Exhibit A – Draft Third Amendment to Kimley-Horn CSA
THIRD AMENDMENT TO THE CONSULTING SERVICES AGREEMENT
BETWEEN THE CITY OF SOUTH SAN FRANCISCO AND KIMLEY-HORN AND ASSOCIATES, INC.
THIS THIRD AMENDMENT TO THE CONSULTING SERVICES AGREEMENT is made at South San Francisco, California, as of (DATE), 2023, by and between THE CITY OF SOUTH SAN FRANCISCO (“City”), a municipal corporation, and KIMLEY-HORN AND ASSOCIATES, INC. (“Consultant”), (sometimes referred together as the “Parties”) who agree as follows:
RECITALS
A. On April 3, 2017, City and Consultant entered that certain Consulting Services Agreement (“Agreement”) whereby Consultant agreed to provide the City with certain services for the South San Francisco Smart Corridor Extension Project. A true and correct copy of the Agreement and its exhibits are attached as Attachment 1 – Kimley-Horn Original CSA.
B. On October 20, 2021, City and Consultant executed a First Amendment to the Agreement to extend the Agreement term. A true and correct copy of the First Amendment and its exhibits are attached as Attachment 2 – First Amendment to Kimley-Horn CSA.
C. On January 26, 2022, City and Consultant executed a Second Amendment to the Agreement to extend the Agreement term and compensation amount. A true and correct copy of the Second Amendment and its exhibits are attached as Attachment 3 – Second Amendment to Kimley-Horn CSA.
D. City and Consultant now desire to amend the Agreement to extend its term and amend the compensation amount.
NOW, THEREFORE, for and in consideration of the promises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, City and Consultant hereby agree as follows:
1. All terms which are defined in the Agreement shall have the same meaning when used in this Amendment, unless specifically provided herein to the contrary.
2. Section 1.1: Term of Services. The end date for the term of service, as stated in Section 1.1 and amended by the First Amendment and Second Amendment, is hereby extended to May 31, 2024.
3. Section 2: Compensation. Section 2 of the Agreement shall be amended such that the City agrees to pay Consultant an additional sum of $88,344.90, for an amended total not-to-exceed amount of $448,064.90, with the understanding that up to $366,262.05 has already been paid to Consultant.
Consultant agrees this is the City’s total contribution for payment of costs under the Agreement unless additional payments are authorized in accordance with the terms of the Agreement and said terms of payment are mutually agreed to by and between the parties inwriting.
Exhibit A – Draft Third Amendment to Kimley-Horn CSA
All other terms, conditions and provisions in the Agreement remain in full force and effect. If there is a conflict between the terms of this Amendment and the Agreement, the terms of the Agreement will control unless specifically modified by this Amendment. [SIGNATURES ON THE FOLLOWING PAGE]
Exhibit A – Draft Third Amendment to Kimley-Horn CSA
Dated: 03/22/2023
CITY OF SOUTH SAN FRANCISCO KIMLEY-HORN AND ASSOCIATES, INC.
By: By:
City Manager Kwasi Akwabi-Ameyaw
Assistant Secretary/Project Manager
Approved as to Form:
By:
City Attorney
Attest:
By:
City Clerk
Exhibit A – Draft Third Amendment to Kimley-Horn CSA
Attachment 1 – Kimley-Horn Original CSA
Exhibit A – Draft Third Amendment to Kimley-Horn CSA
Attachment 2 – First Amendment to Kimley-Horn CSA
Exhibit A – Draft Third Amendment to Kimley-Horn CSA
Attachment 3 – Second Amendment to Kimley-Horn CSA
File Number: 21- 743
City of South San Francisco
City Council
Resolution: RES 14- 2022
P.O. Box 711 ( City Hall,
400 Grand Avenue)
South San Francisco, CA
Enactment Number: RES 14- 2022
RESOLUTION AWARDING A CONSTRUCTION
CONTRACT TO ECONOLITE SYSTEMS, INC. OF
ANAHEIM, CALIFORNIA, ACCEPTING AN
ADDITIONAL $ 1, 600, 000 IN GRANT FUNDING
FROM C/ CAG, APPROVING A CONTRACT
AMENDMENT WITH KIMLEY HORN AND
ASSOCIATES AND APPROVING AN OWNERSHIP,
OPERATIONS, AND MAINTENANCE AGREEMENT
WITH CITY/COUNTY ASSOCIATION OF
GOVERNMENTS ( C/ CAG), ALL FOR THE SMART
CORRIDORS SOUTH SAN FRANCISCO EXPANSION
PROJECT ( PROJECT NO. TR2002).
WHEREAS, the South San Francisco Smart Corridors Expansion Project is part ofthe overall countywide traffic management system Smart Corridors deployment; and WHEREAS, the City issued a notice inviting bids for the project on October 19, 2021, and October 26, 2021, and received four (4) bid proposals in response; and WHEREAS, Econolite Systems, Inc. of Anaheim, California was the lowest responsible bidder and provided competitive unit prices; and
WHEREAS, staff recommends awarding the construction contract to Econolite Systems, Inc. of Anaheim, California in an amount not to exceed $ 5, 372, 702; and authorizing a construction contract authority budget of $5, 909, 972; and
WHEREAS, C/CAG, as the funding agency for the project, approved a project budget of
6. 559M in January 2021, which is funded in part by the State and in part by C/ CAG; and WHEREAS, C/ CAG has provided $ 0.917M of funding pursuant to a Funding Agreement between the City and C/ CAG; and
WHEREAS, in December 2021, C/ CAG' s Board of Directors approved increasing the C/ CAG funding by $ 1. 6M to cover the $ 1. 2M related to the construction bids and $ 0. 4M related to anticipated additional underground and integration costs for a total construction budget of $8. 159M; and WHEREAS, staff recommends approving a Funding Agreement amendment with C/ CAG accepting the additional $ 1. 6M in funding for a total construction budget of $8. 159M; and City of South San Francisco Page 1
File Number: 21- 743 Enactment Number: RES 14- 2022
WHEREAS, staff recommends approving Budget Amendment # 22. 043 which would amend the fiscal year 2021/ 22 Capital Improvement Program to increase the Smart Corridors Expansion Project tr2002) budget by $ 1. 6M; and
WHEREAS, Kimley- Horn and Associates is the City' s design engineer for the Smart Corridor Expansion Project; and
WHEREAS, to date, they have provided professional services to complete the design, permitting and construction documents; and
WHEREAS, staff recommend approving an amendment to Kimley- Horn and Associate' s contract to provide additional design support during construction for an additional amount of $79, 720, for an amount not to exceed $ 359, 720 and authorizing a total contract authority budget of $395, 692; and WHEREAS, on September 25, 2008, the City of South San Francisco executed a Memorandum of Understanding ( MOU) between all participating parties in which the City agreed to work cooperatively and to provide input during the development of the Smart Corridors project; and WHEREAS, the executed MOU addressed the general objectives and framework of the Smart Corridors Project and was not intended to commit any agency to funding, or long- term significant maintenance and operations responsibilities, but particular agreement would be executed during the subsequent stages of the Project to set forth specific roles and responsibilities; and WHEREAS, as the Smart Corridor Project proceeds in SSF, the City and C/ CAG have negotiated an Ownership, Operation and Maintenance Agreement outlines and defines the roles, responsibilities, terms, and conditions for the ownership, operation, and maintenance of equipment and components constructed as part of the Smart Corridors SSF Expansion; and WHEREAS, during major traffic incidents along the 101, Caltrans will control traffic signals, cameras and directional signs. A separate agreement will be drafted between the City and Caltrans outlining operations of traffic cameras and directional signs during major traffic incidents.
NOW THEREFORE BE IT RESOLVED, that the City Council of South San Francisco hereby takes the following actions:
Awards a construction contract for the Smart Corridors Expansion Project to Econolite System, Inc. of Anaheim, California, in an amount not to exceed $ 5, 372,702, authorizing a total construction contract authority budget of $ 5, 909, 972, conditioned on Econolite Systems, Inc. timely execution of the Project contract and submission of all required documents, including but not limited to, certificates of insurance and endorsement, in accordance with the Project documents.
2. Authorizes the City Manager to execute the construction contract, a draft of which is attached hereto as Exhibit A and incorporated herein, and to make any revisions, amendments, or City of South San Francisco Page 2
File Number: 21- 743 Enactment Number: RES 14- 2022
modifications, deemed necessary to carry out the intent of this resolution which do not materially alter or increase the City' s obligations thereunder, subject to approval as to form by the City Attorney.
3. Approves a Funding Agreement amendment with City/County Association of Governments of San Mateo County ( C/ CAG) accepting an additional $ 1. 6M C/ CAG funding for the construction phase of the Smart Corridors South San Francisco Expansion Project.
4. Authorizes the City Manager to execute the Funding Agreement amendment, a draft of which is attached hereto as Exhibit B and incorporated herein, and to make any revisions, amendments, or modifications, deemed necessary to carry out the intent of this resolution which do not materially alter or increase the City' s obligations thereunder, subject to approval as to form by the City Attorney.
5. Approves Budget Amendment # 22. 043 which would amend the Fiscal Year 2021/ 22 Capital Improvement Program to increase the Smart Corridors Expansion Project ( tr2002) budget by
1. 6M.
6. Approves a First Amendment with Kimley-Horn and Associates to the current consulting service agreement, increasing the not to exceed amount by $ 79, 720, for an amount not to exceed $ 359, 720 and authorizing a total contract authority budget of $395, 692.
7. Authorizes the City Manager to execute the agreement amendment with Kimley- Horn and Associates, a draft of which is attached hereto as Exhibit C and incorporated herein, and to make any revisions, amendments, or modifications deemed necessary to carry out the intent of this resolution, which do not materially alter or increase the City' s obligations thereunder, subject to approval as to form by the City Attorney.
8. Approves executing an Ownership, Operations, and Maintenance Agreement with City/County Association of Governments ( C/ CAG) for the Smart Corridors South San Francisco Expansion Project ( Project No. tr2002).
9. Authorizes the City Manager to execute the Ownership, Operations, and Maintenance Agreement with City/ County Association of Governments ( C/ CAG), a draft of which is attached hereto as Exhibit D and incorporated herein, and to make any revisions, amendments, or modifications deemed necessary to carry out the intent of this resolution, which do not materially alter or increase the City' s obligations thereunder, subject to approval as to form by the City Attorney.
BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the Finance Department to establish the Project Budget consistent with the information contained in the staff report and authorizes the City Manager to utilize unspent amount of the total Project, if necessary, towards the construction contingency budget.
BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the City Manager to take any other related actions consistent with the intention of the Staff Report and Resolution.
City of South San Francisco Page 3
File Number: 21- 743 Enactment Number: RES 14- 2022
At a meeting of the City Council on 1/ 26/ 2022, a motion was made by Councilmember Addiego, seconded by Councilmember Coleman, that this Resolution be approved. The motion passed.
Yes: 5 Mayor Nagales, Vice Mayor Nicolas, Councilmember Coleman, Councilmember Flores, and Councilmember Addiego
Attest by 41
Rosa Govea Aco City Clerk
City of South San Francisco Page 4