ATTACHMENT #1
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Project Name: 2025 Active
Transportation Plan Update
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF THOUSAND OAKS
AND
LG2WB ENGINEERS, INC. dba
LINSCOTT, LAW & GREENSPAN ENGINEERS
THIS AGREEMENT is made and entered into this 14th day of January 2025 by and between CITY OF THOUSAND OAKS, a municipal corporation ("City"), and LG2WB ENGINEERS, INC. dba LINSCOTT, LAW & GREENSPAN ENGINEERS ("Consultant").
City and Consultant agree as follows:
1. RETENTION OF CONSULTANT
City hereby retains Consultant, and Consultant hereby accepts such engagement, to perform the services described in Section 2. Consultant warrants it has the qualifications, experience, and facilities to properly and timely perform said services.
2. DESCRIPTION OF SERVICES
The services to be performed by Consultant are as follows:
Professional services in conjunction with the 2025 Active Transportation Plan Update, which shall generally include attending and coordinating progress meetings, reviewing and analyzing existing active transportation conditions, performing needs analysis, conducting public outreach, preparing environmental documents consistent with the California Environmental Quality Act, and preparing the 2025 Active Transportation Plan document, as more particularly set forth in the Scope of Work, attached as Exhibit “A,” which is incorporated herein by reference.
City shall perform the services defined in Exhibit “A.”
3. COMPENSATION AND PAYMENT
(a)Maximum and Rate. The total compensation payable to Consultant by City for the services under this Agreement SHALL NOT EXCEED the sum of $99,992 (herein "not to exceed amount"), and shall be earned as the work progresses on the following basis:
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Hourly, at the hourly rates and with reimbursement to Consultant for those expenses set forth in Consultant's Schedule of Fees, attached as Exhibit "B" and incorporated herein. The rates and expenses set forth in that exhibit shall be binding upon Consultant for the term of this Agreement. (b)Payment. Consultant shall provide City with written verification of the actual compensation earned, in a form satisfactory to City's Project Manager.
Invoices shall be made no more frequently than on a monthly basis, and describe the work performed (including, if applicable, a list of hours worked by personnel classification). All payments shall be made within 30 days after City’s approval of the invoice.
(c)Extra Services. Additional work not reasonably encompassed by the Scope of Services described in Section 2 may be agreed upon only by execution of a written Amendment to this Agreement. No liability or right to compensation for extra services shall exist without such Amendment. Unless otherwise stated in the Amendment, applicable rates for extra services shall be at the rates set forth in Exhibit “B.”
4. CITY PROJECT MANAGER
The services to be performed by Consultant shall be accomplished under the general direction of, and coordinate with, City's "Project Manager", as that staff person is designated by City from time to time, and who presently is Mark Anthony Bueno, PE.
5. TERM, PROGRESS AND COMPLETION
The term of this Agreement is from the date first written above to January 31, 2026, unless the term of this Agreement is extended, or the Agreement is terminated as provided for herein.
City Manager or his or her designee shall have the authority to extend the term of this Agreement in writing no more than 3 separate times, for a period of one year each. Extensions of time shall be memorialized by execution of a written amendment.
Consultant shall not commence work on the services to be performed under the Agreement until (i) Consultant furnishes proof of insurance as required by paragraph 9 below, and (ii) City’s Project Manager gives written authorization to proceed with the work. All services shall be completed within the term of this Agreement.
6. OWNERSHIP OF DOCUMENTS
All drawings, designs, data, photographs, reports and other documentation (other than Consultant's drafts, notes and internal memorandum), including duplication of same prepared by Consultant in the performance of these services, C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
are the property of City. City shall be entitled to immediate possession of the same upon completion of the work under this Agreement, or at any earlier or later time when requested by City. City agrees to hold Consultant harmless from all damages, claims, expenses, and losses arising out of any reuse of the plans, specifications, graphics, brochures, reports, and other documentation for purposes other than those described in this Agreement, unless written authorization of Consultant is first obtained.
7. PERSONAL SERVICES/NO ASSIGNMENT/SUBCONTRACTS
This Agreement is for professional services, which are personal to City.
Zawwar Saiyed is deemed to be especially experienced and is a key member of Consultant's firm, and shall be directly involved in performing, supervising or assisting in the performance of this work. This key person shall communicate with, and periodically report to, City on the progress of the work. Should said individual be removed from assisting in this contracted work for any reason, City may terminate this Agreement.
This Agreement is not assignable by Consultant without City's prior written consent.
The following portions of the work described in this Agreement may be subcontracted out to other parties by Consultant: California Environmental Quality Act review and compliance; bicycle and pedestrian counts.
8. HOLD HARMLESS AND INDEMNITY
(a) Hold Harmless for Consultant's Damages. Consultant holds City, its elected officials, officers, agents, employees and volunteers, harmless from all of Consultant's claims, demands, lawsuits, judgments, damages, losses, injuries or liability to Consultant, to Consultant's employees, to Consultant’s contractors or subcontractors, or to the owners of Consultant's firm, which damages, losses, injuries or liability occur during the work or services required under this Agreement, or performance of any activity or work required under this Agreement. (b) Defense and Indemnity of Third Party Claims/Liability. To the maximum extent allowed by law, Consultant shall indemnify, defend with legal counsel approved by City, and hold harmless City, its officers, officials, agents, employees and volunteers from and against all liability including, but not limited to, loss, damage, expense, cost (including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation) of every nature arising out of or in connection with Consultant’s negligence, recklessness or willful misconduct in the performance of work hereunder or its failure to comply with any of its obligations contained in the Agreement, except such loss or damage which is caused by the sole or active negligence or willful misconduct of City. Should conflict of interest principles preclude a single legal counsel from representing both C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
City and Consultant, or should City otherwise find Consultant’s legal counsel unacceptable, then Consultant shall reimburse City its costs of defense, including without limitation reasonable legal counsel fees, expert fees and all other costs and fees of litigation. The Consultant shall promptly pay City any final judgment rendered against City (and its officers, officials, employees and volunteers) with respect to claims determined by a trier of fact to have been the result of Consultant’s negligent, reckless or wrongful performance. It is expressly understood and agreed that the foregoing provisions are intended to be as broad and inclusive as is permitted by the law of the State of California and will survive termination of this Agreement.
Consultant’s obligations under this section apply regardless of whether or not such claim, charge, damage, demand, action, proceeding, loss, stop notice, cost, expense, judgment, civil fine or penalty, or liability was caused in part or contributed to by an Indemnitee. However, without affecting the rights of City under any provision of this Agreement, Consultant shall not be required to indemnify and hold harmless City for liability attributable to the active negligence of City, provided such active negligence is determined by agreement between the parties or by findings of a court of competent jurisdiction. In instances where City is shown to have been actively negligent and where City’s active negligence accounts for only a percentage of the liability involved, the obligation of the Consultant will be for that entire portion or percentage of liability not attributable to the active negligence of City.
(c) Nonwaiver. City does not waive, nor shall be deemed to have waived, any indemnity, defense or hold harmless rights under this section because of the acceptance by City, or the deposit with City, of any insurance certificates or policies described in Section 9.
9. MINIMUM SCOPE AND LIMIT OF INSURANCE
Without limiting Consultant's indemnification of City, and prior to commencement of Work, Consultant shall obtain, provide, and maintain at its own expense during the term of this Agreement, and any extension thereof, policies of insurance of the type and amounts described below and in a form that is satisfactory to City.
Coverage shall be at least as broad as:
(a).Commercial General Liability (CGL): Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry General Liability insurance coverage at least as broad as Insurance Services form CG 00 01 in an amount not less than $2,000,000 per occurrence, $4,000,000 general aggregate for bodily injury, personal and advertising injury and property damage, including without limitation, blanket contractual liability.
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(b).Automobile Liability: Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry Automobile Liability insurance coverage at least as broad as Insurance Services form CA 00 01 or the exact equivalent covering bodily injury and property damage for all activities of Consultant arising out of or in connection with the work to be performed under this Agreement, including coverage of any owned, hired, non-owned, or rented vehicles, in an amount not less than $1,000,000 combined single limit for each accident.
(c).Worker’s Compensation: Consultant shall, at Consultant's sole cost and expense and throughout the term of this Agreement, and any extensions thereof, carry workers’ compensation statutory benefits as required by law with employer’s liability limits no less than $1,000,000 per accident for bodily injury or disease. Consultant shall submit to City, along with the certificate of insurance, a Waiver of Subrogation endorsement in favor of City, its elected officials, officers, agents, employees and volunteers for all work performed by Consultant, its employees, agents and subcontractors.
(d).Professional Errors and Omissions Insurance: Consultant shall, at Consultant’s sole cost and expense throughout the term of this Agreement, and any extensions thereof, carry professional errors and omissions coverage of no less than $1,000,000 per occurrence or claim, $2,000,000 aggregate, with tail coverage for an extended reporting period of three (3) years.
If Consultant maintains higher limits than the minimum shown above, City requires and shall be entitled to coverage for the higher limits maintained by Consultant.
Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City.
Other Insurance Provisions
The insurance policies are to contain, or be endorsed to contain, the following provisions:
Additional Insured Status
City, its elected officials, officers, agents, 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 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 Consultant’s insurance (at least as broad as ISO Form CG 20 10 11 85 or if not available, through the addition of both CG 20 10 10 01 and CG 20 37 10 01 if a later edition is used). The provision shall also apply to any excess C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
liability policies. In addition, Consultant shall ensure that the automobile liability policy contains a provision covering City as an additional insured, and shall obtain an endorsement to that effect if it does not.
Excess Insurance
The limits of insurance required in this agreement may be satisfied by a combination of primary and umbrella or excess insurance. Umbrella or excess policies shall provide coverage at least as broad as specified for underlying coverages and covering those insured in the underlying policies. Coverage shall be “pay on behalf” with defense costs payable in addition to policy limits. There shall be no cross-liability exclusion of claims or suits by one insured against the other. Any umbrella or excess insurance shall contain or be endorsed to contain a provision that such coverage shall also apply on a primary and no-contributory basis for the benefit of City as required in written contract or agreement before City’s own insurance or self-insurance shall be called upon to protect it as a named insured.
City’s Rights of Enforcement
In the event any policy of insurance required under this Agreement does not comply with these specifications or is cancelled and not replaced, City has the right but not the duty to obtain the insurance it deems necessary and any premium paid by City will be promptly reimbursed by Consultant, or City will withhold amounts sufficient to pay premium from Consultant’s payments. In the alternative, City may cancel this Agreement.
City’s Right to Revise Specifications
City reserves the right at any time during the term of the Agreement to change the amounts and types of insurance required by giving Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to Consultant, City and Consultant may renegotiate Consultant's compensation.
Primary and Non-Contributory Coverage
For any claims related to this Agreement, Consultant's insurance coverage shall be primary insurance as respects City, its elected officials, officers, agents, employees and volunteers. Any insurance or self-insurance maintained by City, its officers, officials, employees or volunteers shall be excess of Consultant's insurance and shall not contribute with it and shall be at least as broad as CG 20 01 04 13.
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Notice of Cancellation
Each insurance policy required above shall provide that coverage shall not be canceled, except with notice to City.
Deductibles and Self-Insured Retentions
Any deductibles or self-insured retentions must be declared to and approved by City. City may require Consultant to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention.
Acceptability of Insurers
All insurance policies shall be issued by an insurance company currently authorized by the Insurance Commissioner to transact business of insurance in the State of California, with a current A.M. Best’s rating of no less than A:VII, (unless otherwise acceptable to City).
Waiver of Subrogation
All insurance coverage maintained or procured pursuant to this Agreement shall be endorsed to waive subrogation against City, its elected officials, officers, agents, employees or volunteers or shall specifically allow Consultant or others providing insurance evidence in compliance with these specifications - to waive their right of recovery prior to a loss. Consultant hereby waives his own right of recovery against City, and shall require similar written express waivers and insurance clauses from each of its subcontractors. Copies of these waivers shall be submitted to City prior to commencement of work.
Claims Made Policies
If any of the required policies provided coverage on a claims-made basis:
(a). The Retroactive Date must be shown and must be before the date of the Agreement or the beginning of contract work.
(b). Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the work required under this Agreement.
(c). If coverage is canceled or non-renewed, and not replaced with another claims-made policy form with a Retroactive Date prior to the Agreement effective date, Consultant must purchase “extended reporting” coverage for a minimum of five (5) years after completion of Agreement work.
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Verification of Coverage
Consultant shall provide City with copies of certificates (on City certificate form or an Accord form as modified per City direction) for all policies, with the appropriate named additional insured coverage and an endorsement that they are not subject to cancellation without 30 days prior written notice to City. All certificates and endorsements are to be received and approved by City before work commences.
However, failure to obtain the required documents prior to the work beginning shall not waive Consultant's obligation to provide them. 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 subcontractors maintain insurance meeting all the requirements stated herein, and Consultant shall ensure that City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13.
10. RELATION OF THE PARTIES
a.Consultant is and shall at all times remain as to the City a wholly independent contractor. The personnel performing the services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, agents, or volunteers shall have control over the conduct of Consultant or any of Consultant's officers, employees, or agents except as set forth in this Agreement. Consultant shall not at any time or in any manner represent that it or any of its officers, employees or agents are in any manner officers, employees or agents of the City. Consultant shall not incur or have the power to incur any debt, obligation or liability whatever against City, or bind City in any manner. b.No employee benefits shall be available to Consultant in connection with the performance of this Agreement. Except for the fees paid to Consultant as provided in the Agreement, City shall not pay salaries, wages, or other compensation to Consultant for performing services hereunder for City. City shall not be liable for compensation or indemnification to Consultant for injury or sickness arising out of performing services hereunder.
11. CORRECTIONS
In addition to the above indemnification obligations, Consultant shall correct, at its expense, all errors in the work that may be disclosed during City's review of Consultant's report or plans. Should Consultant fail to make such C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
correction in a reasonably timely manner, such correction shall be made by City, and the cost thereof shall be charged to Consultant or withheld from any funds due to Consultant hereunder.
12. TERMINATION BY CITY
City Manager or his or her designee may terminate without cause any or all of the services agreed to be performed under this Agreement upon 30 calendar days’ written notice. If termination is for cause, no advance notice need be given.
In the event of termination, Consultant shall have the right and obligation to immediately assemble work in progress for the purpose of closing out the job. All compensation for actual work performed and charges outstanding at the time of termination shall be payable by City to Consultant within 30 days following submission of a final statement by Consultant unless termination is for cause. In such event, Consultant shall be compensated only to the extent required by law.
13. ACCEPTANCE OF FINAL PAYMENT CONSTITUTES RELEASE
The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished, or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within 10 calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors, agents and consultants for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors, agents and consultants.
14. AUDIT OF RECORDS
Consultant shall maintain, in accordance with generally accepted accounting principles, complete and accurate records of all activities and operations relating to this Agreement. Records, including but not limited to, timecards, employment records, work progress reports, reimbursements, invoices, project records, proprietary data and information, as well as licensed software and any electronic records shall be kept for a period of four years beyond the termination of this Agreement. Consultant agrees that City, or its authorized representative, shall have the right to examine, audit, excerpt, copy or transcribe any of the records pertaining to this Agreement at any time during normal business hours. Consultant shall reimburse City for all reasonable costs of the audit, including travel time and auditor costs, should such audit reveal an overcharge of five (5) percent or more. Any overcharge will be considered a breach of this C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
Agreement and could be cause for termination. The obligations of this section shall be explicitly included in any subcontracts or other agreements entered into by Consultant with respect to this Agreement.
15. WAIVER; REMEDIES CUMULATIVE
Failure by a party to insist upon the strict performance of any of the provisions of this Agreement by the other party, irrespective of the length of time for which such failure continues, shall not constitute a waiver of such party's right to demand strict compliance by such other party in the future. No waiver by a party of a default or breach of the other party shall be effective or binding upon such party unless made in writing by such party, and no such waiver shall be implied from any omissions by a party to take any action with respect to such default or breach. No express written waiver of a specified default or breach shall affect any other default or breach, or cover any other period of time, other than any default or breach and/or period of time specified. All of the remedies permitted or available to a party under this Agreement, or at law or in equity, shall be cumulative and alternative, and invocation of any such right or remedy shall not constitute a waiver or election of remedies with respect to any other permitted or available right of remedy.
16. CONFLICT OF INTEREST
Consultant is unaware of any City employee or official that has a financial interest in Consultant's business. During the term of this Agreement and/or as a result of being awarded this Agreement, Consultant shall not offer, encourage or accept any financial interest in Consultant's business by any City employee or official.
17. CONSTRUCTION OF LANGUAGE OF AGREEMENT
The provisions of this Agreement shall be construed as a whole according to its common meaning of purpose of providing a public benefit and not strictly for or against any party. It shall be construed consistent with the provisions hereof, in order to achieve the objectives and purposes of the parties. Wherever required by the context, the singular shall include the plural and vice versa, and the masculine gender shall include the feminine or neutral genders or vice versa.
18. MITIGATION OF DAMAGES
In all situations arising out of this Agreement, the parties shall attempt to avoid and minimize the damages resulting from the conduct of the other party.
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19. GOVERNING LAW
This Agreement, and the rights and obligations of the parties, shall be governed and interpreted in accordance with the laws of the State of California.
Should litigation occur, venue shall be in Superior Court of Ventura County.
20. TAXPAYER IDENTIFICATION NUMBER
Consultant shall provide City with a complete Request for Taxpayer Identification Number and Certification, Form W-9, as most recently issued by the Internal Revenue Service.
21. NON-APPROPRIATION OF FUNDS
Payments due and payable to Consultant for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of City funds. In the event City has not appropriated sufficient funds for payment of Consultant’s services beyond the current fiscal year, this Agreement shall cover only those costs incurred up to the conclusion of the current fiscal year.
22. MODIFICATION/AMENDMENT OF AGREEMENT
Any amendment, modification, or variation of the terms or tasks of this Agreement shall be in writing and shall be effective only upon the mutual written approval of the City and Consultant.
23. USE OF THE TERM “CITY”
Reference to “City” in this Agreement includes the City Manager or any authorized representative acting on behalf of City.
24. PERMITS AND LICENSES
Consultant, at its sole expense, shall obtain and maintain during the term of this Agreement all appropriate permits, licenses, and certificates that may be required in connection with the performance of services under this Agreement.
25. CAPTIONS
The captions or headings in this Agreement are for convenience only and in no other way define, limit or describe the scope or intent of any provision or section of the Agreement.
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26. AUTHORIZATION
Each party has expressly authorized the execution of this Agreement on its behalf and binds said party and its respective administrators, officers, directors, shareholders, divisions, subsidiaries, agents, employees, successors, assigns, principals, partners, joint venturers, insurance carriers and any others who may claim through it to this Agreement.
27. ENTIRE AGREEMENT BETWEEN PARTIES
Except for Consultant's proposals and submitted representations for obtaining this Agreement, this Agreement supersedes any other agreements, either oral or in writing, between the parties hereto with respect to the rendering of services and contains all of the covenants and agreements between the parties with respect to said services.
28. PARTIAL INVALIDITY
If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way.
29. NOTICES
Any notice required to be given hereunder shall be deemed to have been given by depositing said notice in the United States mail, postage prepaid, and addressed as follows:
TO CITY: Attention: Mark Anthony Bueno
Public Works Department
City of Thousand Oaks
2100 Thousand Oaks Boulevard
Thousand Oaks, CA 91362
TO CONSULTANT: Attention: Zawwar Saiyed
Linscott, Law & Greenspan, Engineers
2 Executive Circle, Suite 250
Irvine, CA 92614
30. SIGNATURES
(a)Counterparts. This Agreement may be executed in two or more counterparts, each of which together shall be deemed an original, but all of which together shall constitute one and the same instrument.
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(b)Scanned Signatures. In the event that any signature is delivered by facsimile transmission or submitted electronically as a scanned image (i.e. files with .pdf, .tiff or .jpeg extensions), such signature shall create a valid and binding obligation of the party executing (or on whose behalf such signature is executed) with the same force and effect as if such facsimile or scanned signature page were an original thereof.
(c)Digital/Electronic Signatures. This Agreement may be executed through the use of digital or electronic signatures provided they meet the requirements of the Electronic Signatures in Global and National Commerce (ESIGN) Act and the California Uniform Electronic Transactions Act (UETA) and are produced using a City-approved method. The presence of an electronic signature on this document shall be construed as the parties’ consent to do business electronically.
31. LEVINE ACT COMPLIANCE
California Government Code section 84308 (Levine Act) prohibits any Thousand Oaks City Council member from participating in any action related to a contract, agreement, or franchise agreement if the councilmember receives a campaign contribution totaling more than $500 (aggregated) from the party to the contract, agreement, or franchise agreement, an agent of the party, or any financially interested participant who actively supports or opposes the matter within the previous twelve (12) months. Councilmembers must also disclose any eligible campaign contribution received on the record of the proceeding.
Councilmembers are also prohibited from soliciting, accepting or directing campaign contributions totaling more than $500 (aggregated) from the applicant or party, an agent of the applicant/party, or any financially interested participant who actively supports or opposes the matter within the previous twelve (12) months, and for twelve (12) months following the date a final decision on the contract/agreement is made.
The Levine Act also requires parties to a contract, agreement, or franchise agreement to disclose any campaign contribution over $500 (aggregated) within the preceding twelve (12) months by the party to the agreement, contract, or franchise agreement. The Levine Act does not apply to contracts under $50,000, competitively bid, labor, or personal employment contracts. An agent to the Party/Consultant/Service Provider is prohibited from making any contributions whatsoever during this time period.
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In order to assure compliance with these requirements, Party/Consultant/Service Provider has provided the disclosure requirements identified in the Levine Act Disclosure Form, attached as Exhibit “C,” incorporated herein by reference, and Party/Consultant/Service Provider verifies by its signature that it has completed Exhibit “C” in compliance of these requirements.
Party/Consultant/Service Provider shall also be responsible for understanding and complying with requirements of Government Code section 84308, which prohibits parties to a contract/agreement, as well as their agents and representatives, from contributing more than $500 (aggregated) to a City Council member of the City of Thousand Oaks for the 12 months prior to the award of this Contract/Agreement, and for the 12 months following award of this Contract/Agreement. . An agent to the Party/Consultant/Service Provider is prohibited from making any contributions whatsoever during this time period. Where applicable, Party/Consultant/Service Provider shall disclose any post award campaign contributions prior to seeking an amendment to this Contract/Agreement.
In concurrence and witness whereof, this Agreement has been executed by the parties effective on the date and year first above written.
LINSCOTT, LAW & GREENSPAN
ENGINEERS
Richard E. Barretto, PE, President
Tamra M. Napolitano, Secretary
CITY OF THOUSAND OAKS
David Newman, Mayor
ATTEST:
Laura B. Maguire, City Clerk
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APPROVED AS TO ADMINISTRATION:
Andrew P. Powers, City Manager
APPROVED BY DEPARTMENT HEAD:
Clifford G. Finley, Public Works Director
APPROVED AS TO FORM:
Office of the City Attorney
Tracy Friedl, Assistant City Attorney
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EXHIBIT A
SCOPE OF SERVICES
Consultant shall update the 2019 City of Thousand Oaks Active Transportation Plan (ATP) in conformance with Federal and State standards.
Consultant shall perform the following Tasks:
TASK 1 – Project Management & Progress Meetings
1.1 – Project Kickoff Meeting: Consultant shall coordinate and lead a Project kickoff meeting with relevant City staff and selected key stakeholders. The meeting shall serve to establish Project expectations, clarify roles, and set the foundation for successful collaboration throughout the ATP update. The meeting shall cover the following key points:
a. Discuss and confirm the project work, scope, schedule, and budget. b. Discuss the roles and responsibilities of each party involved in the project and establish lines of communication; and
c. Discuss what background data and materials are necessary for the ATP Update, ensuring that relevant plans, studies, and reports are identified and accessible for review.
The Kickoff meeting shall clarify the role and expectations of the Consultant and identify key milestones. After the kickoff meeting, the Consultant shall distribute a summary, highlighting key action items that have been identified.
1.2 – Ongoing Project Coordination: Consultant shall maintain regular communication with City staff and selected key stakeholders to keep them informed of project progress. Communication shall be facilitated through a combination of email updates, phone calls, and written reports. Consultant shall be responsible for overseeing the execution of tasks and ensuring the quality and timeliness of deliverables throughout the project.
1.3 – Monthly Invoicing and Progress Reports: Consultant shall submit monthly invoices and detailed progress reports to the City.
1.4 – Monthly Project Management Meetings: Consultant shall host monthly virtual project management meetings with relevant City staff to ensure continuous coordination throughout the ATP Update. These meetings shall include key stakeholders as determined by City staff, such as Caltrans, the Thousand Oaks Police Department, Conejo Recreation and Park District, Conejo Valley Unified School District, and the Bicycle Advisory Team. Consultant shall document each meeting, providing minutes that capture key decisions, actions, and follow-up items.
TASK 1 Deliverables:
a. Meeting Agendas, Minutes and Action Items
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b. Project Schedule
c. Monthly Progress Reports
d. Monthly Invoices
TASK 2 – Review and Analyze Existing Conditions
2.1 – Collection and Review of City Documents: Consultant shall initiate the process by collecting and reviewing all relevant City documents necessary for updating the 2019 ATP. Consultant shall ensure that the ATP aligns with relevant City policies, plans, and regulatory frameworks. Key documents to be reviewed include, but are not limited to the following:
a. City of Thousand Oaks 2019 ATP
b. Local Road Safety Plan (LRSP)
c. General Plan Mobility Element
d. Climate and Environmental Action Plan
e. Walk to School T.O. Website
f. Thousand Oaks Boulevard Specific Plan
g. Crossing Guard Program Policies
h. Road Design and Construction Standards, Capital Budget, Municipal Code, Pavement Project Striping Plans, Collision Data.
2.2 – Review of Adjacent Jurisdictions’ Plans: Consultant shall examine bicycle and pedestrian plans from neighboring jurisdictions including, but not limited to, the County of Ventura to assess connectivity and identify opportunities for improving regional transportation links. Consultant shall make sure the ATP Update accounts for inter-jurisdictional travel and builds a cohesive network.
2.3 – Review of City’s Bicycle Rating: Consultant shall analyze the City’s Bicycle Friendly Community Level and its People for Bikes City Rating to identify areas for improvement, which include examining the current bicycle infrastructure and recommending strategies to elevate the City’s standing as a bike-friendly community.
2.4 – Collection of GIS and Non-GIS Data: Consultant shall collect all relevant GIS data from the City, including, but not limited to, existing sidewalks, bicycle facilities, speed limits, and bus stops. Additionally, Consultant shall gather all relevant non-GIS data including, but not limited to, traffic signal locations, marked crosswalks, and future planned traffic signal intersections. Review, analyze, and summarize other existing local conditions relevant to walking, biking, and transit.
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2.5 – Compilation of Updated Inventory: Consultant shall compile an updated inventory of the City’s existing bicycle, pedestrian, and transit facilities. This inventory shall document the general condition of the facilities as well as any gaps and physical constraints. The consultant shall review, analyze, and summarize other existing local conditions relevant to walking, biking, and transit.
This analysis shall provide a comprehensive picture of the current state of active transportation in the City.
2.6 – Preparation of Updated Maps: Consultant shall create updated maps that illustrate the current inventory of sidewalks, bicycle facilities, and bus stops, identifying collision hot spots and bicycle levels of traffic stress. All relevant maps shall be updated from the 2019 ATP and include data in GIS layers that are compatible with the City’s systems, ensuring ease of use and integration.
2.7 – Collection of Traffic Count Data: Consultant shall collect from the City available traffic count data, including average daily traffic counts and peak hour intersection turning movement counts. Consultant shall use the collected data to assess traffic patterns and their impact on pedestrian and bicycle movements.
2.8 – Conduct Bicycle and Pedestrian Counts: In coordination with City staff, Consultant shall conduct bicycle and pedestrian counts at up to ten (10) key locations throughout the City. If available, free online datasets including, but not limited to, Strava Metro shall be reviewed and utilized to supplement the data collection process.
TASK 2 Deliverables
a. Data Requests
b. Summary Memos
c. GIS Files
d. Updated Maps
e. Bicycle and pedestrian counts at up to ten (10) key locations TASK 3 – Perform Needs Analysis
3.1 – Review of Collected Data: Consultant shall review the data compiled in TASK 2, which includes the existing active transportation network, bicycle and pedestrian collision data, traffic count data, and more. This analysis shall focus on identifying deficiencies across the City’s infrastructure, particularly in terms of connectivity and safety for pedestrians and cyclists. Specific areas of focus shall include, but are not limited to, the following:
a. Gaps in the network, which missing segments in sidewalks and bikeways that hinder continuous access to key destinations.
b. Locations where bicycle parking is insufficient or missing, especially near high-traffic areas.
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c. Identification of poorly lit areas that may pose safety risks to pedestrians and cyclists.
d. Gaps in the placement of bus stops and insufficient wayfinding that may reduce the usability and safety of the transportation network.
3.2 – Recommendation of Improvement Projects:
3.2.1 Based on the deficiencies identified, Consultant shall recommend up to ten (10) high-emphasis improvement projects designed to enhance the City’s active transportation infrastructure, in addition to reevaluating all improvements listed in the 2019 ATP. Consultant shall develop planning-level conceptual drawings for recommended improvement projects and prepare Level of Service analyses at these locations, if necessary. The analysis shall also consider potential risks, challenges, and constraints associated with each improvement, as well as any need for further study.
3.2.2 Consultant shall prepare detailed maps and tables illustrating the locations of recommended improvements, which shall be provided in GIS layers compatible with the City’s existing systems.
The recommendations shall include, but are not limited to the following:
a. Closing network gaps: Completing missing links in the sidewalk and bikeway network to enhance access to key destinations, such as schools, parks, and commercial centers.
b. Intersection enhancements: Intersection treatments aimed at enhancing pedestrian and cyclist safety, including crosswalk upgrades and signal modifications.
c. Lane conversions: Identifying opportunities to convert existing vehicle lanes into bicycle or pedestrian facilities to create a more balanced and complete streetscape.
d. Bikeway improvements: Enhancements to existing bike lanes, such as adding buffers to Class II lanes or converting them to Class IV separated bike lanes. e. High-visibility markings: Implementing striping, signage, and high-visibility pavement markings
f. Installation of bike signals and bike boxes: Evaluate intersections for implementation of bicycle-specific signals and bike boxes to enhance safety in high-conflict areas.
g. Upgrades to bus stops and shelters: Recommendations for the addition or enhancement of bus stops and shelters to encourage transit use. h. Traffic calming and lighting upgrades: Identifying potential locations for traffic calming measures (such as speed bumps, roundabouts, or road narrowing) and street lighting improvements.
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3.3 – Review of Design Standards: Consultant shall review industry-accepted design standards for any recommended improvements that are not covered by the City’s existing Road Design and Construction Standards. Consultant shall prepare new standards for infrastructure such as bike boxes, enhanced crosswalks, or separated bike lanes, if necessary.
3.4 – Review of the 2019 ATP Proposed Projects: Consultant shall review the list of proposed projects from the 2019 ATP and recommend updates or modifications based on current needs, new data, and changing transportation trends. Projects shall be reprioritized or removed as necessary.
3.5 – Development of Bicycle Parking Standards: Consultant shall develop updated bicycle parking standards, designs, and requirements to guide future development projects.
3.6 – Identification of Public Bicycle Parking Opportunities: Consultant shall identify opportunities for the placement of public bicycle parking at key locations throughout the City, including high-traffic areas like trailheads, commercial districts, and transit hubs. Additionally, wayfinding signs shall be proposed to guide cyclists and pedestrians to these facilities.
3.7 – Identification of Bicycle and Pedestrian Education Programs:
Consultant shall review and propose potential education programs for promoting safe cycling and walking in the community. These programs shall also include information on electric bikes and scooters, addressing their increasing popularity and ensuring their integration into the transportation network.
TASK 3 Deliverables
a. Preliminary Needs Assessment Memo
b. Maps and tables showing Recommended Improvements (GIS-Compatible Layers) including:
i. Sidewalk and Bikeway Gap Closures
ii. Intersection Treatments
iii. Bikeway Enhancements and Conversions
iv. Bus Stop Upgrades and Bicycle Facilities
c. Ten (10) planning-level conceptual drawings.
d. References to Industry Standards for Proposed Improvements or new standards e. Revised List of Proposed Projects from the 2019 ATP
f. Bicycle Parking Standards for Development Projects
g. Recommendations for Public Bicycle Parking and wayfinding signs h. Recommendations for Bicycle and Pedestrian Education Programs TASK 4 – Public Outreach and Engagement
4.1 – Understanding Biking, Walking, and Transit Needs: Consultant shall begin the public outreach process by developing a comprehensive understanding of the community’s biking, walking, and transit needs. Consultant shall identify C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
key topics for discussion to prompt community engagement and to elicit valuable feedback. The initial understanding of these needs shall be derived from the Analysis in TASK 3 and guide the public outreach efforts.
4.2 – Public Outreach Plan Development and Implementation:
4.2.1 Consultant shall prepare and implement a detailed public outreach plan to actively involve the community in the planning process for the ATP Update. The outreach plan shall maximize engagement and ensure input is collected effectively. Public outreach shall include a mix of virtual and in-person workshops, as well as engagement through digital platforms to gather a broad spectrum of community feedback. Consultant shall prepare all material necessary for the workshops and meetings. The public outreach plan shall consist of the following elements:
a. Two (2) In-Person Public Workshops: Consultant shall host up to (2) two in- person workshops open to the public. At least one of these workshops shall be integrated into a larger City-wide event to reach a broader audience and increase community participation.
b. One (1) Virtual Public Workshop: Consultant shall conduct up to one (1) virtual workshop open to the public to accommodate participants who prefer or require remote participation.
c. Bicycle Advisory Team (BAT) Workshop: Consultant shall host up to two (2) dedicated in-person workshops with the City’s Bicycle Advisory Team to gather focused input on cycling-related improvements and initiatives for the ATP.
d. Meeting with the Traffic and Transportation Advisory Commission (TTAC):
Consultant shall present the draft ATP at an in-person meeting with the TTAC, providing an opportunity for commission members and the public to offer feedback. Consultant shall refine the draft ATP prior to submission to the City Council, if necessary.
e. Presentation to City Council: Consultant shall present the final ATP at an in- person City Council meeting, ensuring that the City Council has a clear understanding of the plan and the public’s input. The City Council meeting shall serve as the official forum for adopting the ATP.
4.2.2 Consultant’s outreach efforts shall also include the following tools to facilitate broad engagement:
a. Email List Compilation: Consultant shall compile and maintain an email list of individuals and stakeholders interested in the ATP, keeping them informed of key updates and opportunities for input.
b. Website and Social Media Content: Consultant shall develop engaging and up-to-date news releases regarding the ATP Update. City shall publish this content on its website and share it through City news bulletins and City’s C:\inetpub\wwwroot\multitenant\Uploads\Temp\toaks\tempForConvert\temp_F10D89.docx
social media platforms. This content shall inform the public about the ATP Update process and encourage participation.
c. Online Comment Map: Consultant shall create an interactive online comment map that shall be provided to the City to be posted on the City’s website, allowing community members to provide geographic-specific feedback on biking, walking, and transit needs.
d. Community Survey: Consultant shall prepare a community survey focused on gathering insights about the public’s active transportation needs and concerns to be posted on the City’s website. Consultant shall tabulate and analyze the results and incorporate the information in the ATP Update.
4.3 – Compilation and Summarization of Public Feedback: Consultant shall compile and review all feedback received from public outreach activities. The input shall be analyzed and summarized to identify key findings related to the City’s active transportation needs. This feedback shall be incorporated into the draft ATP.
4.4 – Memorandum Summarizing Public Feedback: Consultant shall prepare a comprehensive memorandum that summarizes and addresses the feedback received during the public outreach process. The memorandum shall highlight key findings and recommendations, including proposed infrastructure and non- infrastructure projects aimed at addressing
TASK 4 Deliverables
a. Public Outreach Plan, including:
i. Email list of interested individuals
ii. Website, Press, and Social Media Content
iii. Online Comment Map
iv. Community Survey and Results
v. Materials for In-person and Virtual Community Workshops b. Summary Memo of Public Feedback
c. Memorandum Summarizing Key Findings and Recommended Projects TASK 5 – Administrative Draft ATP
5.1 – Preparation of Initial Administrative Draft ATP: Consultant shall prepare the initial draft of the updated ATP for review by City staff. This administrative draft shall build upon the structure of the 2019 ATP while incorporating new data and analysis from previous tasks. The document shall provide a comprehensive framework for improving active transportation within the City. The document shall include, but is not limited to, the following key sections:
a. Executive Summary & Introduction: Consultant shall draft an executive summary and introduction that outlines the purpose of the ATP Update and highlights the key changes from the 2019 plan.
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b. ATP Policy Framework: Consultant shall establish a long-range vision for walking, biking, and transit within the City, providing a policy framework that aligns with local, state, and federal standards.
c. Updated Inventory of Active Transportation Facilities: A detailed update of the City’s current biking, walking, and transit infrastructure, incorporating findings from previous tasks.
d. Bicycle and Pedestrian Collision Analysis: An analysis of historical collision data to identify trends and high-risk areas.
e. Summary of Needs & Community Concerns: A summary of input gathered during public outreach efforts, capturing the community’s active transportation needs and concerns.
f. Updates to 2019 ATP Proposed Projects: Consultant shall review and modify the list of proposed projects from the 2019 ATP, prioritizing or removing improvements based on current conditions and community feedback. g. Recommended Projects: Consultant shall recommend up to ten (10) high- emphasis improvement projects designed to enhance the City’s active transportation infrastructure, in addition to reevaluating all improvements listed in the 2019 ATP. Consultant shall develop planning-level conceptual drawings for these recommended improvement projects and prepare Level of Service analyses at these locations, if necessary. Consultant shall include maps and tables outlining the specific improvements, with details on associated risks, challenges, and any need for further study. h. Priority Ranking & Methodology: Consultant shall utilize a systematic approach to ranking all recommended projects, based on criteria such as safety, connectivity, community benefit, and feasibility. i. Planning Level Costs: Consultant shall provide planning level cost estimates for up to ten (10) recommended projects, in addition to updating costs for the modified 2019 ATP project list, including both construction and ongoing operations and maintenance costs. Projections shall account for yearly increases in construction costs.
j. Funding Needs & Opportunities: Identification of funding needs and opportunities, including potential sources of grant funding to support the implementation of the recommended projects.
k. Bicycle & Pedestrian Programs: Recommendations for non-infrastructure programs such as safety education, encouragement initiatives, enforcement, and evaluation programs aimed at promoting active transportation.
5.2 – Incorporation of City Comments: After City staff reviews the initial draft, Consultant shall incorporate their comments and revisions into the plan. The revised draft shall be circulated to the public for review, ensuring transparency and community input throughout the ATP development process.
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5.3 – Presentation to Bicycle Advisory Team (BAT): Consultant shall prepare the PowerPoint slides and present the draft ATP to the City’s BAT, gathering additional feedback on the proposed projects and recommendations.
5.4 – Staff Report Assistance: Consultant shall assist City staff in preparing reports for public meetings where the draft ATP will be discussed. Consultant shall summarize the key points of the plan and present the findings and recommendations in a clear and concise manner.
5.5 – Presentation to Traffic and Transportation Advisory Commission (TTAC): Consultant shall prepare the PowerPoint slides and present the draft ATP at a TTAC meeting. This meeting will be televised and open to the public, allowing for additional community input on the plan. Consultant shall refine the draft ATP prior to submission to the City Council, if necessary.
TASK 5 Deliverables
a. Initial Draft of the Updated ATP
b. Presentations for BAT and TTAC
c. Meeting Agendas, Notes, PowerPoint slides, and Staff Report d. ATP Document including all Revisions based on Public and City Feedback TASK 6 – CEQA Review
6.1 – Prepare SB 922 Statutory Exemption Findings: Consultant shall prepare the Findings Supporting a CEQA SB 922 Statutory Exemption memorandum.
The document shall contain Project Objective, Location, and Description; description of Senate Bill 922; Consistency Analysis; and Conclusion. This task shall be carried out concurrently with TASK 7.
The memorandum shall address how the pedestrian or bikeway projects in the plan meet each of the following SB 922 stipulations:
a. A local agency is carrying out the project and is the lead agency for the project. (Section 21080.25 (c)(1))
b. The project does not induce-occupancy vehicle trips, add additional highway lanes, widen highways, or add physical infrastructure or striping to highways except for minor modifications needed for the efficient and safe movement of transit vehicles, bicycles, or high-occupancy vehicles, such as extended merging lanes, shoulder improvements, or improvements to the roadway within the existing right of way. The project shall not include the addition of any auxiliary lanes. (Section 21080.25 (c)(2))
c. The construction of the project shall not require the demolition of affordable housing. (Section 21080.25 (c)(3))
d. The lead agency shall certify that the project will be completed by a skilled and trained workforce. (Section 21080.25 (f)(1)(A))
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6.2 – Incorporation of City Comments: When the first draft of the Findings Supporting a CEQA SB 922 Statutory Exemption memorandum is prepared, it shall be circulated to City staff for review. Once the Consultant receives City staff comments, the memorandum shall be revised and finalized.
6.3 – Notice of Exemption: Consultant shall assist the City as needed in filling out the Notice of Exemption and filing with the State Clearinghouse on the CEQAnet Web Portal.
TASK 6 Deliverables
•CEQA SB 922 Statutory Exemption memorandum
•Notice of Exemption and filing with the State Clearinghouse on the CEQAnet Web Portal
TASK 7 – Final ATP
7.1 – Preparation of Staff Report and Resolution: Consultant shall assist City staff in preparing the necessary materials for the City Council meeting where the final ATP will be presented. This includes drafting the staff report and a formal resolution for City Council consideration.
7.2 – Presentation of Final ATP and Revisions: Consultant shall prepare the PowerPoint slides for the City Council meeting and present the final version of the ATP to the City Council for adoption. This meeting shall provide an opportunity for the City Council and the public to offer final comments on the plan. Consultant shall address any questions or concerns during the meeting.
Following the City Council’s adoption of the ATP, Consultant shall make any necessary revisions to address comments received during the meeting. This may involve minor adjustments to reflect the Council’s final direction or clarifications to specific elements of the plan. Once all revisions are complete, Consultant shall prepare the final electronic version of the ATP and provide it to City staff for distribution and public access.
TASK 7 Deliverables
a. Staff Report Summarizing the Final ATP for City Council b. City Council Resolution for ATP adoption
c. Presentation for City Council Meeting including PowerPoint slides d. Final ATP Document (electronic copies) reflecting all revisions and Council Comments
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EXHIBIT B
FEE SCHEDULE
The following rates apply through January 2026.
Title Hourly Rate
Principal (LLG) $268
Associate Principal (LLG) $240
Senior TE (LLG) $198
Senior Planner (LLG) $175
TE III (LLG) $175
TE II (LLG) $148
TE I (LLG) $127
EA II (LLG) $126
Principal (Sub-Consultant) $235
Project Manager (Sub-Consultant) $215
Admin/Graphics (Sub-Consultant) $95
Direct Expenses
Reimbursement for bicycle and pedestrian counts, incurred in connection with the work, will be at cost for up to 10 locations.
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EXHIBIT C
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