date of termination based upon the Consultant’s rates shown in Exhibit B and/or Section 3 of this Agreement, except that:
(1) In the event of termination by the City for Consultant’s default, City shall deduct from the amount due Consultant the total amount of additional expenses incurred by City as a result of such default. Such deduction from amounts due Consultant are made to compensate City for its actual additional costs incurred in securing satisfactory performance of the terms of this Agreement, including but not limited to, costs of engaging another consultant(s) for such purposes. In the event that such additional expenses shall exceed amounts otherwise due and payable to Consultant hereunder, Consultant shall pay City the full amount of such expense.
(C) In the event that this Agreement is terminated by City for any reason, Consultant shall:
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(1) Upon receipt of written notice of such termination promptly cease all services on this project, unless otherwise directed by City; and
(2) Deliver to City all documents, data, reports, summaries, correspondence, photographs, computer software output, video and audio tapes, and any other materials provided to Consultant or prepared by or for Consultant or the City in connection with this Agreement. Such material is to be delivered to City in completed form; however, notwithstanding the provisions of Section 15 herein, City may condition payment for services rendered to the date of termination upon Consultant’s delivery to the City of such material.
(D) In the event that this Agreement is terminated by City for any reason, City is hereby expressly permitted to assume the projects and complete them by any means, including but not limited to, an agreement with another party.
(E) The rights and remedy of the City and Consultant provided under this Section are not exclusive and are in addition to any other rights and remedies provided by law or appearing in any other section of this Agreement.
17. Compliance with Laws, Rules, and Regulations. Services performed by Consultant pursuant to this Agreement shall be performed in accordance and full compliance with all applicable federal, state, and City laws and any rules or regulations promulgated thereunder.
18. Exhibits Incorporated. All exhibits referred to in this Agreement and attached to it are hereby incorporated in it by this reference. In the event there is a conflict between any of the terms of this Agreement and any of the terms of any exhibit to the Agreement, the terms of the Agreement shall control the respective duties and liabilities of the parties.
19. Independent Contractor. It is expressly understood and agreed by both parties that Consultant, while engaged in carrying out and complying with any of the terms and conditions of this Agreement, is an independent contractor and not an employee of the City. Consultant expressly warrants not to represent, at any time or in any manner, that Consultant is an employee or servant of the City.
20. Integration and Entire Agreement. This Agreement represents the entire understanding of City and Consultant as to those matters contained herein. No prior oral or written understanding shall be of any force or effect with respect to those matters contained herein. This Agreement may not be modified or altered except by amendment in writing signed by both parties.
21. Jurisdiction and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California, County of Monterey, and City of Salinas.
Jurisdiction of litigation arising from this Agreement shall be in the State of California, in the County of Monterey or in the appropriate federal court with jurisdiction over the matter.
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22. Severability. If any part of this Agreement is found to be in conflict with applicable laws, such part shall be inoperative, null and void insofar as it is in conflict with said laws, but the remainder of the Agreement shall continue to be in full force and effect.
23. Notices.
(A) Written notices to the City hereunder shall, until further notice by City, be addressed to:
City Manager
City of Salinas
200 Lincoln Avenue
Salinas, California 93901
With a copy to:
City Attorney
City of Salinas
200 Lincoln Avenue
Salinas, California 93901
(B) Written notices to the Consultant shall, until further notice by the Consultant, be addressed to:
Kimley-Horn and Associates
Attn: Elbert Chang
1300 Clay Street, Suite 325
Oakland, CA 94612
(C) The execution of any such notices by the City Manager shall be effective as to Consultant as if it were by resolution or order of the City Council, and Consultant shall not question the authority of the City Manager to execute any such notice.
(D) All such notices shall either be delivered personally to the other party’s designee named above, or shall be deposited in the United States Mail, properly addressed as aforesaid, postage fully prepaid, and shall be effective the day following such deposit in the mail.
24. Nondiscrimination. During the performance of this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of race, color, religion, ancestry, creed, sex, national origin, familial status, sexual orientation, age (over 40 years) or disability. Consultant shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion,
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ancestry, creed, sex, national origin, familial status, sexual orientation, age (over 40 years) or disability.
25. Conflict of Interest. Consultant warrants and declares that it presently has no interest, and shall not acquire any interest, direct or indirect, financial or otherwise, in any manner or degree which will render the services required under the provisions of this Agreement a violation of any applicable local, state or federal law. Consultant further declares that, in the performance of this Agreement, no subcontractor or person having such an interest shall be employed. In the event that any conflict of interest should nevertheless hereinafter arise, Consultant shall promptly notify City of the existence of such conflict of interest so that City may determine whether to terminate this Agreement. Consultant further warrants its compliance with the Political Reform Act (Government Code section 81000 et seq.) and Salinas City Code Chapter 2A that apply to Consultant as the result of Consultant’s performance of the work or services pursuant to the terms of this Agreement.
26. Headings. The section headings appearing herein shall not be deemed to govern, limit, modify, or in any manner affect the scope, meaning or intent of the provisions of this Agreement.
27. Attorneys’ Fees. In case suit shall be brought to interpret or to enforce this Agreement, or because of the breach of any other covenant or provision herein contained, the prevailing party in such action shall be entitled to recover their reasonable attorneys’ fees in addition to such costs as may be allowed by the Court. City’s attorneys’ fees, if awarded, shall be calculated at the market rate.
28. Non-Exclusive Agreement. This Agreement is non-exclusive and both City and Consultant expressly reserves the right to contract with other entities for the same or similar services.
29. Rights and Obligations Under Agreement. By entering into this Agreement, the parties do not intend to create any obligations express or implied other than those set out herein; further, this Agreement shall not create any rights in any party not a signatory hereto.
30. Licenses. If a license of any kind, which term is intended to include evidence of registration, is required of Consultant, its representatives, agents or subcontractors by federal, state or local law, Consultant warrants that such license has been obtained, is valid and in good standing, and that any applicable bond posted in accordance with applicable laws and regulations.
31. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute a single agreement.
32. Legal Representation. Each party affirms that it has been represented, if it so chose, by legal counsel of its own choosing regarding the preparation and the negotiation of this Agreement and the matters and claims set forth herein, and that each of them has read this Agreement and is fully aware of its contents and its legal effect. Neither party is relying on any
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statement of the other party outside the terms set forth in this Agreement as an inducement to enter into this Agreement.
33. Joint Representation. The language of all parts of this Agreement shall in all cases be construed as a whole, according to its fair meaning, and not strictly for or against any party. No presumptions or rules of interpretation based upon the identity of the party preparing or drafting the Agreement, or any part thereof, shall be applicable or invoked.
34. Warranty of Authority. Each party represents and warrants that it has the right, power, and authority to enter into this Agreement. Each party further represents and warrants that it has given any and all notices, and obtained any and all consents, powers, and authorities, necessary to permit it, and the persons entering into this Agreement for it, to enter into this Agreement.
35. No Waiver of Rights. Waiver of a breach or default under this Agreement shall not constitute a continuing waiver or a waiver of a subsequent breach of the same or any other provision of this Agreement. The failure to provide notice of any breach of this Agreement or failure to comply with any of the terms of this Agreement shall not constitute a waiver thereof.
Failure on the part of either party to enforce any provision of this Agreement shall not be construed as a waiver of the right to compel enforcement of such provision or any other provision. A waiver by the City of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the date first written above.
CITY OF SALINAS
____________________________
Steve Carrigan, City Manager
APPROVED AS TO FORM:
_________________________
□ Christopher A. Callihan, City Attorney, or
□ Rhonda Combs, Assistant City Attorney
CONSULTANT
___________________________________
By (Printed Name): ___________________
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Its (Title): ___________________________
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Exhibit A- Insurance Requirements
Insurance Requirements
Consultant shall procure and maintain for the duration of the Agreement insurance against claims for injuries to persons or damage to property which may arise from or in connection with the performance of the work hereunder and the results of that work by the Consultant , his agents, representatives, employees, or subcontractors. With respect to General Liability and Professional Liability, coverage should be maintained for a minimum of five (5) years after Agreement completion.
MINIMUM SCOPE AND LIMIT OF INSURANCE
Coverage shall be at least as broad as:
(A) Commercial General Liability (“CGL”): Insuranc e Services Office Form (“ISO”) CG 00 01 covering CGL on an occurrence basis, including products and completed operations, property damage, bodily injury, and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit. (B) Automobile Liability: ISO Form CA 0001 covering any auto, or if Consult ant has no owned autos, hired and non- owned, with limit s no less than $1,000,000 per accident for bodily injury and property damage.
(C) Workers’ Compensation insurance as required by the State of California, with S tatutory Limits, and Employer’s Liability Insurance with a limit of no less than $1,000,000 per accident for bodily injury or disease.
(D) Professional Liability (also known as Errors and Omissions) insurance appropriate to the work being performed, with limits no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate per policy period of one year.
If the Consultant maintains broader coverage and/or higher limits than the minimums shown above, the City of Salinas requires and shall be entitled to the broader coverage and/or 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.
OTHER INSURANCE PROVISIONS
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
The City of
Salinas , its officers, officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the Consultant including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the Consultant’s insurance (at least as broad as ISO Form CG 20 10, CG 11 85, or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).
Exhibit B - Scope and Services
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Primary Coverage
For any claims related to this Agreement or the project described within this Agreement, the Consultant’s insurance coverage shall be primary coverage at least as broad as ISO Form CG 20 01 04 13 as respects the City, its officers, officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its officers, officials, employees, or volunteers shall be excess of the Consultant’s insurance and shall not contribute with it.
Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to the City.
Waiver of Subrogation
Consultant hereby grants to C ity a waiver of any right to subrogation which any insurer of said Consultant may acquire against the City by virtue of the payment of any loss under such insurance.
Consultant agrees to obtain any endorsement that may be necessary to affect this waiver o f subrogation, but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer.
The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City of Salinas for all work performed by the Consultant, its employees, agents, and subcontractors.
Self-Insured Retentions
Self-insured retentions must be declared by Consultant to and approved by the City. At the option of the City, Consultant shall provide coverage to reduce or eliminate such self-insured retentions as respects the City, its officers, officials, employees, and volunteers; or the consultant shall provide evidence satisfactory to the City guaranteeing payment of losses and related investigations, claim administrations, and defense expenses. The policy language shall provide, or be endorsed to provide, that the self-insured retention may be satisfied by either the named insured or City.
Acceptability of Insurers
Insurance is to be placed with insurers with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.
Claims Made Policies
If any of the required policies provide coverage on a claims-made basis:
1. The Retroactive Date must be shown and must be before the date of this Agreement or the beginning of Agreement work.
2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the Agreement of work.
3. If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Dat e prior to the Agreement effective date, the Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Agreement work.
4. A copy of the claims reporting requirements must be submitted to the City for review.
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Verification of Coverage
Consultant shall furnish the City with original certificates and amendatory endorsements or copies of the applicable insurance language effecting coverage required by this Agreement. All certificates and endorsements are to be received and approved by the City before work commences. However, failure to obtain the required documents prior to the work beginning shall not waive the Consultant’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.
Subcontractors
Consultant shall require and verify that all sub-consultants and/or subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that Entity is an additional insured on insurance required from such sub-consultants and/or subcontractors.
Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.
Maintenance of Insurance
Maintenance of insurance by Consultant as specified shall in no way be interpreted as relieving Consultant of its indemnification obligations or any responsibility whatsoever and the Consultant may carry, at its own expense, such additional insurance as it deems necessary.
Fo
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E
xhibit B- Scope of Service
[Scope of Service; Compensation]
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 October 28, 2022
(via email)
Mr. Andrew Easterling, PE, TE, PTOE
City of Salinas
Public Works Department
200 Lincoln Avenue
Salinas, CA 93901
RE: Proposal for Salinas Broadband Master Plan and Alisal Neighborhood Broadband Fiber Network Design
Dear Andrew:
Thank you for inviting Kimley-Horn and Associates, Inc. (Kimley-Horn) to provide professional services to the Salinas Broadband Master Plan. Alisal Neighborhood Broadband Fiber Network Design. Attached is our scope and fee based on our various meetings and discussion with the City.
We look forward to continuing our partnership with the City on this transformative project.
Very best regards,
KIMLEY-HORN AND ASSOCIATES, INC.
Elbert Chang, PE, TE
PE No. C61548 and TR2244
Project Manager
Exhibit B - Scope and Services
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712
PROJECT UNDERSTANDING
The City of Salinas desires to extend the City’s fiber network to Alisal Neighborhood Revitalization Area to provide low-cost, high-speed broadband to this key unserved/underserved neighborhood.
The fiber network would serve as a foundation for providing free public Wi-Fi from City-owned facilities and serve as a model for extending free public Wi-Fi___33 to other areas of the City. The Project will also develop a Master Plan that includes developing a broadband operations and maintenance plan, governance model alternatives analysis, identifying funding sources, and public- private partnership opportunities with broadband service providers to provide and increase digital access for underserved/unserved households throughout the City. It will provide preliminary design and cost estimates for projects to bridge the digital divide.
SCOPE OF SERVICES
Task 1: Project Management and Meetings
Immediately following receipt of notice-to-proceed, Kimley-Horn will schedule a project kick-off meeting with the City to review project objectives, project schedule, coordination with other groups, City and Consultant roles, and other pertinent items. This task includes monthly progress meetings. Kimley-Horn will prepare meeting agenda and meeting notes capturing action items and key decisions. Meetings are assumed to be held virtually.
Kimley-Horn shall prepare a project schedule with major milestones to the City for approval. The project schedule shall include each task, subtasks, milestones, submittals, and meetings. Kimley- Horn anticipates using MS-Project and will present the initial schedule to the City for review and approval. The project schedule will be update monthly.
Other elements of this task include general project management and coordination, including management of project staff, quality control, schedule, and project accounting. Monthly project invoices will be prepared and submitted. This task assumes that the project design duration of up to 13 months.
Kimley-Horn will provide Detailed Project Information to support CPUC Quarterly Reporting by the City. Kimley-Horn will coordinate with City on standard reporting format to be completed by Kimley-Horn for each quarter through June 30, 2024. Kimley-Horn will address up to one set of comments by City for each submittal. Kimley-Horn will responds to up to one set of questions by CPUC per submittal.
This task includes presentation on project progress at up to 1 public meeting (City Council or community meetings). Kimley-Horn will confirm purpose of public meetings and required exhibits with City project manager. Kimley-Horn will provide written updates for inclusion with city Staff reports.
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 Task 1 Deliverables
All deliverables will be submitted to the City electronically. § Initial project schedule and monthly schedule updates § Monthly progress reports and invoices
§ Meeting agenda/notes
§ CPUC Quarterly Reports
Task 2: Data Collection/Existing Conditions
To aid in the evaluation and design tasks of this project, Kimley-Horn will request the following materials from the City/Stakeholders:
§ Existing as-builts
§ City Fiber Network
§ Utility information of City-owned facilities
§ Network information of City buildings.
§ Up-to-date contact list (phone number, email, and address, as available) of utility companies § Right-of-way maps
Kimley-Horn will submit utility request letters to utility companies with potential facilities in the project vicinity. These utilities will typically consist of PG&E, television, cable, and municipal utilities such as water, storm drain, and sanitary sewer. It is assumed that the City will provide a list of contact information for utility company representatives within the project area.
After the review of City-provided documentation, Kimley-Horn will conduct a field review of the project area to check the existing infrastructure information provided by the City and record observed deficiencies. During the field review, Kimley-Horn will evaluate traffic signal cabinet infrastructure, building termination points, connecting conduit and pull box infrastructure. Kimley- Horn will request a field walkthrough of project buildings with City IT to review building fiber access points, building cabling/routing, and placement for major communications equipment.
Task 2 Deliverables
All deliverables will be submitted to the City electronically. § Utility Request letters
§ Summary Memo of fieldwork findings
Task 3: Gap Analysis and Preliminary Projects
Kimley-Horn will hold and schedule one workshop with City staff to obtain feedback regarding priority sites, broadband uses, broadband needs, current projects/programs, and “wishlist” items in the context of a comprehensive community vision that includes partnership between City, private service providers, and community groups. Key underserved areas already identified by the City
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 include the Alisal Neighborhood Revitalization Area, Chinatown and parts of downtown. Kimley- Horn will summarize workshop outcomes and identify broadband infrastructure goals for equitable public use, economic development, and City operations purposes that are consistent with the City’s overall policies, priorities, and aspirations.
As an optional task, Kimley-Horn will provide support for additional community outreach and coordination with City staff for additional input to include with the City’s existing conditions and gap analysis.
Kimley-Horn will review fiber network and city facility information (gathered in Task 2) along with workshop feedback to identify gaps in the existing City infrastructure and summarize them with a high-level, city-wide network diagram. Kimley-Horn will prepare a list of strategic enhancements to the network to support broadband access and service for underserved/unserved households. The enhancements will be broken into projects matching project objectives and provide a description of project limits.
Task 3 Deliverables
§ Summary of Existing Conditions Technical Memo
§ Conceptual City/Community Network Design
§ Preliminary Broadband Project List-Draft
Task 4: Alisal Neighborhood Fiber Network Design
Kimley-Horn will prepare construction documents for installation of high-speed fiber-optic network for the Alisal Neighborhood. The Alisal fiber network will include redundant rings that connect to the City’s fiber-optic network and key City and community facilities in the Alisal Neighborhood, including Hartnell East, community buildings, and parks. The fiber network shall provide free public Wi-Fi using City facilities and assets, including building, traffic signals, and streetlights. The design will include system integration to the City’s network at City Hall and private ISP access at Hartnell West.
Prepare Project Base Map
Upon completion of the field review, Kimley-Horn will create a base map in AutoCAD of the project limits and project buildings. Kimley-Horn will prepare the base map using high-resolution, orthogonally rectified aerials retrieved from Nearmap PhotoMaps TM. The base mapping will be reviewed and supplemented based on field observations.
35% Design Documents
Kimley-Horn will prepare 35% level construction documents that identify key network communication hubs, Wi-Fi access points, and fiber-optic cable runs. Fiber interconnect conduits sheets will be prepared at 1=40. Potential network system integration items will be identified.
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 65% Plans, Specifications, and Estimate (PS&E) documents Kimley-Horn will review City comments on the 35% design documents and provide preliminary comment response. Kimley-Horn will meet virtually with City to review. Based on outcome, Kimley- Horn will prepare 65% Plans, Specifications, and Estimate (PS&E) documents showing installation of fiber-optic cable network in existing and new conduits, fiber termination equipment, communications equipment, and details for connection to the existing City fiber network. The plans will include enough detail to provide reviewers a full review of project intent, including electrical details, communications network layout, new equipment locations, splice boxes and pull boxes, conduit/cable routing, cabinet modifications, and end equipment integration.
We anticipate the plan set will consist of the following sheets:
§ Cover Sheet (1 sheet)
§ General Notes (1 sheets)
§ Key Maps (2 sheets)
§ System Diagram (up to 4 sheets)
§ Fiber Optic Interconnect Plans (approximately 16 sheets) Project Technical specifications will be a full draft with initial boilerplate language and anticipated project elements and requirements. They will be based on the City’s specifications from the recent Smart Corridor Project currently under construction.
The engineer’s opinion of probable cost will be developed based on other similar project construction costs and bid results from the area. It will consist of a complete bid list and quantities at the current design stage, and include a contingency and possible alternate bid items that may need to be considered based on the project’s construction budget.
Based on the 65% design, Kimley-Horn will identify system integration items requiring further coordination for successful network performance
90% PS&E Documents
Upon completion of the 65% design review by the City and comment review meeting, Kimley-Horn will advance design to 90% level. Kimley-Horn anticipates the following sheets being added to the set:
§ Construction Details (up to 4 sheets)
§ Fiber Hub and termination Details (up to 2 sheets) – showing building entry and termination details
§ Splice Diagrams (up to 7 sheets) – documenting proposed fiber communication channels and rings.
Project Specifications and Cost Estimate will be updated to include additional design elements.
As part of the 90% Design effort, Kimley-Horn will coordinate with City IT and other network provides to resolve system integration issues identified in the 65% design
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 100% Final Bid Ready PS&E Documents
Upon completion of the 95% design review by the City and comment review meeting, Kimley-Horn will produce a file bid-ready set for advertisement. It is assumed that comments at this stage will be editorial in nature and any design changes at this point will be treated as additional services.
Task 4 Deliverables
All deliverables will be submitted to the City electronically. § Project Base Map
§ 35% PS&E documents
§ 65% PS&E documents with comment response mark-ups
§ 95% PS&E documents with comment response mark-ups
§ 100% Final – Bid Ready PS&E documents with comment response mark-ups Task 5: Alisal Neighborhood WiFi Network Preliminary Design Under this task, Kimley-Horn will coordinate with to identify wireless technology trends, and potential private partners to provide free public Wi-Fi for the Alisal Neighborhood.
Wireless Technology Research and Private Partnership Outreach Kimley-Horn will work with the City to identify potential private ISP and wireless carriers that may be interested in a public private partnership. Kimley-Horn will work with City to identify feasibility of offering various City broadband assets to private partners, including § Existing conduit, buildings, rooftops
§ Existing poles and policies for installing aerial fiber and wireless equipment.
Kimley-Horn will review wireless technology offerings and design requirements on the City’s network to support them and the recommended viability of such technology.
Preliminary PG&E Outreach
Kimley-Horn will coordinate with City to explore electrical and structural requirements for installing wireless network equipment (e.g., microwave repeater radios, mesh network, Wi-Fi access points) on streetlights (City-owned and PG&E owned), traffic signals and buildings. As an optional task, Kimley-Horn will provide PG&E traffic negotiations technical support consisting of providing unit and circuit electrical loads for new equipment, responding the PG&E questions, and providing calculations and documentation in a format acceptable to PG&E. As an optional task, Kimley-Horn will provide structural analysis for radio attachment details.
Wireless Network Design
Based on the information gather above, Kimley-Horn will prepare conceptual design for City wireless network connected to the City’s fiber network. The conceptual design will include typical functional location scenarios, required radio and communications equipment, and network integration
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 requirements. The conceptual design will be presented in graphical format with summary technical memo.
Based on the conceptual design, Kimley-Horn will prepare preliminary design for public Wi-Fi network for the Alisal Neighborhood. The preliminary design will include high-level site and path analysis (based on google earth), supplemented by visual surveys, and identify key nodes and community wireless access points. ROM cost estimate will be provided for budgetary purposes Task 5 Deliverables
§ Wireless Network Conceptual Design and requirements
§ Alisal Preliminary Network Design and Cost Estimate
Task 6: Implementation Plan
Under this task, Kimley-Horn will prepare DRAFT implementation plan elements to be included into the City Broadband Master Plan
Develop Fiber Network Operations Maintenance Plan
Kimley-Horn will confirm with City near-peer public agencies and research their operations and maintenance agreements and costs. Kimley-Horn will develop a summary table with measures to strengthen the City’s existing network and mitigate fiber damage, including high-level effort and costs.
Kimley-Horn will conduct a workshop with City Departments (including public works, transportation, and IT) to identify roles and responsibilities for maintaining fiber, current processes, maintenance/reporting gaps, and feasibility of implementing various network-strengthening efforts identified above.
Based on information collected above, Kimley-Horn will develop a fiber network maintenance plan.
The fiber network maintenance plan will include the following:
§ Needed technical support and reporting tools
§ Annual ongoing Maintenance needs and cost estimates (bare minimum) § Identify high-level key responsibilities by different departments Governance Structures Alternative Analysis
Kimley-Horn will research alternative governance structures operations and maintenance of broadband network. This includes partnering with other jurisdictions in Monterey County such as the South Salinas Valley Broadband Authority (SSVBA) and member agencies of King City, Greenfield, Soledad, Gonzales, and Monterey County, and connection to the California State Broadband Middle Mile Network.
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 Confirming the ideal funding mechanism depends on selecting the ideal business model and then aligning the optimal funding mechanism for that business model. The analyzed funding models consist of Tax Supported Mechanisms (Taxing districts), Property Backed Mechanisms (Improvement districts), Revenue Backed Mechanisms (Revenue bonds), and a Public Utility Model. As an optional task, Kimley-Horn will provide analysis and documentation to support furthering public-private partnership agreements with City and up to two partners. This support may consist of the following:
§ Provide industry knowledge as needed to assist City Legal Advisors in establishing that it has the authority to sponsor and finance the network and in understanding the legal structures available for getting the network financed.
§ Financial Proforma Model - Provide projections on construction costs, the effect of take rate, operational costs, and the cost of internet access via service providers. § Review proposed cost structure for Network Operations, including specific line items and projected subscriber monthly cost.
§ Advise city leaders regarding any requirements for the city to provide a financial backstop to a lender or a guarantee for debt financing in some form.
Research Funding Sources
Kimley-Horn will identify and summarize funding sources for planning, engineering, and construction of broadband projects in the City of Salinas from federal, state, and local sources. Kimley-Horn will provide a description of the program and what elements it can fund. These include the following:
§ Last Mile Federal Funding Account
§ Broadband Equity, Access and Deployment (BEAD)
§ Digital Equity Act (DEA)
§ Affordable Connectivity Program
§ Broadband Infrastructure Program
§ Federal Capital Projects Fund
Task 6 Deliverables
§ Operations and Maintenance Plan -DRAFT
§ Governance Model Alternatives Analysis - DRAFT
§ Funding Opportunities
Task 7: Broadband Master Plan
Kimley-Horn will consolidate the information gathered in previous tasks to prepare a Broadband Master Plan to guide the City’s broadband development for the next 3-5 years. The Broadband Master Plan will assess technological trends and provide deployment strategy. The document will include the following:
· Comprehensive Vision
· Needs Assessment
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 · Existing Conditions and policies
· Gap Analysis
· Proposed Project List and Available Funding
· Final recommendations and implementation roadmap
The Broadband Master plan will include an executive summary listing final recommendations and implementation roadmap for presentation to City Council Task 7 Deliverables
§ Broadband Master Plan – DRAFT and Final
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712
SCHEDULE
No. Task Deadline
1 Project Management and Meetings
Kick-off Meeting (assuming NTP 12/1/22) 12/8/22
City Council presentation TBD
Progress Meetings 1/2023 – 11/2023
2 Data Collection/ Field Investigation
Receive Record Drawing 12/30/22
Complete Field Investigation 1/13/23
Summary Memo of Findings 1/20/23
3 Gap Analysis and Preliminary Projects
Workshop meeting with City Staff 1/27/23
Summary Memo of Existing Conditions 2/10/23
Broadband and Digital Infrastructure Gap Analysis 2/17/23 Conceptual Citywide Fiber Network Design 2/17/23
Preliminary City-wide Broadband Project List 2/17/23
Receive City comments (2-week review period) 3/3/23
Discuss City Comments 3/10/23
4 Alisal Neighborhood Fiber Network Design
Prepare Project Base 1/20/23
Submit 35% Design 2/10/23
Receive City comments (2-week review period) 2/24/23
Discuss City Comments 3/3/23
Submit 65% PS&E Design 3/31/23
Receive City comments (3-week review period) 4/21/23
Discuss City Comments 4/28/23
Submit 90% PS&E Design 5/26/23
Receive City comments (3-week review period) 6/16/23
Discuss City Comments 6/23/23
100% FINAL – Bid Ready documents 7/14/23
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712 No. Task Deadline
5 Alisal Neighborhood Public Wireless Network Preliminary Design
Technology Research and Public Private Partnership Outreach 2/28/23 Preliminary PG&E Outreach 2/28/23
Conceptual Network Graphic and Wireless Network
requirements
3/30/23
Preliminary Network Design 4/14/23
Preliminary Cost Estimate 4/14/23
6 Implementation Plan
Operations and Maintenance Plan - DRAFT 6/23/23
Governance Model Analysis - DRAFT 6/23/23
Funding Opportunities – DRAFT 7/14/23
7 Broadband Master Plan
Review City comments on previous deliverables 8/4/23
Broadband Master Plan - outline 8/18/23
DRAFT Broadband Master Plan 9/22/23
Receive City comments (4-week review period) 10/20/23
Discuss City Comments 10/27/23
FINAL Broadband Master Plan 11/17/23
`
kimley-horn.com 1300 Clay Street, Suite 325, Oakland, CA 94612 510 625 0712
PROFESSIONAL FEE
Kimley-Horn proposes to provide base professional services outlined in this scope of services on a time-and-materials basis with a contract ceiling of $411,970, including $10,000 for specialized sub- consultants. This fee includes labor cost (including indirect expenses) and direct expenses (travel, meals, full-size plan reproduction, overnight mailing) incurred in performing these services.
No. Task Budget
1 Project Management and Meetings $20,630
2 Data Collection/ Field Investigation $29,780
3 Gap Analysis and Preliminary Projects $65,770
4 Alisal Neighborhood Fiber Network Design $103,870
5 Alisal Neighborhood Public Wireless Network Preliminary Design $93,350 6 Implementation Plan $56,910
7 Broadband Master Plan $41,660
TOTAL $411,970
An estimate of hours and cost for each task is attached to this proposal. The information is provided as an estimate only, and Kimley-Horn reserves the right to adjust budgets within authorized tasks while maintaining the total fee. Optional services will only be performed with written authorization from the City at current on-call rates.
Assumptions
This scope of services is based on the following assumptions:
§ Environmental Services are not included in this scope. Based on current understanding and review of readily available data, the projects would satisfy definition for a CE for CEQA and a CE for NEPA. There do not appear to be exceptions to the exemptions or unusual circumstances that would require additional level of CEQA or NEPA review.
Sr. Prof IV
(SME/QC)
Sr. Prof III
(PM) Prof II Analyst III Sr. Admin
Support
Task 1 - Project Management and Meetings 92 $20,330 $300 $20,630 Project Initiation 2 4 6 $1,090
Kick-off Meeting/ City Staff Report Support 8 12 20 $4,640 Monthly progress reports/invoicing 18 18 36 $7,560
CPUC Quarterly Reporting Support 6 6 12 $2,910
City Council Presentations (up to 1) 8 8 2 18 $4,130
Task 2 - Data Collection/ Field Investigation 140 $28,980 $800 $29,780 Data Collection and Coordination 2 12 24 4 42 $8,230
Field Investigation - Existing fiber Network 2 12 20 34 $6,970 Field Investigation - Alisal Neighborhood 2 16 24 42 $8,590 Summary Memo of Findings 2 4 8 8 22 $5,190
Task 3 - Gap Analysis and Preliminary Projects 294 $65,770 $0 $65,770 Key Needs - Workshop Meeting with City staff 4 8 8 2 22 $4,670 Community Outreach and Coordination Support (OPTIONAL) 8 8 8 8 32 $6,600 Summary of Existing Conditions 2 4 8 20 2 36 $7,720
Broadband and Digital Infrastructure Gap Analysis 2 8 20 40 70 $15,030 Conceptual City-wide Fiber Network Design 2 4 20 20 46 $10,050 Preliminary City-wide Broadband Project List 4 8 20 20 52 $12,000 Review City Comments 4 16 16 36 $9,700
Task 4 - Alisal Neighborhood Fiber Network Design 478 $103,870 $0 $103,870 Prepare Project Base Map 4 12 40 56 $11,360
35% Design 4 8 20 40 4 76 $16,300
Review City Comments 2 2 4 8 $1,780
65% PS&E 8 20 40 100 4 172 $37,080
Review City Comments 4 8 8 20 $4,420
90% PS&E 8 8 20 40 4 80 $17,840
Review City Comments 4 4 8 16 $3,560
100% FINAL - Bid Ready Documents 4 12 10 20 4 50 $11,530 Task 5 - Alisal Neighborhood Wi-Fi Network Preliminary Design 366 $82,450 $10,900 $93,350 Technology Research and Public Private Partnership Outreach 8 8 20 20 56 $13,540 Preliminary PG&E Outreach - up to two meetings 2 8 8 8 26 $6,370 PG&E Negotiations Support (OPTIONAL) 4 8 20 20 52 $12,000 Structural Analysis (OPTIONAL) 4 8 20 40 72 $15,800
Conceptual Network Graphic and Network Requirements 4 8 20 20 52 $12,000 $10,000 Preliminary Network Design 2 8 20 40 4 74 $15,530
Preliminary Cost Estimate 2 4 8 16 4 34 $7,210
Task 6 - Implementation Plan 242 $56,610 $300 $56,910
Operations and Maintenance Plan 4 8 20 20 4 56 $12,500
Governance Model Alternatives Analysis 4 8 18 32 62 $13,850 Research Funding Opportunities 4 8 16 40 68 $14,940
Public Private Partnership Negotiations Support (OPTIONAL) 16 8 8 8 40 $11,760 Review City Comments 4 4 8 16 $3,560
Task 7 - Broadband Master Plan 180 $41,360 $300 $41,660 DRAFT Broadband Master Plan 8 20 20 40 88 $20,880
City Comments 4 8 16 28 $5,940
FINAL Broadband Master Plan 8 8 20 20 8 64 $14,540
Total Hours 110 286 494 826 76 232
Billing Rate $385 $295 $215 $190 $125
$399,370 $12,600 $411,970TOTAL
City of Salinas
Salinas Broadband Master Plan and Alisal Neighborhood Broadband Fiber Network Design 10/28/2022-v2
Task
Staff
Total Hours Total Labor Expenses
(est.) Total Cost