ATTACHMENT #2
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Project Name: Traffic Signal at Avenida De Los Arboles
and Avenida De Las Plantas (CI 5597)
AGREEMENT FOR PROFESSIONAL SERVICES
BETWEEN THE CITY OF THOUSAND OAKS
AND
KIMLEY-HORN AND ASSOCIATES, INC.
THIS AGREEMENT is made and entered into this 13 th day of January, 2026, by and between CITY OF THOUSAND OAKS, a municipal corporation ("City"), and KIMLEY-HORN AND ASSOCIATES, INC. ("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 design, surveying, environmental documents, tree report, Plans, Specifications and Estimate (PS&E), and construction bid support services for the Traffic Signal at Avenida De Los Arboles and Avenida De Las Plantas (CI 5597). Services and deliverables shall generally include meetings, technical memorandums, plans, specifications, and estimates, and are more particularly set forth in the Scope of Work, attached as Exhibit “A,” which is incorporated herein by reference.
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 $148,910.00 (herein "not to exceed amount"), and shall be earned as the work progresses on the following basis:
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 until June 30, 2027, after which any change in the rates and expenses must be approved in writing by City's Project Manager (City is to be DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
given 60 days’ notice of any rate increase request), provided the not to exceed amount is the total compensation due Consultant for all work described under 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.”
(d) Prevailing Wage. Consultant may be obligated to pay prevailing wages under the California Labor Code. Consultant agrees to indemnify, defend and hold City harmless from any claim that prevailing wages should have been paid, and shall be liable for the payment of the same and any penalties thereon.
It is the responsibility of Consultant to be familiar with the California Labor Code as it relates to this contract, and failure or neglect of Consultant to understand the California Labor Code shall in no way relieve Consultant from any obligations. (e) Department of Industrial Relations Requirements. Consultant’s work under this contract may be subject to the payment of not less than prevailing wages under California Labor Code Sections 1720 and 1770 et Seq and subject to compliance monitoring and enforcement by the Department of Industrial Relations. No consultant or subconsultant may be awarded a contract for public work unless registered with the Department of Industrial Relations, pursuant to California Labor Code Section 1725.5. Consultant’s DIR registration number is 1000010686.
(f) Apprenticeship. Labor Code section 1777. 5 requires the use of qualified apprentices by all trades, regardless of the dollar amount of their portion of the work, on public works contracts over $30,000. Apprentices shall be used at no less than the ratio required by law, and shall be paid at the prevailing wage for apprentices in the trade for which they are registered. It is Consultant’s sole responsibility to ensure that they and their subcontractors comply with the specific requirements of section 1777. 5.
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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 Clark Stanphill.
5. TERM, PROGRESS AND COMPLETION
The term of this Agreement is from the date first written above to June 30, 2027, unless 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 three (3) separate times, for a period of one (1) 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, 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.
Jason Melchor, PE, Project Manager 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.
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This Agreement is not assignable by Consultant without City's prior written consent.
No part of the work in this Agreement may be subcontracted out to other parties without prior written approval by the City’s Project Manager.
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 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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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.
(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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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 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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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.
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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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.
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/Subconsultants
Consultant shall require and verify that all subcontractors/subconsultants provide and maintain, at their own expense, insurance that meets all industry standard requirements and applicable regulations. Consultant shall ensure that City is an additional insured on insurance required from subcontractors/subconsultants.
Each insurance policy required to be maintained by subcontractors/subconsultants and their respective subcontractors/subconsultants shall be in form and content satisfactory to Consultant.
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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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 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 DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
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 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.
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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.
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.
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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.
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: Clark Stanphill
Public Works Department
City of Thousand Oaks
2100 Thousand Oaks Boulevard
Thousand Oaks, CA 91362
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TO CONSULTANT: Jason Melchor
Kimley-Horn and Associates, Inc.
660 South Figueroa Street, Suite 2050
Los Angeles, CA 90017
[email protected]
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.
(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 § 84308):
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.
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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 competitively bid, labor, or personal employment contracts.
In order to assure compliance with these requirements, Consultant has provided the disclosure requirements identified in the Levie Act Disclosure Form, attached as Exhibit C, incorporated herein by reference, and Consultant verifies by its signature that it has completed Exhibit C in compliance of these requirements.
Consultant shall also be responsible for understanding and complying with requirements of Government Code section 84308, which prohibits parties to an 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 Agreement, and for the 12 months following award of this Agreement. Where applicable, Consultant shall disclose any post award campaign contributions prior to seeking an amendment to this Agreement.
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In concurrence and witness whereof, this Agreement has been executed by the parties effective on the date and year first above written.
KIMLEY-HORN AND ASSOCIATES,
INC.
____________________________________
Jean Fares, PE, Senior Vice President
____________________________________
Jason Melchor, PE, Assistant Secretary
CITY OF THOUSAND OAKS
____________________________________
Mikey Taylor, Mayor
ATTEST:
__________________________________
Laura B. Maguire, City Clerk
APPROVED AS TO ADMINISTRATION:
________________________________
Andrew P. Powers, City Manager
APPROVED BY DEPARTMENT HEAD:
Nader Heydari, PE, Public Works Director
APPROVED AS TO FORM:
Office of the City Attorney
Tracy Friedl, Assistant City Attorney
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EXHIBIT A
Traffic Signal at Avenida De Los Arboles and
Avenida De Las Plantas (CI 5597)
SCOPE OF WORK
Consultant shall perform the following Tasks/Services:
Phase 1- Design
Task 1 - Administrative
Task 1.1: Work Plan and Schedule
CONSULTANT shall prepare a work plan and project schedule with milestones, major activities, and deliverables for City review. Based on the City's comments, CONSULTANT shall update the work plan and schedule. The project work plan and schedule shall be presented at the Kick-off Meeting and updated at each project milestone.
Deliverables:
A. Schedule in PDF and MS Project format.
Task 1.2: Kick-Off Meeting
CONSULTANT shall meet with City staff to discuss project scope and purpose, requirements, and details. With the City's assistance, CONSULTANT shall develop a Project Development Team (PDT) for the project so the key stakeholders can provide input and recommendations and be informed of the project developments and decisions.
Deliverables:
A. Kick-Off Meeting Agenda (48 hours prior to meetings).
B. Kick-Off Meeting Minutes (48 hours after each meeting).
Task 1.3: Progress Meeting
CONSULTANT shall schedule Progress Meetings as necessary to discuss progress of the work, project challenges, schedule updates, etc. These meetings are anticipated to be at least once per month (assumes two (2) one-hour meetings) or as deemed necessary by the City Project Manager. These progress meetings are in addition to the design review meetings.
Deliverables:
C. Progress Meeting Agenda (48 hours prior to meetings).
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D. Progress Meeting Minutes (48 hours after each meeting).
Task 1.4: Additional Meetings
CONSULTANT shall meet with City staff for two (2) additional Progress Review meetings to be performed only at the City’s request.
Task 2 – Preliminary Design
Task 2.1: Data Collection
CONSULTANT shall collect and review available record data from the City. Data includes State, County, City and other
record/documents, existing street, storm drain, wet and dry utility plans, survey centerline and property monument data, topographic maps, and drainage and geotechnical reports.
Task 2.2: Surveying
1) CONSULTANT shall prepare the final topographic/utility base map from acquired field data at a scale of 1"=20' with one-foot contour intervals (25 foot maximum). Right-of-way boundaries shall be retraced along with the proposed improvements and shown on the map based upon field-located monuments and record information.
2) CONSULTANT shall perform topographic survey extending at least 25 feet beyond the project limit. Survey shall identify the centerline and property lines.
Task 2.3: Tree Report
CONSULTANT shall conduct an oak/protected tree survey to determine the impacted trees and identify any necessary mitigation measures.
Deliverables:
A. Draft and Final Oak/Protected Tree report.
Task 2.4: Environmental Document
CONSULTANT shall prepare the required documents to acquire a California Environmental Quality Act (CEQA) environmental clearance.
Deliverables:
A. Completion of California Environmental Quality Act (CEQA) document.
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Task 2.5: Utility Notification and Coordination
1)CONSULTANT shall notify the utility providers (provided from underground service alert within the project limits), via letter, of the impending project and request atlas sheets or record drawings of existing utilities and appurtenances within the project area.
2) Letters shall be issued on City letterhead or by CONSULTANT as appropriate. One week following issuance of the request letters, CONSULTANT shall follow-up with telephone calls to verify that letters were received and to determine when utility atlas information will be provided.
3) CONSULTANT shall map the existing utilities onto base line work and provide reduced-size plans to utility agencies requesting review for conflicts and incorrect mapping of utility atlas information.
4) CONSULTANT shall coordinate with the agencies to confirm design requirements and approval process. Project plans shall be reviewed to determine potential utility conflicts, and potholing may be required to confirm. In case of conflict, notices to Utility Owners shall be prepared and sent to relocate their facilities. 5) For unavoidable utility conflicts, CONSULTANT shall prepare utility relocation notices and project plans highlighting the conflict. 6)CONSULTANT shall work with the affected agency to show the proposed utility relocation on the improvement plans, and any utility relocation design shall be performed by others. In addition, notices to Utility Owners shall be prepared and sent to relocate their facilities.
7) At City’s request, CONSULTANT shall coordinate with potholing subcontractor and determine horizontal and vertical locations for up to four (4) locations.
Task 2.6: Public Meetings
CONSULTANT shall prepare exhibits and attend public meetings (assume 2 meetings).
Deliverables:
A. Two (2) exhibits per meeting.
Task 2.7: Geotechnical Investigation and Report
1) CONSULTANT shall conduct geotechnical investigations in support of this project. The scope of services will consist of the tasks including, but not limited to, initiation, data review, permits, DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
utility coordination, health and safety, subsurface exploration consisting of geotechnical borings for traffic signal foundation, and laboratory testing. 2) CONSULTANT shall summarize the data collected, perform geotechnical analysis, and prepare a Geotechnical Report for the design of the project. A draft of the report shall be prepared and issued in portable document file (PDF) format for review by the City. The report will provide logs of the explorations, laboratory test results, and a map showing the locations of the explorations. 3) CONSULTANT shall issue the final Geotechnical Report after incorporating comments and input from the design team. One PDF copy of the final report shall be submitted to the City.
Deliverables:
A. Draft Geotechnical Report
B.Final Geotechnical Report with foundation design and
subgrade preparation recommendations.
Task 2.8: 30% Preliminary Design
1)CONSULTANT shall prepare conceptual plans at 1” = 20’ scale for the proposed plans along with a detail construction estimate, for City staff to review and comment.
2)CONSULTANT shall contact Utility Owners and coordinate relocations if necessary for the proposed design.
3)CONSULTANT shall schedule and conduct a review meeting with the City staff to discuss the City’s comments on the 30% design submittal.
Deliverables:
B. 30% Preliminary Design and Estimate for City.
Task 3 - Plans, Specifications and Estimates (PS&E)
Upon satisfactory completion of the Preliminary Design Phase, CONSULTANT will be authorized to perform the Final Design Phase including PS&E.
Task 3.1: 60% Submittal & Easement Exhibits
1) CONSULTANT shall schedule and conduct a review meeting with the City staff to discuss the City’s comments on the 30% design submittal.
2) CONSULTANT shall prepare conceptual plans at 1” = 20’ scale for the proposed plans for City staff to review and comment. 3) With the City's input, CONSULTANT shall assist in developing the bid documents. The bid items shall be developed and DPW: 850-20\ev\Council\2026\011326\CI 5597\Traffic Signal at Arboles and Plantas Att 2.docx
incorporated into the bid proposal as part of the City front-end documents.
4) CONSULTANT shall prepare an estimate of construction costs using historical cost data including recent bid results, Caltrans cost data and other sources.
4) CONSULTANT shall perform a constructability review by a senior construction engineer prior to submitting the PS&E to the City for review.
Deliverables:
A. 60% Draft PS&E for City.
Task 3.2: 90% Submittal
1) CONSULTANT shall schedule and conduct a review meeting with the City staff to discuss the City’s 60% submittal comments. 2) CONSULTANT shall prepare the PS&E incorporating City comments.
3)CONSULTANT shall review the estimate of construction cost and update as appropriate.
Deliverables:
A. 90% Submittal PS&E for City.
Task 3.3: Final Submittal
1) CONSULTANT shall schedule and conduct a review meeting with the City staff to discuss the City’s 90% submittal comments. 2) CONSULTANT shall prepare the final PS&E addressing the City’s comments.
3) CONSULTANT shall prepare final sealed unbound bid
documents, the estimate of construction costs, and the bid schedule.
4) CONSULTANT shall prepare a cover letter for the transmittal of plans, bid/specification manual, estimate and comment
response, and deliver original documents to the City.
5) CONSULTANT shall prepare up to three (3) Permit to Enter and Construct easement exhibits for adjacent properties if needed.
Deliverables:
A. Final Sealed Plans and AutoCAD Files.
B. Final Bid Document/Technical Specifications in Microsoft Word.
C. Final Estimate of Probable Construction Costs in Microsoft Excel.
D. PDF prints of final documents.
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E. Permits to Enter and Construct (if needed).
Task 4 - Bid Support Services
1) CONSULTANT shall provide design support services during the bidding phase.
2) CONSULTANT shall assist the City during this phase of the project to respond to all questions brought forth by the bidders (Requests for Information).
3) CONSULTANT shall prepare contract addenda if necessary, assume up to 3 addenda, and an "Issue for Construction" plan set reflecting the addenda items.
4) CONSULTANT shall attend the pre-bid meeting (1-hour) and shall answer questions regarding the Technical Provisions, the design drawings, or conflicts in the design during the bidding process.
CONSULTANT shall assist the City, at no charge, in the
preparation of Addenda regarding changes in the contract documents due to omissions, conflicts, corrections, or
clarifications.
Task 4.1: Monument Preservation
Task 4.1.1: Pre-Construction Surveying Requirements
This task is to be completed prior to the commencement of construction activities. Here is a list of the requirements for this task:
1.1 Describe the type of survey instrument proposed for the surveying work.
1.2 Research and analyze existing recorded property corner and center monuments and their associated ties within the
zone of the project and submit to the City a survey
work plan and schedule for approval.
1.3 The preconstruction survey work shall set a minimum of three (3) ties for each found existing recorded
monument and categorize in the following
scenarios:
1.3A Found existing recorded monument that has
three (3) ties. – No new ties required.
1.3B Found existing recorded monument that has
two (2) ties. – Set one (1) tie.
1.3C Found existing recorded monument that has
one (1) tie. – Set two (2) ties
1.3D Found existing recorded monument that has no
ties. 0 Set three (3) ties.
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1.4 Optional services: Set a minimum of four (4) ties for each found centerline monument. This in essence requires
one additional tie to set in each scenario above.
1.5 Provide the City with Pre-Construction Corner Record and sketch for each found monument and their associated
ties with supporting documents.
1.6 Patch all holes caused by removing asphalt for
preconstruction survey activities with cold patch
material.
Task 4.1.2: Post-Construction Surveying Requirements
This task is to commence after construction of the project is complete.
Here is a list of the requirements for this task:
2.1 Describe the type of survey instrument proposed for the surveying work.
2.2 Re-establish the monuments and set centerline monuments within the Project as directed by the City.
2.3 Edit the field sketches, where needed, to identify the re- established monument.
2.4 Provide the City with Post-Construction Corner Records and sketches for each set monument and their associated
ties.
2.5 File the Post-Construction Corner Record for each set monument with the County Surveyor Office after City
approval.
2.6 Provide the City with copies of all filed Corner Records.
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EXHIBIT B
SCHEDULE OF FEES
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EXHIBIT C
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