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2200 - Lawrence Moss & Associates - Architectural Design for Jay Imperial Parkfi } CITY OF ROSEMEAD, CALIFORNIA Public Worksl Engineering'. 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX (626) 307-9218 CONTRACT CHANGE ORDER Date: February 15, 2017 Contract Number: C15001 Project: Jay Imperial Park Project- Design Change Order Number: 1 To: Lawrence R. Moss 8 Associates 3458 Ocean View Blvd Glendale, CA 91208 Contractor Telephone: (818) 248-5200 Attention: Mr. Lawrence R. Moss Contractor Fax: (818) 248-6574 Description of Change (additional sheet attached) CO #t - Additional Landscape Architectural Design Services .......................... I..",........ 1.. $ 8,000.00 Total Contract Change Order No. 1: $ 8,000.00 Reason for Change (additional sheets attached) The above-described changes are outside of the original scope of work. Distribution Contractor ® Consultant ❑ Division ® Project Manager E Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER change results in the following adjustment of Contract Price and/or Time: Original Contract Price _ ........................... .... _, _ $ 63,000.00 Net Change by Previously Authorized Change Orders/ Contract Amendment_ $ 0.00 This Change Order $ 8,000.00 Total Change Order Amount including this Change Order_ $ 8,000.00 Contract Price after Change Orders) ........ _ _ _ $ 71,000.00 Account/Program Numbers_ 301-6005-5299-41534-101-) $ 8,000.00 Contract Time prior to Change Order N/A Net Increase in Days Authorized by this Change Order N/A Current Contract Time including this Change Order N/A Project Completion Date Including Net Increase in Days by Change Order__, Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 15001 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Attached is Chance Order No. 1 —Additional Landscape Architectural Desian Services City of Rosemead Contractorl Consultant Prepared/ Approved By: Accepted By'. Q L Zl l Lawrence R. Moss & Associates fael M Fajardo, P.E.. City Engineer Date Name of Contractor .c- --212711,17 2e J7 Kathy Garcia, 4a rect rof Public Works Date (Contractor Representative Signature Date Additional City Approvals: L'ar 7r/y_~ -�2'- ,yVyoU . P1zc4 r Ci Ze ` Printed Name, Title Title Date uate Form PWE (Revised 5/09) Page 2 of 2 LAWRENCE R. MOSS ASLA This extra services agreement 8 ASSOCIATES INC from the Agreement dated 3458 OCEAN VIEW BLVD January14, 2013 is made between: GLENDALE, CA 91208 Lawrence R. Moss & Associates, Inc. A.S.L.A. TEL 818248-5200 FAX 818 2486574 Extra Services Agreement CALIF LICENSE #1201 Date: January 31, 2017 Mr. Rafael Fajardo This extra services agreement Lawrence R. Moss & Associates, Inc. A.S.L.A. from the Agreement dated 3458 Ocean View Boulevard January14, 2013 is made between: Glendale, California 91208 (818) 248-5200 Telephone li (818)248-6574 Fax and the Client: Mr. Rafael Fajardo City Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626)569-2151 Telephone (626)307-9218 Fes rfajardo@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Jay Imperial Park (SCE Park) Rosemead, California Dear Mr. Fajardo: As discussed, we shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work includes: 1. Update base and tabulation calculations (Jan. 26, 27, & 31 — 18 hrs.) 2. Update colored rendering (Jan. 31 — 2 hrs.) 3. Construction Administration: Review of RFI's and submittals Rosemead Jay Imperial Park Construction Administration-doc • Site observation and meetings • Providing a defiecency punch list at the completion of the project • providing a defiency punch list at the completion of the maintenance period Fee: Not to exceed $ 8,000.00 (For work being done as of January 27, through December 31, 2017 and continuing with construction administration until project is completed.) The following shall not be considered part of the above fee and will be charged for as noted with written approval from the City: I. Additional revision(s) beyond those described above shall be charged for at the rate of $150.00 per hour, TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services- Lawrence ervice Lawrence R. Moss, President Rafael Fajardo, City Engineer LAWRENCE R. MOSS & ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License #1201 Date: A�K /I Date: Rosemead lay Imperial Park Construction AdministrationAm, q� - "to ^`� �® CERTIFICATE OF LIABILITY INSURANCE 6/25/201 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policyles) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder In lieu of such endorsemengs). PRODUCERCONTECEIVED Russ Humphreys and Associates CITY OF ROSEMEAD 1812 W. Olive Ave JUL 172014 Burbank CA 91506 NAME Nancy GZlmahaW FAR ,,N let 957-3931 PHONEconEN, Ell -1 (ARE, IL ancy@rhainsurance.com INSURENS) AFFORDING COVERAGE I NAIC0 INSURERA Fireman's E d Ins. Co. INSURED CRY CLERK'S OFFICE Lawrence R Moss And Assoc. , IEW: 3458 Ocean View Blvd Glendale CA 91208 INSURER Rejpublio Indeaul Co. of Cal. INSURER c: INSURER D: INSURER E' 1 INSURER F: cnVFRAnrc rFRTIFICATFNIIMRFRCL1432002 895 REVISION NUMBER - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LLP TYPE OF INSURANCE POLICY NUMBER MWDDIYYYY XP MHJDDIYYYY LIMITS GENERAL LABIUW EACH OCCURRENCE E 2,000,006 rUncence S 100,000 X COMMERCIAL GENERAL LIABILITYPREMISESEd A CLAIMSNAOE OCCUR X 51 AZC80e82946 /15/2014 /15/2015 MED EAP (Any one PI$ 10,000 PERSONAL 8 ADV INJURY 5 2,606,600 GENERALAGGREGATE S 4,000,000 GEN'LAGGREGATE LIMIT APPLIES PRODUCTS-COMP/OPAGG S 2,000,000 S X POLICY PflO LDU AUTO MOBILE Last." CEMB�I QEED SI NGLE LI MIT S 5001 LY INJURY (Per perscn) $ A ANY ALTO ALL OMED SCHEDULED AACTUTOS NONLOANED X HIRED AUTOS y' AUTOS al AZCB0882946 /15/2014 /15/2015 BODILY INJURY I Perecu0eni) E PROPERTY DAMAGE Per amEenl 5 Hlrednwrawm 5 2,000,00 UMBRELLA LIAO OCCUR EACH OCCURRENCE S AGGREGATE E EXCESSLNB TI -AH. OE OED I I RETENTIONS E B WORXERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PRWRIETORNARTNENE%ECUTIVEO I WC SCRYTATU- OTH- T MTS EL EACH ACCIDENT E 1,000,000 OFFICERMEMBEN ESCLUDEL, 'a 11 tlOry In Nm NIA 06572-23 /25/2014 6/25/2015 E L. OI$ EASE-EAEMPLOYE S 1 ODO 000 EL OISEeSE-COLICV LIMITE 1,000,000 OESCaGTION Led r OF OPERATIONS ualaw DESCRIPTION OF OPERATIONS I LOCATONS I VEHICLES Usach ACORD 101, Additional Rerel Schedule. X MON epace le "ulrtEl RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy Mich respects to operations performed by the named insured (as stipulated per attached form NAB9189 8-07 and required by contract). A30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 sllamas@cityofrosemead.org I SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Rosemead Attn: City Clerk 8838 E. Valley Blvd Rosemead, CA 91770 Grimsha,l - J 0 ACORD CORPORATION. All rights reserved. INSn25ommslnl Th. Arnpnnamnan..Hann —N—i.,.—RH rn.r9e of ACnRn late: 7/15/2014 Time: 8:05 AM To: City of Rosemead Q 16263079218 %4t)- 160 Page: 002 CERTIFICATE OF LIABILITY INSURANCE 1S/2019014 7/15/D/ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions Of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights m the certificate holder In lieu of such endorsement(s). PRODUCER Heller -Lowry Insurance Inc 1777 S Harrison St #700 Denver CO 80210 NAME: TCLCSd HCnPel PX°"E (303) 756-9909 i Nn <apaps¢wale .icaTlhelp8kellerlorrry.com INSUREIRIM AFFDRDING COVERAGE "ICI NSVmMAae321 Insurance n 7540 INALRED InMgIonce R. 1058 S Associated, Inc. 3458 GO. Vint Blvd Glendale CA 91208 IISURERB' INeURERC: IMURPRD. rm-RERE: IFSURERF: THIS IS TO CERTIFY THAT THE POLICIES OF WSURM09 LISTED BE LOW HAVE BEEN ISM ED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING MY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO VMICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AHD CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. R ENDMANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE AcceTYPEOFINSUUNCE THE EXPIRATION DAIS THEREOF, NOTICE WILL BE DELIVERED IN POUCYWMBER PM N PMILnICYEXP Leen City Of IbseSOP3d GENERAL LIABILITY 8838 E. Valley B1Vd. ALmimnec REPRESENTA. Bosemead, CA 91770 EACH OCCWRENCE f f N All 'nt d COWEROAL GENERAL JABLOV CLAIMSMADE F1 OCCUR MED EXP An m S PER$°NALBADVIN,Lm` S GENERAL AGGREGATE f GEN L AGGREGATE UNIT AMER. PROWLS-COMPMP AGG S POUCV PRO LOC AIRDMOBILEUA&LMMIV PIRGBODILY INJURY(Per ALLOWNED SCMEWLOAUTOS AUTOSHIRED AUTOS ALORNO511NEDUTARELLALABOCCUR EACH OCCURRENCEE%CESS ES AGGREGATEIONSWOHMERSGOWENSATWN LIAR ttAIMSMACE TE1 10,1MANTRVOFRIETCFPPRTNEWpECtRIYEYONIA ANOEMPLOYERS'UANLIN EL EACHACCIDENTOIEDE� DSEASE - EA EM,"OmarDESCRIPTION naetmy ER EXCLUCED'lEL. EL.OSEASE-POLIC OF OPERATIONSRem A PROFESSIONAL LIABILITY6123140101 /12/2010 /12/2018 RER AGGREGATE $2,000,000 DED $30,000 PER CLNM $1,000,000 DESCRIPTION OF °FEMTCH51 LOCATIONS IYEXICLES (1Hee1,ACORO 101, AtltlElenY Remvke SCM1etlule, X mon FpFae IF nyYed) RECEIVED CRY OF ROSEMEAD JUL 15 2014 ORY CLERKS OFFICE CERTIFICATE HOLDER CANCELLATION ACORD25(2010105) ©1988-2010ACORD CORPORATIO . ng are3erva . INS02511.1.1111 Tho Gnnnnname and loon a.n .nnlem.nd-6-of AnnRn ENDMANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DAIS THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City Clerk's Office City Of IbseSOP3d 8838 E. Valley B1Vd. ALmimnec REPRESENTA. Bosemead, CA 91770 T Sibelius CIC C[A1/T!f N All 'nt d ACORD25(2010105) ©1988-2010ACORD CORPORATIO . ng are3erva . INS02511.1.1111 Tho Gnnnnname and loon a.n .nnlem.nd-6-of AnnRn late: 7/15/2014 Time: 8:05 AM To: City of Rosemead @ 16283079218 Page: 001 From: Keller -Lowry Insurance Inc 1777 S Harrison St #700 Denver, CO 80210 To: City of Rosemead Fax Number: 16263079218 Phone # (303) 7565909 Fax # (303) 7565818 From: Mary Herman Date: 7/15/2014 Subject: City of Rosemead Certificate of Insurance - Lawrence R. Moss & Assoc. Inc. Note: Attn: Tonirose Medinilla Please see the attached Certificate of Insurance on behalf of our Insured - Lawrence R. Moss 6 Associates, Inc. Thank you, Mary Herman Keller -Lowry Service Team If you received this fax in error, or would like to be removed from our fax list please call 1-800-753-9909 1 - CERTIFICATE OF LIABILITY INSURANCE IRO 1 3/20/2014 ............ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, E%TEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the crrtificate holder in lieu of such endonMmwmy2Jp£1p1Vgn PRODUCER CCTV OF ROSEMerMM NAM: •• __W�••^^ Russ Humphreys and Associates PxoxNo E ,(818)249-1144 1812 W. Oliva Ave MAR 2 4 20% Amit nancy8rhainsura Burbank CA 9150 CL PRMB OFFICE INSURED BV: -- Lawrence R Moss And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91208 I I I ERIOD THIS IS TO CERTIFY THAT THE POLICIES OFUI INSURANCE LISTED BELOW HAVE BEEN IBSUEO TO THE INSURED NAMED ABOVE FOR THE POLICY H THIS INDICATED. NOPMTHSTSUED ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT SSU RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCEDBYPAID CIAIMS. IPTSHR A TYPE 0f IN5UMNCE GENEMLLYBILITY X COMMERCIAL GENERAL LMEILITY CLAIMSJAAOE O OCCUR X SRI POLICY HUMBER X80882946 POLI TEFF MMIGOMVYY /15/201< POLICY EXP MWO /15/2015 LIMIT$ EACH OCCURRENCE $ 2,000,000 PREMISE Eearcurtenw $ 100,000 MEDEXPRn onepenonl $ 10,000 PERSONAL 6 ADV INJURY S 2,000,000 Nancy Grimahaw/NLG ause GENERAL AGGREGATE $ 4,000,000 PRODUCTS-COMPgP AGO s 2,000,000 GEN L AGGREGATE LIMIT APPLIES PER'. E MAIN 0 SINGLE LIMIT X POLICY PRO LOC AUTOMOBILE LIABILITY EaamG 1 BODILY INJURY Pxperecn) 1 A ANY MRO ALL OWNED SCHEDULED AUi05 NON-0WNEO X MREO AUTOS X AUi05 ZC80882946 /15/2014 /15/2015 BODILY INJURY (Per acuden) s PROPERLY OANAGE 1 r oe°I wreamortawed E 2 000000 UMBRELW LPB IX'6UR EACH OCCURRENCE E EXCE95 LMB ClAIM5FA0E AGGREGATE $ OEO RETENTIONS AND EERLOYERS LIATmN ANY ENPLOYERSWTNER Y PE.I, TONPA cL DRF)IECUTIVE YIN OFFICERmENBER F%CWDEDv IMen 1. an µC $TFTU- OTH- IS B NIP 06572-42 /25/2013 /25/2014 EL EACH ACCIDENT E 1,000,00 0 E L. OSEASE. EA EMPLOYE c 1,000,00 EL DISEASE. POUCVDIMT s 1 000 000 merry C OCRIPTaNOFOPERATON-relo. --- _ _ _ DESCRIPTION OF OPERATIONS' LOCATIONS I VEHICLE$ IAWc11 ROUND 101. mosional Remar m Schedule, X more space Is sommadl BE: All Projects in the City of Rosemead. The Certificate holder is included as an additional insured on this policy with reaPecte to operations Performed by the named insured (as stipulated per attached Form IIAB9189 0-07 and required by contract). w30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. "K I.1.1N m nvwcic _, ...____..._.. (626)307-9218 sllamas@cityofrosemead.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Rosemead Attn: City Clerk 8838 E. Valley Blvd AUTHORRED REPRESENTATIVE Rosemead, CA 91770 Nancy Grimahaw/NLG ause ACORD 25 (2010105) ram.,-. ...................... ...._.._.........�..._.___..__. INSn29lnmmsm Toe eenan narnn ann loon a.n .u,aeee.ne rna.Lc TIF arno" ABC MD1t9Cover - AB 9189 08 07 7bla eodmammt modirrm immaom provided under the fdlmdng American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Disain o dion Liability Unless Personal Injury or Advertising Injury is excluded hem this policy: A. Section ID - Derrdtiun, Item 17. Personal Injury is amended to include: f. Discrimination B. Section M - Defuitlooa, Item 2 Advertising Injury is amended to include: e. Discrimination C. Section DI - Dermitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals based on ram, color, ethnic origin. Murder, religion, age, or sexual preferem. D. Sadie D - 112MEty Coverage, Part tL Ex- clacma, Item I.p Pcraonal Injury or Adver- lhmg Injury is amended w include: (11) Arising out of discrimination directly or indirectly related to the past employ - meet, emPloyment or prospective em- ployment of any person or class of persons by any insured; m (12) Arising out of discrimination directly or indirectly related to the sale, rental, leas or sub -lease or Prospective sale, rental, lease or sub -leas of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is pmlubited by law; or (14) Fines, penalties, specific Perlonmanee, or injunctions levied or, imposed by a go- vemmemal entity, or governmental code, law, or statute because of discrimination. 2 Blanket Additional Insured Section D - Iiablgty Coverage, Part 1. Who Is An homed, Item 2 is amended to include: I Any person or organization that you are re- quired by a written insured contract to include ss an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of (a) the ownership, maintenance or Use of that part of the premises, of land owned by, rented to, or Imcd to you; or (b) your ongoing operations performed for that insured; or (c) that instned"s financial control of you; or (d) the maintenance, operation or use by you of equipment leased to You by such persor(s) or organization(s); or Tale Free mut to rt+YLed to Ching' Fndoeeevvat vhee Wear` ani ne oier is warm. Ove d the flume's Pond Ivwnvee Cm "'- u need in we Wiiv` a my f Ado President AB9139 ran page I of 6 (e) a state or political subdivision per- assumption of liability in a contract mit issued to you. or agreement. Thu exclusion does e (2) Coverage does not apply to any occur- not apply to liability for damages rence or offense: that the vendor would have in the absence of the contract or agree - (a) which took place before the ere- meat; cation of, or subsequent to the b. Any express warranty unauthorized completion or expiration of, the by you; _MM written battered contract, or (b) which takes place after you cease m c. Any physical or chemical change in be a tenon in that premises. the product made intentionally by the vendor, (3) With respect to architects, engineers, or surveyors, coverage does not apply to d. Repackaging, unless unpacked solely BONY Injuryproperty Damage, Pery for the purpose of inspection, dem- conal Injury or Advertising Injury arising onsiretion, testing, or the substi- _ out of the rendering or the failure to tution of parts under instructions render any professional servicea by or for from the manufacturer, and then re - you including: packaged in the original container. (a) The preparing, approving or failing e. Any failure to make such in. to prepare or approve maps, draw- spections, adjustments, tests or ser. mgs, opinions, repons, surveys, vicing as the vendor has agreed to change orders, designs or specifica- make or normally undertakes to tions; and make in the usual course of busi- ness, in connection with the distrib- (b) Supervisory, inspection, or engi- ution or sale of the products; nearing services. g I. Demonstration, installation, servic- g If an Additional Insured endorsement is attached ing or repair operations, except such to thnh that specifically names a person or operations perforxced at the vendor's organization as an insured, then this coverage does premises in connection with the sale not apply to that person or organization. of the product; 3. Blanket Additional Insured for Vendors It. Products which, after distribution Unless the Products -Completed Operations Has or sale by you, have been labeled or and is excluded from this policy. Section d, - li- relabeled or used as a container, part isCoverage, Part I. Who Is an binned, Item or ingredient of any other thing or I i s amended mended to include: substance by or for the vendor. - g Any vendor but only with respect to Bodily 2. 7Lia insurance does not apply to any in - Injury orProperty Damagearisingout ofyam sued person or organization, from Inducts which are dishibuted or sold in the whom you have acquired such products, regular worse of the vendor's business, sub- or any ingredient, pan or container, m- g ica to the following additional exclusions: tering into, accompanying or containing $ such products. 1. Tle insurance forded the vendor does not apply to: If an Additional Insured - Vendors endorsement ti is attached to this policy that specifically names a a. Bodily Injury or Property Damage person or organization as an insured, then this for which the vendor is obligated to coverage does not apply m that person or organ - d pay damages by reason of the ization. Amma9am Page 2 of 6 8 4. Blanket Waiver of Subrogation Section, B - fjAWry Coverage, Part IL liability wad Medical Payments General Condidook is amended w include 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Weiner of Subrogaton a. if the insured has rights to recover all or pmt of any payment we have made under this Coverage Pmt, those rights are transferred to us. The insured must do nothing after loss to impar those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them b. If required by a written insured contract, W waive any right of recovery we may have against any person or organization became of payments we make for injury or damage arising out of Yomoperations or your work for that person or organ- ization. S. Broadened Named Insured before you acquired or formed the or- ganration; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offeree committed before you w- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section D - 1j2bility Coverage, Part H. Ex- draims, Item 2.E is replaced with: f. Included within the products -completed operations heard. However, this =In - mon does not apply to expenses for den- tal services. Section H - Ijahifity Coverage, Part L Who Is Am 7. hrsared, Item 4. is replaced with: 4. AB of your subsidimies, companies, corpo- ratiom, forms, or organizations, as now or hereafter constituted, qualify as Named In- sured under this policy in (a) you have the responsibility, of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise smm specificagy provided; and (c) the entity is incorporated or organized under the laws of the United States of America. But each entity is insured only while You own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets However: (a) Coverage muter this provision is afforded only until the end of the policy penod, or the 12 month anniversary of the policy inception date, whichever is earlier, (b) Cow W C does not apply to bodily in - jay or property damage that occurred B. Section D - liability Coverage, Part G. Cov- erage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. Tenant's Legal Liability A. Section, Ul - liability Cmenge, Put 3- li- ability and Medial Payments limits of In- aurance, Item 3. is replaced with: 3. The moat we will pay under Coverage C - Liability for damages because of prop- eriy damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. a. arising out of MY Covered Cause of Loss shall be the grtater of (1) $1,000,000; or (2) The Tenant's Legal Liability Emit shown in the Declarations. S. Chartered Aircraft Section H - Uahility Coverage, Coverage C, Pmt H. Exclusions, Item l.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Amts em - Page 3 of 6 10 :t I 9. Coverage Territory Broadened Section M - Deratilions, Item 5.a. is replaced with: a The United States of America (including its territories and possessions), Puerto Rim, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Bmadmed Advertising Injury Unless Advertising Injury is excluded from this policy: Payments Definitions, Items 17.b., d. and e. art replaced with: K Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a persons or organization's goods, products or services; C. Oral, written, televised or videotaped publica- tion of material that violates a person's right of privacy; A. Section III - Definitions, Item 2. is replaced with: 12. Broadened Personal or Advertising Injury 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is out of one or mom of the following of- excluded from this policy, Section H - llabgity fences: Coverage, Coverage C, Part H. Exciusions, Item l.p.(4) Exclusions is deleted in its entirety. a Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or disparages a person's or organua- Section H - Liability Coverage, Part I. Who Is an tions goods, products or services; Insured, Item 1a-(1) is amended as follows: b. Oral, written, televised or videotaped publication of material that violates a person's right of privacy; c. Misappropriation of advertising ideal or style of doing business; or d. Infringement of trademark, copy- right, title or slogan. B. Section H - Lialdlily Coverage, Covorage, C, Part H. Exdnsion% Items l.p.(1) and (2) are replaced with: (1) Arising out of oral, written, televised or videotaped publication of material, if done by or at the direction of the insured with knowledge of its falsity; (2) Arising out of oral, written, televised or videotaped publication of material whose fist publication took place before the beginning of the policy period; 11. Broadened Persons] Injury Unless Personal Injury is excluded from this pol- icy, Section III - Property, liability and Medical Am1f9 Fal (1) Personal Injury to you or to a co -employee while in the course of his or her employment, or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house- hold of that employee or m -employee as a consequence of such Personal Injury, or for any obligation to share damages with or repay someone ehe who most pay damages because of the injury; or 14. Mental Anguish Is Included in Bodily Injury Section IH - Definitions, Item 4. is replaced with 4. Bodily injury means bodily injury, sickness or disease sustained by a person. It includes death or mental anguish which result at any time from such physical harm, physical sick- ness or physical disease. Mental anguish me- ans any type of mental or emotional illness or disease. 15. Unintentional Failure to Disclose Hazards Section H - Liability Coverage, Part R. Liablity and Medical Payments General Conditions, is amended to include: Page 4 of 6 6. Umoleational Fadurc to Disclose Hazards H you u mum ionally fail to disclose any ba- zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our light to collect additional premium or exercise our right of cancellation or mn-renewal. 16. Supplementary Payments, Increase limits Section H - Lability Coverage, Part G. Coverage, Items Le. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or troBsc law violations arising our of the use of my vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish theses bonds. (4) All reasonable expenses incurred by the in- sured at our request to assist is in the inves- ligation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work 17. Per Location Aggregate A. Section 1I- liability Coverage, Part J. limits of Issuance, Item 4. is amended to include: The Aggregate Lunit of Insurance apples se- pmoely to each location owned by you, rented to you, or occupied by you with the pertnusion of the owner. B. Section M - Property, Liability and Medical Payments Definitions, is amended to include: 31. Location mean, premises involving the same or connecting Iota, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Lability Coverage, Part K. Lability and Medical Payments General Coudtionk Items 2a. and b. are replaced with: a. In the event of an oceosrence, offeme, claim, or auk, you most promptly notify M. You duty to promptly notify us is effective When your executive offences, partners, members, or legat mpresematives arc aware of the General Liability oceurrercce, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place; (2) The names, addresses, and telephone numbers of my injured penins and wit- nesses; and (3) The nature and location of my injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other loses M Item 2, is replaced with: 2. Coverage C - Liability H other valid and collectible insurance u available to my insured for a loss we covu under Coverage C of this Coverage Pari on obligations are limited as follows: a. The insurance provided mdu this policy is primary if you are required by a written insured contract to include my person or organization as an burned, but only with respect to that insured's liability arising out of the ownership, maime- o nce, or use of that pan of the premises owned by or rented to you, or your work for that insured by car for you Any other insurance available to that person or or- ganization is excess and rmnconttibutory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insmarme provided under this policy is excess ova my other l- ability insuranw available to any insured whether such othu insurance is written as primary, excess, contingent or my other basis. An exception applies when my insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown m the Decia- arm= of this Coverage Pari for Cover- age C. Amtev sal Page 5 of 6 20. Damage to Invitees' Automobiles from Falling Tinea or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invite" subject to all of the following. 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2 Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly mused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like h kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SEMON 1. - 2 EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable form to protect persons or pnsp- erty. All other terms and conditions of the policy apply. wesiro sin g Page 6 of 6 E M F 5 � O 1624 'NCORPoMiE� jg59 PROFESSIONAL SERVICES AGREEMENT ROSEMEAD CIVIC CENTER PROJECT, PHASE III - CONSTRUCTION ADMINISTRATION SERVICES (LAWRENCE R. MOSS AND ASSOCIATES, INC.) PARTIES AND DATE. -F{'1 This Agreement is made and entered into this day of .., 20_1-t, (Effective Date) by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, Inc. with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Consultant"). City and Consultant are sometimes individually referred to herein as `Party" and collectively as 'Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing construction administration services to public clients, is licensed in the State of California and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such construction administration services for the Rosemead Civic Center Project, Phase III ('Project'), also referred to as "Services" as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services: Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional construction administration LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 2 of 10 services necessary for the Project, herein referred to as "Services". The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term: The term of this Agreement shall be from the Effective Date shown above to December 31, 2014 unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this agreement is necessary to complete the Services 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor: The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services: Consultant shall perform the Services expeditiously, within the term of this Agreement. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements: All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel: Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 3 of 10 Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. 3.2.5 City's Representative: The City hereby designates the Associate Engineer, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative: Consultant will designate a designee to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services: Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees: Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. 3.2.9 Laws and Regulations: Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 4 of 10 3.2.10 Insurance: Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety: Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement and shall not exceed Twenty Five Thousand Dollars ($ 25,000.00). Extra Work may be authorized in writing, as described below, and will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment and Compensation: Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses: Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work: At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages: Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 5 of 10 applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft; classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection: Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination: City may, by written notice to Consultant, terminate the whole or any part of this Agreement at anytime and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination: If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents/ Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services: In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 6 of 10 CONSULTANT: CITY: Lawrence R. Moss and Associates, Inc. 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Mr. Lawrence R. Moss, President Phone: (818) 249-5200 City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Rafael Fajardo — Associate Engineer Phone: (626) 569-2151 Fax: (626) 569-2303 Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality: All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the priorwritten consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 7 of 10 pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees: If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification: To the fullest extent permitted bylaw, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, official's officers, employees, agents, or volunteers. 3.5.7 Entire Agreement: This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law: This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence: Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants: City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns: This Agreement shall be binding on the successors and assigns of the parties. LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 8 of 10 3.5.12 Assignment or Transfer: Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions: Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification: No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver: No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests: Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicitor secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required understate law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment: Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 9 of 10 ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification: By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement: Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts: This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required: Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on next page] LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 10 of 10 CITY OF ROSEMEAD By: Jeff Allred, City Man ger bate Attest: Gloria Molleda, City Clerk Da e LAWRENCE R. MOSS &ASSOCIATES, INC. By /0-n-13 Date Name: L-awrwtce' A, moss 1 mSia k [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONSULTANT REQUIRED] Ely- /0-2-9--(3 Date VV�� Name: IJVJin kyp Title: VI (e_ Pre S i zwk LAWRENCE R. MOSS AND ASSOCIATES, INC. EXHIBIT A SCOPE OF SERVICES SEE REQUEST FOR PROPOSAL (RFP) AND CONSULTANT'S PROPOSAL A-1 Lawrence R. Moss & Associates, Inc. A.S.L.A. Agreement Date: October 21, 2013 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 618 248-6574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Chris Marcarello, Director of Public Works City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 Telephone (626)307-9218 Fax cmarcarello@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Dear Mr. Marcarello: Rosemead Civic Center Project - Phase III Construction Administration Rosemead, California We shall provide construction administration services in coordination with you and any other interested parties. Construction Administration shall be for the Civic Center - Phase III. Our scope of work will include: 1. Submittals/Materials Review 2. Contractor Coordination 3. Change Orders RosenteadCivicCenter Contract Adm Phase III.doc 4. Site Observation during Implementation 5. Entry Fountain Tile Mosaic Coordination 6. Review Proposed Substitutions 7. Prepare Deficiency/Punch List 8. Project Closeout — Final Walkthrough *Fee: Hourly, not to exceed $25,000.00, at the following rates: Principal: Project Manager: Associate: Support: $150.00 per hour $135.00 per hour $115.00 per hour $100.00 per hour Progress payments will be made in the following manner: Payment will be made monthly based on work completed and invoiced within that period. * See attached Hourly Fee Breakdown The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $150.00 per hour. Any revisions/additional fees will be discussed with Client prior to proceeding with additional work. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Service awrence R. Moss, President Chris Marcarello, Director of Public Works LAWRENCE R. MOSS & ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License # 1201 Date: -D - Z/ — °3 Date: RmemendCivicCenter Contract Adm Phase 111.doe LAWRENCE R. MOSS AND ASSOCIATES, INC. EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in anyway on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1,000,000.00 per occurrence. Cs LAWRENCE R. MOSS AND ASSOCIATES, INC. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services' as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are licensed carriers in the state of California and with an A. M. Bests rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Consultant and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. LAWRENCE R. MOSS AND ASSOCIATES, INC. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. L3% LAWRENCE R. MOSS AND ASSOCIATES, INC. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or ME LAWRENCE R. MOSS AND ASSOCIATES, INC. Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. A� o® CERTIFICATE OF LIABILITY INSURANCE 6122 m,OD, 3`YI THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 CONTACT Nancy Grimshaw PHONE INC. No Eift (918)249-1144 FAC. (818)957-3931 Nc: E-MAIL ADDRESS: Want1@ rhainsurance. tom INSURER 5 AFFORDING COVERAGE NAIC If INSURER A:Fireman Is Fund Ins. Co. INSURED Lawrence R. Moss And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURER BRe ublic Indemnity Co. of Cal. INSURERC: INSURERD: INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER:CL1341902689 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INS LTR TYPE OF INSURANCE AINSR DDLSUEUR POLICY NUMBER POLICY YIYEYW MMIDD/Y� LIMITS GENERAL UABILITY EACH OCCURRENCE $ 2,000,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR X &ZC80882946 3/15/2013 3/15/2014 DAMAGE TO RENTED PREMISES Eaoccurrence$ 100,000 MED ENT (Any one person) $ 10,000 PERSONAL& ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 41000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMPiOP AGG $ 2,000,000 X POLICY PECTRO LOC $ AUTOMOBILE LIABILITY COMBINED BI tleDt SINGLE LIMITJE $ BODILY INJURY (Per person) $ AIX ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS ZCBOB82946 3/15/2013 /15/2014 BODILY INJURY Per accident $ I ) NON -OWNED HIRED AUTOS X AUTOS PROPERTY DAMAGE $ PeremidrI Hiredlborrowed $ 2,000 000 UMBRELLA UAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LMS CLAIMS -MADE DEO I I RETENTION$ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNEWEXECUTIVE OFFICERIMEMBER EXCLUDED? (Mandatory in NH) Kyes, tlescribe antler N/A 006572-22 6/25/2013 6/25/2014 WCSTATU- OTH- X V E.L EACH ACCIDENT $ 11000,000 E.L. DISEASE - EA EMPLOYEE It 1,000,000 E.L DISEASE -POLICY LIMIT $ 1,000 000 DESCRIPTION OF OPERATIONS below DESCRIPTION OF OPERATIONS I LOCATIONS / VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space Is required) RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). +30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 sllamas@cityofrosemead.org City of Rosemead 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2010105) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Grimshaw/NLG _n� ©1988-2010 ACORD CORPORATION. All riahts reserved. INSri oninns1 ni Th. hr-nP T nam. and 1n.n .r. e.nief.roA maitre of Ar.npn ABC MaltiCover - AB 9189 08 07 1bds mdornment modifies insurance provided under the following: American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section III - Definitions, Item 17. Personal Injury is amended to include: E Discr®tivation B. Section III - Def sitioos, Item 2. Advertising Injury is amended to include: e. Discrimination C. Section III - Definitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals bared on rate, color, ethnic origin, gender, religion, age, or sexual preference. D. Section II - Liability Coverage, Part IL. Ex- clos ora, Item Lp Personal Injury or Advm- tift Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental; lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or, imposed by a go- vernmental entity, or governmental code, law, or statute because of discrimination. 2. Blanket Additional Insured Section II - liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: f. Any person or organization that you are re- quired by a writteminsured contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, rented to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of you; or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s); or This Form must be attached to Change Fisdorsement when issued aver the policy is written. One or the Piresosn's Food Nsurems Companiesas mused in the policy s=&y President A691t9 W Page 1 of 6 (e) a state or political subdivision per- mit issued to you. (2) Coverage does not apply to any occur- rence or offense: (a) which took place before the exe- cution of, or subsequent to the completion or expiration of, the written inured contract, or (b) which takes place after you case to be a tenant in that premises. (3) With respect to architects, engineers, or surveyors, coverage does not apply to Bodily Injury, Property Damage, Per- sonal ersomal Injury or Advertising Injury arising out of the rendering or the failure to render any professional services by or for you including: (a) The preparing, approving, orfailing to prepare or approve maps, draw- ings, opinions. reports, surveys, change orders, designs or specifica- tions; and (b) Supervisory, inspection, or engi- neering services. If an Additional Insured endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage does not apply to that person or organization. 3. Blanket Additional Insured for Vendors Unless the Products -Completed Operations Haz- ard is excluded from this policy, Section H - li- ablilty Cogerage, Part L Who Is an homed, Item 2. is amended to include: g. Any vendor but only with respect to Bodily Injury or Property Damage arising out of your products which are distributed or sold in the regular course of the vendoes business, sub- ject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. Bodily injury or Property Damage for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agree- ment; b. Any express warranty unauthorized by you; a Any physical or chemical change in the product made intentionally by the vendor, d. Repackaging, unless unpacked solely for the purpose of inspection, dem- onstration, testing, or the substi- tution of parts under instructions from the manufacturer, and then re- packaged in the original container. e. Any failure to make such m- spections, adjustments, tests or ser- vicing as the vendor has agreed to make or normally undertakes to make in the usual course of busi- ness, in connection with the distrib- ution or sale of the products; L Demonstration, installation, servic- ing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product; g Products which, after distribution or sok: by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. 2. This insurance does not apply to any in- sured person or organization, from whom you have acquired such products, or any ingredient, part or container, en- tering into, accompanying or containing such products. If an Additional Insured - Vendors endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage does not apply to that person or organ- ization. to AB9189 &W Page 2 of 6 0 4. Blanket Waiver of Subrogation Section 11 - Liability Coverage, Part IL liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. 1 b. If required by a written insured contract, we waive any right of recovery we may have against any person or oaization because.of payments we make for injury or damage arising out of your operations or your work for that person or organ ization. . S. Broadened Named Insured Section H - Liability Coverage, Part L Who Is An Insured, Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Nam In- sured under this policy if: (a) you have the responsibility of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of America But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage under this provision is afforded only until the end of the policy period, or the 12 month anniversary of the policy inception date; whichever is earlier, (b) Coverage C does not apply to bodily in- jury or property damage that occurred Aa9189 8-07 before you acquired or formed the or- gaoiration; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offense committed before you ac- quired or formed the organization 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section H - Liability Coverage, Part H. Ex cludons, Item 2.f. is replaced with: E Included within the products -completed aWations hazard: However, this exclu- sion does not apply to expenses for den- tal services. B. Section H - Liability Coverage, Part G. Cov- erage, Item 2., is amended to include: c. Coverage D. Mediad Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. 7. Tenant's Legal Liability A. Section III - Liability Coverage, Part J. Li- ability and Medical Payments Limits of In- surance, Item 3. is replaced with: 3. The most we will pay under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. a. arising out of any Covered Cause of Lose shall be the greater of. (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. S. Chartered Aircraft Section H - Liability Coverage, Coverage C, Put H. Exclusions, Item l.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Page 3 of 6 9. Coverage Territory Broadened Section III - Definitions, Item 5.a. is replaced with: a. The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Vngin Islands. 10. Broadened Advertising Injury Payments Defmitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a persons or organizations goods, products or services; 11MUnless Advertising Injury is excluded from this e. Oral, vudtlen, televised or videotaped publica- Pommy tion of material thatviolates a person's right — of privacy. =. A. Section III - Defmitiom Item 2. is replaced with: e 12. Broadened Personal or Advertising Injury 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is NINE!out of one or more of the following of- excluded from this policy, Section II - liability lenses: Coverage, Coverage C, Part H. Exclusions, Item l.p.(4) Exclusions is deleted in its entirety. a. Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or Section II - Liabitily Coverage, Part I. Who Is an disparages person's or organize-Section Item 2.a.(1) is amended as follows: tions goods,,products or services; b. Oral, written, televised or videotaped (1) Personal Injury to you or to a co -employee publication of material that violates why in the course of his or her employment, a person's right of privacy; or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a ideas or style of doing business; or consequence of such Personal Injury, or for any obligation to share damages with or repay d. Infringement of trademark, Copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section II - UWWBly Coverage, Corsage C, 14. Mental Anguish Is Included in Bodily Injury Part R Exclusions, Items I.p.(1) and (2) are replaced with: Section III - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or videotaped publication of material, if disease sustained by a person. It includes done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity; time from such physical harm, physical sick- ness or physical disease. Mental anguish me - (2) Arising out of oral, written, televised or oris any type of mental or emotional illness videotaped publication of material whose or disease. o first publication took place before the d beginning of the policy period; 15. Unintentional Failure to Disclose Hazards d 0 ' 11. Broadened Personal Injury Section II - Liability Coverage, Part K. Liability g Unless Pasonal is excluded from this pol- and Medical Payments General Conditions, is .Lrjary N icy, Section III - Property, Liability and Medical amended to include: u r -m Page 4 of 6 IAa9189 o 6. Unintentional Failure to Disclose Hazards If you unintentionally fail to disclose any ha- zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. 16. Supplementary Payments, Increase Limits Section lI - Liability Coverage, Part G. Coverage, Items Le. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish these bonds. (4) AD reasonable expanses incurred by the in- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section II - Liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section III - Property, Liability and Medical Payments Delinilions, is amended to include: 31. Location means premises involving the same or connecting lots, or premises whose connection is intemrpted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Liability Coverage, Part H. Liability and Medical Payments General Conditions, Items 2.a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or snit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or UvA[tleh legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occornmee, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place; (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contrad to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, mainte- nance, or use of that .part of the premises owned by or netted to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other li- ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Part for Cover- age C. Page 5 of 6 c N Z F, 20. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following: 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2. Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like IAMM) 8-07 kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex clusion SECTION I. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. Page 6 of 6 A`� b® CERTIFICATE OF LIABILITY INSURANCE 6izz/zoi1 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 CONTACT Nancy Grimshaw PHONE (818)249-1144 FAX (818)957-3931 AIC NII: AbmDRILSS,nancy@rhainsurance.com INSURERS AFFORDING COVERAGE 14AIC9 INSURER A:Fireman is Fund Ins. Co. INSURED Lawrence R Moss And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91206 INSURER B:Re ublic indemnity Co. of Cal. INSURER C: INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER:CL1341902689 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE ADDL INSR SUER WD POLICYNUMBER POLICY EFF MMIDDIYYYY POLICY EXP IMMIDDIYYYY LIMITS GENERAL LIABILITY EACH OCCURRENGE $ 2,000,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR X NZC80882946 /15/2013 3/15/2014 DAMAGE TO RENTED PREMISES E...mance $ 100,000 MED EXP (Any one person) $ 10,000 PERSONAL &ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 X POLICY PRO LOC $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea..ident BODILY INJURY (Per person) $ A ANY AUTO ALL OWNED AUTOS ZC80882946 /15/2013 3/15/2014 BODILY INJURY (Per accident) $ X ED HIRED AUTOS AUTOS POaccdeDANAGE r int$X Hired/borrowed $ 2,000.000 UMBRELLA LIABOCCUR EACH OCCURRENCE S AGGREGATE S EXCESS UAB CLAIMS -MADE DED RETENTION$ S B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN YIN ANY PROPRIETORIPARTNEWEXECUTIVE OFFICERIMEMBER EXCLUDED? (Mandatory In NHl NIA 006572-22 6/25/2013 6/25/2019 X WC STATOTH- RTS ER Y LIMITS E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT IS 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) RR: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 sllamas@cityofrosemead.org City of Rosemead 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2010/05) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Grimshaw/NLG �� ©1988-2010 ACORD CORPORATION. All rights reserved. INSO25,gninrnsln+ Th. ACflRn mmn and Inn..,. wnlefn,.A mae4e:.f Ar nRn ABC MiddCover - AB 9189 08 07 This endorsanent modifes'imiumioo provided under the following: American Badness Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Adverting Injury is excluded from this policy: A. Section III - Definitions, Item 17. Personal Injury is amended to include: E Discrimination B. Section III - Definitions, Item 2. Advertising Injury is amended to include; e. Discrimination C. Section M - Definitions is amended to in - chide: 30. Discrimination means the unlawful treat- ment of individuals based on race, color, ethnic origin, gender, religion, age, or sexual preference. D. Section II - Liability Coverage, Part If. Ex- clusions, Item Lp Personal Injury or Advcrr- tishtg Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental; ]ease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insumd; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or, imposed by a go- vernmental entity, or governmental code, law, or statute because of discrimination. 2. Blanket Additional Insured Section D - liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: E Any person or organization that you are re- quired by a written insured contract to include as an insured, subject to all of the following provisions: (i) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, tented to, or leased to you or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of Y014 or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s); or This Form most w attached to Change Firdorsement when issued after the policy is written. one of the Yrrem m's Fatal ma ossa; compnaiesas named in the policy i Ai(J�A f. MM'O President AB9199 3-07 Page 1 of 6 (e) a state or political subdivision per- assumption of liability in a contract mit issued to you. or agreement. This exclusion does not apply to liability for damages 2 Co does not ] to an aeero� () � appy Y that the vendor would have in the ream or offense: absence of the contract or agree - (a) which took place before the exe- menta cation of, or subsequent to the b. Any express warranty unauthorized completion or expiration of, the by you; written insured contract, or (b) which takes place after you cease to c. Any physical or chemical change in be a tenant in that premises. the product made intentionally by the vendor, (3) With respect to architects, engineers, or d. Repackaging, unless unpacked solely surveyors, coverage does not apply to the purpose of inspection, dem- Bodily Injury, Property Damage, P� onstrafor testing, .or the subsns aonal Injury or Advertising Injury arising tutiontiof lotion of parts under instructions out of the rendering or the failure to from the manufacturer, and then re - render any professional services by or for you including: packaged in the original container. (a) The preparing, approving, or failing e. Any failure to make such in- to prepare or approve maps, draw- spections, adjustments, tests or ser- ings, opinions, tepotls, surveys, Acing as the vendor has agreed to change orders, designs or specifica- make or normally undertakes to tions; and make in the usual course of busi- ness, in connection with the distrib- (b) Supervisory, inspection, or engi- ution or sale of the products; neering services. f. Demonstration, installation, servio- If an Additional Insured endorsement is attached ing or repair operations, except such to this policy that spec ically names a person or operations performed at the vendor's organization as an insured, then this coverage does premises in connection with the sale not apply to that person or organization. of the product; 3. Blanket Additional Insured for Vendors g. Products which, after distribution sale by you, have been labeled or Unless the Products -Completed Operations Haz- rused as a container, part relabeled e and is excluded from this policy, Secdon 11 - Li- ingredient of any other thing or slaty Coverage, Part L Who Is = insured, Item s su substance by or for the vendor. 2. is amended to include: g. Any vendor but only with respect to Bodily 2. This insurance does not apply to any in - Injury or Property Damage arising out of your suied person or organization, from whom you have acquired such products, products which are distributed or sold in the or any ingredient, part or container, en- regular course of the vendor's business, sub- tering into, accompanying or containing ject to the following additional exclusions: such products. 1. The imananm afforded the vendor does If an Additional Insured -Vendors endorsement not apply to: is attached to this policy that specifically names a a. Bodily Injury or Property Damage person of organization as an insured, then this for which the vendor is obligated to coverage does not apply to that person or orgn- pay damages by reason of the ization. AD9na9 "7 Page 2 of 6 _> 4. Blanket Waiver of Subrogation Section H - Liability Coverage, Part IL Liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization. rganization. . 5. Broadened Named Insured Section H - Liability Coverage, Part L Who Is An IonsteC Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Named In - Bond under this policy if (a) you have the responsibility of placing w - sur ince for each such entity; and (b) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of America. But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage under this provision is afforded only until the end of the policy lid, or the 12 month anniversary of the policy inception date; whichever is earlier, (b) Coverage C does not apply to bodily in- jury or. property damage that occurred AB9199 8.07 before you acquired or formed the or- ganization; (c) Coverage C does not apply to personal injury or advertising, injury arising out of an offense committed before you ac- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section H - Liability Coverage, Part H. Ex dudons, Item 21 is replaced with: f. Included within the products-cnsipleted operations hazard: However, this exclu- sion does not apply to expenses for den- tal services. B. Section H - Liability Coverage, Part G. Cov- erage, overage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. 7. Tenant's Legal Liability A. Section III - Liability Coverage, Part J. Li- ability and Medical Payments Limits of In- surance, Item 3. is replaced with; 3. The most we will pay .under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. a. arising out of any Covered Cause of Loss shall be the greater of (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. S. Chartered Aircraft Section H - Liability Coverage, Coverage C, Part H. Exclusions, Item l.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Page 3 of 6 9. Coverage Territory Broadened Section III - Definitions, Item 5.a. is replaced with a. The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Broadened Advertising Injury Payments Dermitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion, of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services; Unless Adverting Injury is excluded from this e. Oral, written, televised or videotaped publica- ------ tion of material thatviolates a persons right of privacy; main A. Section III - Definitions, Item 2, is replaced 00101121 with 12. Broadened Personal or Advertising Injury ® 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is out of one or mon: of the following of- excluded from this policy, Section H - Liability fenses: Coverage, Coverage C, Part H. Exclusions, Item l.p.(4) Exclusions is deleted in its entirety. a. Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or Section II - Liability Coverage, Part I. Who Ts an disparages a person's or organner lion's goods, products or services; Insured, Item 2 a.(1) is amended as follows: b. Oral, written, televised or videotaped (1) Personal Injury to you or to a co -employee publication of material that violates while in the course of his or her employment, o a persons right of privacy; or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a ideas or style of doing business; or consequence of such Personal Injury, or for any obligation to share damages with or repay d: Infringement of trademark, copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section H - liability Coverage, Coverage C, 14. Mental Anguish Is Included in Bodily Injury Part IL 6cdusidrq Items I.p.(1) and (2) are replaced with: Section III - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or N videotaped publication of material, if disease sustained by a person. It includes done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity; time from such physical harm, physical sick - (2) Arising out of oral, written, televised or ness or physical disease. Mental anguish me - videotaped publication of material whose are; any type of mental or emotional illness o first publication took place before the or mom' d beginning of the policy period; 15. Unintentional Failure to Disclose Hazards 11. Broadened Personal Injury Section H - Liability Coverage, Part H. Liability Unless Personal .boury is excluded from this pol- and Medical Payments General Conditions, is N icy, Section M - Property, Liability and Medical amended to include: U AB9189 8-07 Page 4 of 6 w 6. Unintentional Failure to Disclose Hazards H you unintentionally fail to disclose any ba zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non renewal. 16. Supplementary Payments, Increase Limits Section H - Liability Coverage, Part G. Coverage, Items I.e. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to fiunish these bonds. (4) All reasonable expenses incurred by the in- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section H - Liability Coverage, Part J. limits of Insurance, Item 4. is amended to include: The Aggregate limit of Insurance applies se. parately to each location owned by you, rented to .you, or occupied by you with the permission of the owner. B. Section M - Property, Liability and Medical Payments Definitions, is amended to include: 31, Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Liability Coverage, Part K. Iial ility and Medical Payments General Conditions, Items 2.a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or AB9rr9 M7 legal representatives an aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employees) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place; (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and, location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insu red's liability arising out of the ownership, mamte- nance, or use of that .part of the premises owned by or rented to you, or yam work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other li- ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Pan for Cover- age C. Page 5 of 6 20. Damage to InviteesAutomobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following: I. Provided such damage originates from prem- ises owned, managed, lased or rented by an insured; 2. Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like e kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION I. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. Page 6 of 6 CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: October 22, 2013 Contract Number: C11610 Project: Community Recreation Center Plaza Landscape Design Change Order Number: 2 Spec No.: To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Contractor Telephone: (818) 248-5200 Attention: Mr. Robert Nava Contractor Fax: (818) 248-6574 Description of Change (additional sheet attached) H Construction Support Services (Time and Materials Basis) .............. Total Contract Change Order No. 2 $ 12,000.00 Reason for Change (additional sheets attached) ❑ The above described changes were outside the original scope of work of project. Distribution $ 12,000.00 Contractor E Consultant ❑ Division E Project Manager E Project File E Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Chanpe Original Contract Price-----------------------------------------------------------------•-............................... - $ 69,525.00 Net Change by Previously Authorized Change Orders/ Contract Amendment ----------------•_-__._- $ 5,000.00 ( 7.20%) This Change Order-------------------------------------------------------- --------------------------•--- ................. $ 12,000.00 (17.26%) Total Change Order Amount including this Change Order ..... •................................................ $ 17,000.00 (24.46%) Contract Price after Change Order ..... _........................................... ____--- ...................... __....... $ 86,525.00 AccountlProgram Numbers_________________________________________ 301-6005-5395-31004-105 --> $12,000.00 (Old No. 4760-201-4905-P83529) Contract Time prior to Change Order ........................ _............................ .------ 199 Calendar Days Net Increase in Days Authorized by this Change Order,________________________________ 1,095 Calendar Days Current Contract Time including this Change Order_________________________________1,294 Calendar Days Project Completion Date Including Net Increase in Days by Change Order__. Contract Completion: December 31, 2014 Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 2 to Contract No. C 11610 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Accepted By: /O/Z?//3 Lawrence R. Moss & Associates _--R9fael Fajardo, Associate Civil Engineer Date Name of Consultantl Contractor Chris Marcarello, Director of Public Works Contractor Representative Signature Date Additional City Approvals: Lawrem& k NESS l't-e5; Name/Title Date Printed Name, Title Name/fitle Date Form PWE (Revised 5/09) Page 2 of 2 Lawrence R Moss & Associates, Inc. A.S.L.A. Agreement Date: October 21, 2013 This agreement is made between: LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE. CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Chris Marcarello, Director of Public Works City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626)569-2151 Telephone (626)307-9218 Fax cmarcarello@cityofrosemead.org E-mail for the following services: for the following project: Dear Mr. Marcarello: Landscape Architectural Rosemead Civic Center Project - Phase III Additional Service Construction Administration Rosemead, California We shall provide landscape architectural construction observation services, as requested, in coordination with you and any other interested parties for the Civic Center - Phase III. Our scope of work will include: 1. Assist in Selection of Contractor process 2. Request for Information (RFI) Assistance 3. Bid Review and Assistance RosemeadCivicCenter Addl Observation PhasellLdoc * Fee: Hourly, not to exceed $12,000.00, at the following rates: Principal: Senior Associate: Associate: Support: $150.00 per hour $135.00 per hour $115.00 per hour $100.00 per hour Progress payments will be made in the following manner: Payment will be made monthly based on work completed and invoiced within that period. * See attached hourly fee breakdown The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $150.00 per hour. Any revisions/additional fees will be discussed with Client prior to proceeding with additional work. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc, shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: ---- , Di --- -----Works---- LAWRENCE -_ ----- . Lawrence R. Moss President Chris Marcarello, Director of Public Works LAWRENCE R. MOSS & ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License # 1201 Date: i s- 2-1 _ I T Date: RosemeadCivioCenter Addl Observation PhesellLdoc L&6 OSE D CITY OF ROSEMEAD AGREEMENT FOR ARCHITECTURAL SERVICES 1. PARTIES AND DATE. This Agreement is made and entered into this 14th day of January, 2013 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City') and Lawrence R. Moss ansd Associates, Inc., ASLA, a corporation, with one or more landscape architects licensed to practice in the State of California and with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Architect'). City and Architect are sometimes individually referred to as "Party" and collectively as 'Parties." 2. RECITALS. 2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose. 2.1 Architect. Architect desires to perform and assume responsibility for the provision of certain professional architectural services required by the City on the terms and conditions set forth in this Agreement. Architect warrants that it is fully licensed, qualified, and willing to perform the services required by this Agreement; provided, however, that if Architect is a corporation or other organization, the Project Architect designated pursuant to Section 3.2, and not the Architect itself, shall be fully licensed to practice as an architect in the State of California. 2.3 Project. City desires to engage Architect to render such services for the conceptual design of Jay Imperial Park ('Project') as set forth in this Agreement. 3. TERMS 3.1 Employment of Architect. 3.1.1 Scope of Services. Architect promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional architectural and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as "Services'). The Services are more particularly described throughout this Agreement, including Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Architect shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld. Lawrence R. Moss and Associates, Inc. Page 2 of 19 3.2 Project Architect; Key Personnel. 3.2.1 Project Architect. Architect shall name a specific person to act as Project Architect, subje t to the approval of City. Architect hereby designates Bron Ruf (License No. _9QlO to act as the Project Architect for the Project. The Project Architect shall: (1) maintain oversight of the Services at all times; (2) have full authority to represent and act on behalf of the Architect for all purposes under this Agreement; (3) supervise and direct the Services using his or her best skill and attention; (4) be responsible for the means, methods, techniques, sequences and procedures used for the Services; (5) adequately coordinate all portions of the Services; and (6) act as principal contact with City and all contractors, consultants, engineers and inspectors on the Project. Any change in the Project Architect shall be subject to the City's prior written approval, which approval shall not be unreasonably withheld. The new Project Architect shall be of at least equal competence as the prior Project Architect. In the event that City and Architect cannot agree as to the substitution of a new Project Architect, City shall be entitled to terminate this Agreement for cause. 3.2.2 Key Personnel. In addition to the Project Architect, Architect has represented to the City that certain additional key personnel, engineers and consultants will perform the Services under this Agreement. Should one or more of such personnel, engineers or consultants become unavailable, Architect may substitute others of at least equal competence upon written approval of the City. In the event that City and Architect cannot agree as to the substitution of key personnel, engineers or consultants, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel, engineers or consultants who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Architect at the request of the City. The key additional personnel, engineers and consultants for performance of this Agreement, if any, are as follows: 3.3 Hiring of Consultants and Personnel. 3.3.1 Right to Hire or Employ. Architect shall have the option, unless City objects in writing after notice, to employ at its expense architects, engineers, experts or other consultants qualified and licensed to render services in connection with the planning and/or administration of the Project, and to delegate to them such duties as Architect may delegate without relieving Architect from administrative or other responsibility under this Agreement. Architect shall be responsible for the coordination and cooperation of Architect's architects, engineers, experts or other consultants. All consultants, including changes in consultants, shall be subject to approval by City in its sole and reasonable discretion. Architect shall notify City of the identity of all consultants at least fourteen (14) days prior to their commencement of work in order to Lawrence R. Moss and Associates, Inc. Page 3 of 19 allow City time to review their qualifications and decline consent to their participation on the Project if deemed necessary by City in its sole and reasonable discretion. 3.3.2 Qualification and License. All architects, engineers, experts and other consultants retained by Architect in performance of this Agreement shall be qualified to perform the Services assigned to them, and shall be licensed to practice in their respective professions, where required by law. 3.3.3 Standards and Insurance. All architects, engineers, experts and other consultants hired by Architect shall be required to meet the same standards and insurance requirements set forth in this Agreement, unless other standards or requirements are approved by the City in writing. Unless changes are approved in writing by the City, Architect's agreements with its consultants shall contain a provision making them subject to all provisions stipulated in this Agreement. 3.3.4 Assignments or Staff Changes. Architect shall promptly obtain written City approval of any assignment, reassignment or replacement of such architects, engineers, experts and consultants, or of other staff changes of key personnel working on the Project. As provided in the Agreement, any changes in Architect's consultants and key personnel shall be subject to approval by City. 3.3.5 Draftsman and Clerical Support. Draftsmen and clerical personnel shall be retained by Architect at Architect's sole expense. 3.4 Standard of Care. 3.4.1 Standard of Care. Architect shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California, and shall be fully responsible to City for any damages to City and delays to the Project as specified in the indemnification provision of this Agreement. Without limiting the foregoing, Architect shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays in the design or construction of the Project. Architect represents and maintains that it is skilled in the professional calling necessary to perform the Services. Architect warrants that all of its employees, architects, engineers, experts and other consultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Architect represents that it, its employees, architects, engineers, experts and other consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Architect shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct Lawrence R. Moss and Associates, Inc. Page 4 of 19 errors or omissions which are caused by the Architect's failure to comply with the standard of care provided for herein. 3.4.2 Performance of Employees. Any employee or consultant who is reasonably determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or consultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Architect and shall not be re-employed to perform any of the Services or to work on the Project. 3.5 Laws and Regulations. 3.5.1 Knowledge and Compliance. Architect shall keep itself fully informed of and in compliance with all applicable local, state and federal laws, rules and regulations in any manner affecting the performance of the Services or the Project, and shall give all notices required of the Architect by law. Architect shall be liable, pursuant to the standard of care and indemnification provisions of this Agreement, for all violations of such laws and regulations in connection with its Services. If the Architect performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Architect shall be solely responsible for all costs arising therefrom. Architect shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.5.2 Drawings and Specifications. Architect shall cause all drawings and specifications to conform to any applicable requirements of federal, state and local laws, rules and regulations, including, but not limited to, the Uniform Building Code, in effect as of the time the drawings and specifications are prepared or revised during the latest phase of the Services described in Exhibit "A" attached hereto. Any significant revisions made necessary by changes in such laws, rules and regulations after this time may be compensated as Additional Services. Architect shall cause the necessary copies of such drawings and specifications to be filed with any governmental bodies with approval jurisdiction over the Project, in accordance with the Services described in Exhibit "A" attached hereto. 3.5.3 Americans with Disabilities Act. Architect will use its best professional efforts to interpret all applicable federal, state and local laws, rules and regulations with respect to access, including those of the Americans with Disabilities Act ("ADA"). Architect shall inform City of the existence of inconsistencies of which it is aware or reasonably should be aware between federal and state accessibility laws, rules and regulations, as well as any other issues which are subject to conflicting interpretations of the law, and shall provide City with its interpretation of such inconsistencies and conflicting interpretations. Unless Architect brings such Lawrence R. Moss and Associates, Inc. Page 5 of 19 inconsistencies and conflicting interpretations to the attention of the City and requests City's direction on how to proceed, the Architect's interpretation of such inconsistencies and conflicting interpretations shall be the sole responsibility and liability of Architect, and the Architect shall correct all plans, specifications and other documents prepared for the Project at no additional cost if its interpretations are shown to be incorrect. If Architect brings such inconsistencies and conflicting interpretations to the attention of the City and request's City's direction on how to proceed, Architect shall be responsible to the City only pursuant to the indemnification provision of this Agreement. City acknowledges that the requirements of the federal and state accessibility laws are subject to various and possibly contradictory interpretations, and that the Architect cannot warrant or guarantee that its interpretation will be correct. Architect will adhere to the standard of care provided for in this Agreement and will use its reasonable professional efforts and judgment in making its interpretations. 3.5.4 Permits, Approvals and Authorizations. Architect shall provide City with a list of all permits, approvals or other authorizations required for the Project from all federal, state or local governmental bodies with approval jurisdiction over the Project. Architect shall then assist the City in obtaining all such permits, approvals and other authorizations. The costs of such permits, approvals and other authorizations shall be paid by the City. 3.6 Independent Contractor. 3.6.1 Control and Payment of Subordinates. City retains Architect on an independent contractor basis and Architect is not an employee of City. Architect is not an employee for state tax, federal tax or any other purpose, and is not entitled to the rights or benefits afforded to City's employees. Any additional personnel performing the Services under this Agreement on behalf of Architect shall also not be employees of City, and shall at all times be under Architect's exclusive direction and control. Architect shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Architect shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.7 Schedule of Services. 3.7.1 Timely Performance Standard. Architect shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the -cause, in whole or in part, of delays in the completion of the Project or in the achievement of any Project milestones, as provided herein. Specifically, Architect shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and within any completion schedules adopted for the Project. Architect agrees to coordinate Lawrence R. Moss and Associates, Inc. Page 6 of 19 with City's staff, contractors and consultants in the performance of the Services, and shall be available to City's staff, contractors and consultants at all reasonable times. 3.7.2 Performance Schedule. Architect shall prepare an estimated time schedule for the performance of Architect's Services, to be adjusted as the Project proceeds. Such schedule shall be subject to the City's review and approval, which approval shall not be unreasonably withheld, and shall include allowances for periods of time required for City's review and approval of submissions, and for approvals of authorities having jurisdiction over Project approval and funding. If City and Architect cannot mutually agree on a performance schedule, City shall have the authority to immediately terminate this Agreement. The schedule, including any excusable delays, shall not be exceeded by Architect without the prior written approval of City. If the Architect's Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Architect will be responsible pursuant to the indemnification provision of this Agreement. 3.7.3 Excusable Delays. Any delays in Architect's work caused by the following shall be added to the time for completion of any obligations of Architect: (1) the actions of City or its employees; (2) the actions of those in direct contractual relationship with City; (3) the actions of any governmental agency having jurisdiction over the Project; (4) the actions of any parties not within the reasonable control of the Architect; and (5) any act of God or other unforeseen occurrence not due to any fault or negligence on the part of Architect. 3.7.4 Request for Excusable Delay Credit. The Architect shall, within ten (10) calendar days of the beginning of any excusable delay (unless City grants in writing a further period of time to file such notice prior to the date of final payment under the Agreement), notify the City in writing of the causes of delay. City will then ascertain the facts and the extent of the delay, and grant an extension of time for completing the Services when, in its sole and reasonable judgment, the findings of fact justify such an extension. The City's findings of fact thereon shall be final and conclusive on the parties. Extensions of time shall apply only to that portion of the Services affected by the delay and shall not apply to other portions of the Services not so affected. If Additional Services are required as a result of an excusable delay, the parties shall mutually agree thereto pursuant to the Additional Services provision of this Agreement. Should Architect make an application for an extension of time, Architect shall submit evidence that the insurance policies required by this Agreement remain in effect during the requested additional period of time. 3.8 Additional Architect Services. 3.8.1 Request for Services. At City's request, Architect may be asked to perform services not otherwise included in this Agreement, not included within the basic Lawrence R. Moss and Associates, Inc. Page 7 of 19 services listed in Exhibit "A" attached hereto, and/or not customarily furnished in accordance with generally accepted architectural practice. 3.8.2 Definition. As used herein, "Additional Services" mean: (1) any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary for the Architect to perform at the execution of this Agreement; or (2) any work listed as Additional Services in Exhibit "A" attached hereto. Architect shall not perform, nor be compensated for, Additional Services without prior written authorization from City and without an agreement between the City and Architect as to the scope and compensation to be paid for such services. City shall pay Architect for any approved Additional Services, pursuant to the compensation provisions herein, so long as such services are not made necessary through the fault of Architect pursuant to the indemnification provision of this Agreement. 3.8.3 Examples of Additional Services. Such Additional Services shall not include any redesign or revisions to drawings, specifications or other documents when such revisions are necessary in order to bring such documents into compliance with applicable laws, rules, regulations or codes of which Architect was aware or should have been aware pursuant to the laws and regulations provision of this Agreement above. Such Additional Services may include, but shall not be limited to: 3.8.3.1 Separately Bid Portions of Project. Plan preparation and/or administration of work on portions of the Project separately bid. 3.8.3.2 Furniture and Interior Design. Assistance to City, if requested, for the selection of moveable furniture, equipment or articles which are not included in the Construction Documents. 3.8.3.3 Fault of Contractor. Services caused by delinquency, default or insolvency of contractor, or by major defects in the work of the contractor, provided that any such services made necessary by the failure of Architect to detect and report such matters when it reasonably should have done so shall not be compensated. 3.8.3.4 Inconsistent Approvals or Instructions. Revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given and are due to causes beyond the control of Architect. 3.8.3.5 Legal Proceedings. Serving as an expert witness on City's behalf or attending legal proceedings to which the Architect is not a party. 3.8.3.6 Damage Repair. Supervision of repair of damages to any structure. Lawrence R. Moss and Associates, Inc. Page 8 of 19 3.8.3.7 Extra Environmental Services. Additional work required for environmental conditions (e.g. asbestos or site conditions) not already contemplated within the Architect's services for the Project. 3.8.3.8 Inspection Services. Professional inspection services, as required, in strict accordance with all applicable local, state and federal laws, rules and regulations. 3.9 City Responsibilities. City's responsibilities shall include the following: 3.9.1 Data and Information. City shall make available to Architect all necessary data and information concerning the purpose and requirements of the Project, including scheduling and budget limitations, objectives, constraints and criteria. As part of the budget limitation information, the City shall provide the Architect with a preliminary construction budget ("City's Preliminary Construction Budget"). 3.9.2 Project Survey. If required pursuant to the scope of the Project and if requested by Architect, City shall furnish Architect with, or direct Architect to procure at City's expense, a survey of the Project site prepared by a registered surveyor or civil engineer, any other record documents which shall indicate existing structures, land features, improvements, sewer, water, gas, electrical and utility lines, topographical information and boundary dimensions of the site, and any other such pertinent information. 3.9.3 Bid Phase. Distribute Construction Documents to bidders and conduct the opening and review of bids for the Project. 3.9.4 Testing. Retain consultant(s) to conduct chemical, mechanical, soils, geological or other tests required for proper design of the Project, and furnish such surveys, borings, test pits, and other tests as may be necessary to reveal conditions of the site which must be known to determine soil condition or to ensure the proper development of the required drawings and specifications. 3.9.5. Required Inspections and Tests. Retain consultant(s) to conduct materials testing and inspection or environmental/hazardous materials testing and inspection pursuant to any applicable laws, rules or regulations. 3.9.6. Fees of Reviewing or Licensing Agencies. Directly pay or reimburse the payment of all fees required by any reviewing or licensing agency, or other agency having approval jurisdiction over the Project. 3.9.7 City's Representative. Designate a person to act as its representative for the performance of this Agreement ("City's Representative"). The City's Representative shall be authorized to act as liaison between Architect and City in Lawrence R. Moss and Associates, Inc. Page 9 of 19 the administration of this Agreement and the Construction Documents, and shall have the power to act on behalf of the City for all purposes under this Agreement. Such person shall assist Architect in observing construction of the Project and participating in the preparation of the Punch List Items required by Exhibit "A" attached hereto. City may designate new and/or different individuals to act as City's Representative from time to time. The City's Representative shall render decisions in a timely manner so as to avoid unreasonable delay in the orderly and sequential progress of the Services, as provided in the excusable delay provisions of this Agreement above. 3.9.8 Review and Approve Documents. Review all documents submitted by Architect, including change orders and other matters requiring approval by the City Council or other officials. City shall advise Architect of decisions pertaining to such documents within a reasonable time after submission, so as not to cause unreasonable delay as provided in the excusable delay provisions of this Agreement above. 3.10 Compensation. 3.10.1 Architect's Compensation for Basic Services. Subject to adjustment under Exhibit "A" attached hereto, City shall pay to Architect, for the performance of all Services rendered under this Agreement, the total amount of Sixty- three thousand dollars ($63,000) ("Total Compensation"). The Total Compensation shall constitute complete and adequate payment for the Services Provided under this Agreement. 3.10.2 Payment for Additional Services. Additional Services may be authorized pursuant to the applicable provisions of this Agreement. If authorized, such Additional Services will be compensated at the rates and in the manner set forth in Exhibit "A" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. Architect shall be paid for Additional Services, as defined by this Agreement, so long as they have been approved in advance by the City. If City requires Architect to hire consultants to perform any Additional Services, Architect shall be compensated therefore at the rates and in the manner set forth in Exhibit "A" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. City shall have the authority to review and approve the rates of any such consultants. In addition, Architect shall be reimbursed for any expenses incurred by such consultants pursuant to the terms and conditions of Section 3.10.3. 3.10.3 Reimbursable Expenses. Reimbursable expenses are in addition to compensation for the Services and Additional Services. Architect shall not be reimbursed for any expenses unless authorized in writing by City, which approval may be evidenced by inclusion in Exhibit "A" attached hereto. Such reimbursable expenses shall include only those expenses which are reasonably and necessarily incurred by Architect in the interest of the Project. Architect shall be required to acquire prior written Lawrence R. Moss and Associates, Inc. Page 10 of 19 consent in order to obtain reimbursement for the following: (1) extraordinary transportation expenses incurred in connection with the Project; (2) out-of-town travel expenses incurred in connection with the Project; (3) fees paid for securing approval of authorities having jurisdiction over the Project; (4) bid document duplication costs in excess of $N/A; and (5) other costs, fees and expenses in excess of $500. 3.10.4 Payment to Architect. Architect's compensation and reimbursable expenses shall be paid by City to Architect no more often than monthly. Such periodic payments shall be made based upon the percentage of work completed, and in accordance with the phasing and funding schedule provided in Exhibit "A" and the compensation rates indicated in Exhibit "A" attached hereto and incorporated herein by reference. In order to receive payment, Architect shall present to City an itemized statement which indicates Services performed, percentage of Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement, as well as those expenses for which reimbursement is requested for that statement period. The amount paid to Architect shall never exceed the percentage amounts authorized by the phasing and funding schedule located in Exhibit "A" attached hereto. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Payments made for Additional Services shall be made in installments, not more often than monthly, proportionate to the degree of completion of such services or in such other manner as the parties shall specify when such services are agreed upon, and in accordance with any authorized fee or rate schedule. In order to receive payment, Architect shall present to City an itemized statement which indicates the Additional Services performed, percentage of Additional Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Additional Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Upon cancellation or termination of this Agreement, Architect shall be compensated as set forth in the termination provision herein. 3.10.5 Withholding Payment to Architect. The City may withhold payment, in whole or in part, to the extent reasonably necessary to protect the City from claims, demands, causes of action, costs, expenses, liabilities, losses, damages, or injuries of any kind to the extent arising out of or caused by the intentional or negligent acts, errors Lawrence R. Moss and Associates, Inc. Page 11 of 19 or omissions protected under the indemnification provisions of this Agreement. Failure by City to deduct any sums from a progress payment shall not constitute a waiver of the City's right to such sums. The City may keep any moneys which would otherwise be payable at any time hereunder and apply the same, or so much as may be necessary therefore, to the payment of any expenses, losses, or damages as determined by the City, incurred by the City for which Architect is liable under the Agreement or state law. Payments to the Architect for compensation and reimbursable expenses due shall not be contingent on the construction, completion or ultimate success of the Project. Payment to the Architect shall not be withheld, postponed, or made contingent upon receipt by the City of offsetting reimbursement or credit from parties not within the Architect's reasonable control. 3.10.6 Prevailing Wages. Architect is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. Since the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Architect agrees to fully comply with and to require its consultants to fully comply with such Prevailing Wage Laws. City shall provide Architect with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Architect shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Architect's principal place of business and at the Project site. Architect shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure of the Architect or its consultants to comply with the Prevailing Wage Laws. 3.11 Notice to Proceed. Architect shall not proceed with performance of any Services under this Agreement unless and until the City provides a written notice to proceed. 3.12 Termination, Suspension and Abandonment. 3.12.1 City's Termination for Convenience; Architect's Termination for Cause. City hereby reserves the right to suspend or abandon, at any time and for any reason, all or any portion of the Project and the construction work thereon, or to terminate this Agreement at any time with or without cause. Architect shall be provided with at least seven (7) days advanced written notice of such suspension, abandonment or termination. In the event of such suspension, abandonment or termination, Architect shall be paid for Services and reimbursable expenses rendered up to the date of such suspension, abandonment or termination, pursuant to the schedule of payments Lawrence R. Moss and Associates, Inc. Page 12 of 19 provided for in this Agreement, less any claims against or damages suffered by City as a result of the default, if any, by Architect. Architect hereby expressly waives any and all claims for damages or compensation arising under this Section 3.12, except as set forth herein, in the event of such suspension, abandonment or termination. Architect may terminate this Agreement for substantial breach of performance by the City, such as failure to make payment to Architect as provided in this Agreement. 3.12.2 City's Suspension of Work. If Architect's Services are suspended by City, City may require Architect to resume such Services within ninety (90) days after written notice from City. When the Project is resumed, the Total Compensation and schedule of Services shall be equitably adjusted upon mutual agreement of the City and Architect. 3.12.3 Documents and Other Data. Within Seven (7) calendar days following suspension, abandonment or termination of this Agreement, Architect shall provide to City all preliminary studies, sketches, working drawings, specifications, computations, and all other Project Documents, as defined below, to which City would have been entitled at the completion of Architect's Services under this Agreement. Upon payment of the amount required to be paid to Architect pursuant to the termination provisions of this Agreement, City shall have the rights, as provided in this Agreement hereinafter, to use such Project Documents prepared by or on behalf of Architect under this Agreement. In the event of a dispute regarding the amount of compensation to which the Architect is entitled under the termination provisions of this Agreement, Architect shall provide all Project Documents to City upon payment of the undisputed amount. Architect shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. Architect shall make such documents available to City without additional compensation other than as may be approved as a reimbursable expense. 3.12.4 Employment of other Architects. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.13 Ownership and Use of Documents; Confidentiality. 3.13.1 Ownership. All plans, specifications, original or reproducible transparencies of working drawings and master plans, preliminary sketches, architectural presentation drawings, structural computations, estimates and any other documents prepared pursuant to this Agreement, including; but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the "Project Documents") shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Architect or other applicable subcontractors or consultants, the Project Documents shall Lawrence R. Moss and Associates, Inc. Page 13 of 19 be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Architect shall provide to City copies of all Project Documents required by City. In addition, Architect shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents following this retention period, Architect shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents. 3.13.2 Right to Use. Architect grants to City the right to use and reuse all or part of the Project Documents, at City's sole discretion with no additional compensation to Architect, for the construction of all or part of this Project. City is not bound by this Agreement to employ the services of Architect in the event such documents are used or reused. City shall be able to use or reuse the Project Documents for their intended purposes or to otherwise complete this Project, if necessary, without risk of liability to the City. However, any use or reuse by City of the Project Documents for other than their intended use or on any project other than this Project without employing the services of Architect shall be at City's own risk. If City uses or reuses the Project Documents on any project other than this Project, it shall remove the Architect's seal from the Project Documents and indemnify and hold harmless Architect and its officers, directors, agents and employees from claims arising out of the negligent use or re -use of the Project Documents on such other project. Architect shall be responsible and liable for its Project Documents, pursuant to the terms of this Agreement, only with respect to the condition of the Project Documents at the time they are provided to the City upon completion, suspension, abandonment or termination. Architect shall not be responsible or liable for any revisions to the Project Documents made by any party other than Architect, a party for whom the Architect is legally responsible or liable, or anyone approved by the Architect. 3.13.3 License. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein. Architect shall require any and all subcontractors and consultants to agree in writing that City is granted a non-exclusive and perpetual license for the work of such subcontractors or consultants performed pursuant to this Agreement. 3.13.4 Right to License. Architect represents and warrants that Architect has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Architect prepares or causes to be prepared pursuant to this Agreement. Architect shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section. Architect makes no such representation and warranty in regard to previously prepared designs, 'plans, specifications, studies, drawings, estimates or other documents that were prepared by design professionals other than Architect and provided to Architect by City. Lawrence R. Moss and Associates, Inc. Page 14 of 19 3.13.5 Confidentiality. All Project Documents, either created by or provided to Architect in connection with the performance of this Agreement, shall be held confidential by Architect to the extent they are not subject to disclosure pursuant to the Public Records Act. All Project Documents shall not, without the written consent of City, be used or reproduced by Architect for any purposes other than the performance of the Services. Architect shall not disclose, cause or facilitate the disclosure of the Project Documents to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Architect which is otherwise known to Architect or is generally known, or has become known, to the related industry shall be deemed confidential. Architect shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City. 3.14 Indemnification. To the fullest extent permitted by law, Architect shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Architect, its officials, officers, employees, agents, consultants, and consultant arising out of or in connection with the performance of the Architect's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Architect shall defend, at Architect's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Architect shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Architect shall reimburse City; and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs -incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Architect's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials; officers, employees, agents, or volunteers. 3.15 Insurance. 3.15.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit "B" attached to and part of this agreement. Lawrence R. Moss and Associates, Inc. Page 15 of 19 3.16 Records. Architect shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Architect shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Architect shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement. 3.17 Standardized Manufactured Items. Architect shall cooperate and consult with City in the use and selection of manufactured items on the Project, including but not limited to, paint, hardware, plumbing, mechanical and electrical equipment, fixtures, roofing materials and floor coverings. All such manufactured items shall be standardized to City's criteria to the extent such criteria do not interfere with building design. 3.18 Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above and as determined at the time the schematic drawings and site utilization plans are approved. Any subsequent construction at the site of the Project, or at any other City site, will be covered by, and be the subject of, a separate Agreement for architectural services between City and the architect chosen therefore by City. 3.19 Mediation. Disputes arising from this Agreement may be submitted to mediation if mutually agreeable to the parties hereto. The type and process of mediation to be utilized shall be subject to the mutual agreement of the parties. 3.20 Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Architect shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 3.21 Asbestos Certification. Architect shall certify to City, in writing and under penalty of perjury, that to the best of its knowledge, information and belief no asbestos -containing material or Lawrence R. Moss and Associates, Inc. Page 16 of 19 other material deemed to be hazardous by the state or federal government was specified as a building material in any construction document that the Architect prepares for the Project. Architect shall require all consultants who prepare any other documents for the Project to submit the same written certification. Architect shall also assist the City in ensuring that contractors provide City with certification, in writing and under penalty of perjury, that to the best of their knowledge, information and belief no material furnished, installed or incorporated into the Project contains asbestos or any other material deemed to be hazardous by the state or federal government. These certifications shall be part of the final Project submittal. Architect shall include statements in its specifications that materials containing asbestos or any other material deemed to be hazardous by the state or federal government are not to be included. 3.22 No Third Party Rights. This Agreement shall not create any rights in, or inure to the benefits of, any third party except as expressly provided herein. 3.23 Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. Venue shall be in Los Angeles County. 3.24 Entire Agreement. This Agreement, with its exhibits, contains the entire agreement of the parties hereto, and supersedes any and all other prior or contemporaneous negotiations, understandings and oral or written agreements between the parties hereto. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. Furthermore, any modification of this Agreement shall only be effective if in writing signed by all parties hereto. 3.25 Severability. Should any provision in the Agreement be held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect. 3.26 Non -Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. Lawrence R. Moss and Associates, Inc. Page 17 of 19 3.27 Safety. Architect shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Architect shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of its employees, consultant and subcontractors appropriate to the nature of the work and the conditions under which the work is to be performed. 3.28 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: ARCHITECT: Lawrence R. Moss, Inc., ASLA 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Jaime Yamashita CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: David Montgomery -Scott Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.29 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other reasonable costs of such action, including expert witness fees and expenses. . 3.30 Time of Essence. Time is of the essence for each and every provision of this Agreement. Lawrence R. Moss and Associates, Inc. Page 18 of 19 3.31 City's Right to Employ Other Consultants. City reserves right to employ other consultants, including Architects, in connection with this Project or other projects. 3.32 Prohibited Interests. 3.32.1 Solicitation. Architect maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Architect, to solicit or secure this Agreement. Further, Architect warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Architect, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. 3.32.2 Conflict of Interest. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.33 Equal Opportunity Employment. Architect represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or any other classification protected by federal or state law. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Architect shall also comply with all relevant provisions of City's minority business enterprise program, affirmative action plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.34 Labor Certification. By its signature hereunder, Architect certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.35 Subcontracting. As specified in this Agreement, Architect shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without Lawrence R. Moss and Associates, Inc. Page 19 of 19 prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to each and every provision of this Agreement. 3.36 Supplemental Conditions. Any supplemental conditions shall be attached as an exhibit to this Agreement, and that exhibit shall be incorporated herein by reference. CITY OF ROSEMEAD LAWRENCE R. MOSS and ASSOCIATES, INC. By: Axi By: JEW Allred, City Manager Name: �.�fiiiJYl�viC2 i-ddxS Attest: oria Molleda City Clerk Approved as to Form: Rachel H. Richman, Esq. �&� `� City Attorney 02/08 Documentl Title: &Csi Pel [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] �\ Name: 15nii 9 U( I I Me/PV'T EXHIBIT A LANDSCAPE ARCHITECT'S SCOPE OF SERVICES AND FEE SCHEDULE Lawrence R. Moss and Associates, Inc. A.S.L.A. shall provide landscape architectural design and associated services for the Jay Imperial Park Project, comprised of two SCE parcels adjacent to Pine Street, in coordination with the City of Rosemead and any other interested parties. Scope of work will include: 1. Phase 1: Conceptual Design ($10,000): A. Detailed CAD drawings at 40 scale i. Parking ii. Earth mounds iii. Access paths iv. Pedestrian paths v. Site amenities including drinking fountain, benches, trash receptacles, and picnic tables vi. Dog park vii. Paved recreation area/sports court viii. Adult exercise equipment ix. Lighting x. Planting (turf, trees, screening, native plant demonstration area) xi. Signage (interpretive, entrance monument, park rules, and parking) xii. Preliminary irrigation equipment including point of connection and location of water meter, BFP assembly, controller, and main line. B. Preliminary cost estimate C. Coordination meetings (2) with SCE and RMC D. Coordination meetings (2) with City departments E. One meeting with City Council 2. Phase 2: Design Development ($15,000) A. Plant palette (will require water usage calculations consistent with City's Water Efficiency Ordinance) B. Additional irrigation equipment including type of sprinkler head/drip irrigation equipment (no layout or lateral line placement) C. Materials Board i. Paving materials ii. Site amenities (drinking fountain, benches, trash receptacles, picnic tables) iii. Lighting options iv. Add alternative: adult fitness equipment D. Signage options i. Interpretive signage for demonstration garden ii. Monument signage for park entrance E. Design revisions (up to 3) F. Coordination meetings (2) with other City departments A-1 G. Community outreach meetings (2) 3. Phase 3: Construction Documentation ($28,000) A. Demolition plan B. Construction and layout plan and details C. Irrigation plan and details D. Planting plan and details E. Technical specifications F. Final detailed cost estimate G. Plan corrections per review by City, RMC, and SCE H. Coordination of all required subconsultants 4. Phase 4: Construction Administration ($10,000) A. Pre-bid meeting B. Review of bids C. Attendance at weekly construction meetings D. Response to all RFls and review of change orders E. Review of all submittals F. Inspection of layout, irrigation, and planting at construction milestones G. Deficiency ('Punch") List and review Additional Services and Hourly Rates If additional services are requested, the following is the hourly rate schedule: Principal $150/hour Senior Associate $135/hour Associate $115/hour Office Support $95/hour A-2 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $2,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $2,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $2,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self- insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision opligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $2,000,000 per occurrence. L-12 Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $2,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size Vll. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which rpay include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial M additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17.The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. M 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. FOW ''� �® CERTIFICATE OF LIABILITY INSURANCE 6/22/201"3""' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder in lieu of such endomement(s). PRODUCER Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 CONTACT Nancy Grimshaw PHONE , (818)249-1144 FAX ne. (918)957-3931 E-MAIL ADDRESS: aaacY ®rhainauraace. com INSURER(S) AFFORDING COVERAGE mic# INSURER A:Fireman Is Fund Ins. Co. LIMITS INSURED Lawrence R MOBS And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURER B:Re ublic Indemnity Co. of Cal. INSURER C: INSURER D: INSURER E: 1 INSURER F: COVERAGES CERTIFICATE NUMBER:CL1341902689 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. (NSR TR TYPE OF INSURANCE ADD S R POLICY NUMBER POLICY VLDDfTYf POLICY EXP LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 X COMMERCIAL GENERAL LIABILITY DAMAGE ED PREMSESOEaemrrmnce $ 100,000 A CLAIMS -MADE OCCUR X NZC80802946 /15/2013 3/15/2014 MED EXP (My one person) $ 10,000 PERSONAL& ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 2,000,000 $ X POLICY PRC_LOC JECT AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) $ A ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS CS0882946 3/15/2013 /15/2014 BODILY INJURY (Per accident) $ PReOPPEERd (DAMAGEAUTOS $ X HIRED AUTOS X NON -OWNED Himchoonowed $ 2 000 000 UMBRELLA LIABOCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAB CLAIMSdMADE DED RETENTIONS $ B WORKERS COMPENSATION AND EMPLOYERS'LIABILITY YIN ANY PROPRIETORIPARTNER/EXECUTIVE❑ X WC STATU- OTRLIMH- ER E. L EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? In NH) NIA 06572-22 5/25/2013 6/25/2014(Mandatory EL. DISEASE - EA EMPLOYE:Q $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E. L DISEASE-POCV LIMIT I $ 1,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. CERTIFICATE HOLDER CANCELLATION (626)307-9218 sllamas®cityofrosemead.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City Of Rosemead 8838 E. Valley Blvd - AUTHORIZED REPRESENTATIVE Rosemead, CA 91770 Nancy Grimahaw/NLG ACORD 25 (2010/05) INS025 nnlnns n1 ©1988-2010 ACORD CORPORATION. All rights reserved. Thu Arf)Pn ..nn. ..A Innn or. runicfururl mer4e of Af:f3Rf3 SUN -21-2013 12:47 FROM:LAWRENCE R MOSS & RS 818-248-6574 TO:16263079218 P.2 Av V CERTIFICATE OF LIABILITY INSURANCE rnvvowr_ec s/2oi2o1"3 ' THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder Ia an ADDITIONAL INSURED, the pollcypes) must be endorsed. If SUBROGATION IS WAIVED, subject to the some and conditions of the policy, certain Policies may require an endorsement A statement on this certificate does not confer rights to the certificate holder In lieu of such endorrement(s). PRODUCERNTA Nancy Grimshaw Russ Humphreys and Associ eB��t�. -e.. 1812 W. Olive Ave,lR/��l Z.9�, yt o,. C�AT1),1. 1 Burbank CA 9 506- �__-' PHONE(ela) 24 9-1144 F 4810) 957-3932 m ncy@ rhainaurance. cam INSURERS AFFORDING COVERAGE NAICA ERA• ireman'e Fund Ins. Co. INSURED 1 pp�� r� T1q , Inc. Lawrence R Moss And Asso11208 NSURER a ublic Indemnity Co. Of Cal. NSURERC INSURER 0. 3458 Ocean View Blvd �+�y CIY Glendale CA Ba..i `j 4 y�,4 �Y INSURER E: R ; rCrlo 6R0 1 GRVLg1nNINIIMnRR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED B OW4YAVERE ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILSR TYPEOFINSURANCE D POLICY NUMBER YEFF M D POLIO X LIMITS GENERAL LIABILITY EACH OCCURRENCE S 2,000,000 A X COMMERCIAL GENERAL LIABILITYPREMTSES CLAIMSWADE 50OCCUR X kZCBOSe294G /15/2013 /15/2014 A . Ee ee $ 100,000 IF, MED EXP (Any one non $ 10,000 PERSONAL& ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER PRODUCTS - COMPIOP AGO S 2,000,000 a X POLICY PHO" Lac IECT LIABILITY COMBINEDSINGLE UNIT BODILY INJURY(Perperron) S ANY gMOBIULAE ATO LL OWNED SCHEDULED UTOSX NONOWNED IREDUTOS AUTOS 2C80882946 /15/2013 /15/2014 BODILY INJURY (Per ecodeM) $ PROPERTY MAGE S Per ecci0enl Heedmxmeed $ 2,000,000 UMBRELLA LIAROCCUR EACHOCCURRENCE S AGGREGATE S EXCESS LIAR CLAIMS.MADE DED I I RETENTION S S I B WORKERS COMPENSATION XWC STATU- DTH - AND EMPLOYERS' LIABILITY YINPR ANY PROPRIETORIPARTNERIEXC•CUTIVE r1 OFDCEWMEMSER M(CLUDEDv (Meaftlory In NH) NIA 06512-21 6/25/2012 6/25/2013 EL EACH ACCIDENT $ 1,000,00 EL DISEASE - EA EMPLOYE1 S 1,000,000 IIyyes, dsttrlbe.M DESCRIPTION OFOPERATIONS be]" E.L. DISEASE - POLICY LIMIT S 1 1000 000 DESCRIPTION OF OPERATIONS 1 LOCATIONS I VEHICLES (AHAeh ACORD 101, A40Uand Remark, Schedla 11 mora apace h mgvlmdl RE: All Projects in the City of Rosemead. The certificate holder is included an an additional insured on this policy with respects to operations performed by the named insured (as Stipulated per attached form NAB9189 8-07 and required by contract). +30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium, (626)307-9218 &llamas@cityofrosemead.org City of Rosemead Attn: Erick, Hernandez 8838 E. Valley Blvd Rosetneadr CA 91770 ACORD 25 (201 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. REPRESCNTAl1Ve Grimshaw/NLG _11e..InI-----I L INS025onmOSl ni Th. Ar resin north and Innn ara roniatarart mar4e nr Ar.nPn 9 E M B O 9 Q- l�0 G149.02 ' ORPo"TED \9g9 PROFESSIONAL SERVICES AGREEMENT FEDERAL SAFE ROUTES TO SCHOOL PROJECT WALNUT GROVE AVENUE ENHANCEMENTS - LANDSCAPE DESIGN (LAWRENCE R. MOSS AND ASSOCIATES, INC.) 1. PARTIES AND DATE. An This Agreement is made and entered into this' day of �Qn-e 20A�;) (Effective Date) by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, Inc. with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Consultant'). City and Consultant are sometimes individually referred to herein as "Party" and collectively as 'Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing landscape design services to public clients, is licensed in the State of California and is familiarwith the plans of City. 2.2 Project. City desires to engage Consultant to render such landscape design services for the Walnut Grove Avenue Enhancements project ("Project'), also referred to as "Services" as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services: Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional landscape design services LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 2 of 10 necessary for the Project, herein referred to as "Services". The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term: The term of this Agreement shall be from the Effective Date shown above to (End Date) unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. The Parties may, by mutual, written consent, extend the term of this agreement is necessary to complete the Services 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor: The Services shall be performed by Consultant .or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services: Consultant shall perform the Services expeditiously, within the term of this Agreement. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements: All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel: Consultant has represented to Citythat certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 3 of 10 Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. 3.2.5 City's Representative: The City hereby designates the Associate Engineer, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Agreement. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative: Consultant will designate a designee to act as its representative for the performance of this Agreement ("Consultant's Representative'). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services: Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees: Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services.. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. 3.2.9 Laws and Regulations: Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 4 of 10 3.2.10 Insurance: Consultant shall maintain prior to the beginning of and for the duration of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety: Consultant shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Consultant shall, at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement and shall not exceed Thirteen Thousand Dollars ($13,000.00). Extra Work may be authorized in writing, as described below, and will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment and Compensation: Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses: Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work: At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages: Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws'), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 5 of 10 applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft; classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection: Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination: City may, by written notice to Consultant, terminate the whole or any part of this Agreement at anytime and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination: If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents/ Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services: In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 6 of 10 CONSULTANT: Lawrence R. Moss and Associates 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Lawrence R. Moss Phone: (818) 248-5200 CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Rafael Fajardo — Associate Engineer Phone: (626) 569-2152 Fax: (626) 569-2303 Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property: This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality: All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 7 of 10 pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts: The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees: If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification: To the fullest extent permitted bylaw, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, official's officers, employees, agents, orvolunteers. 3.5.7 Entire Agreement: This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law: This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence: Time is of the essence for each and every provision of this Agreement. 3.5. 10 City's Right to Employ Other Consultants: City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns: This Agreement shall be binding on the successors and assigns of the parties. LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 8 of 10 3.5.12 Assignment or Transfer: Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions: Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification: No supplement, modification, oramendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver: No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries: There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability: If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competentjurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests: Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicitor secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees orsubconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required understate law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment: Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 9 of 10 or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. , 3.5.20 Labor Certification: By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement: Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts: This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required: Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. [Signatures on next page] LAWRENCE R. MOSS AND ASSOCIATES, INC. Page 10 of 10 CITY OF ROSEMEAD Attest: Gloria Molleda, City Clerk Date LAWRENCE R. MOSS & ASSOCIATES, INC. By: l0,/'1 -?$ Date R,ary- Name: Title: Pte' (if Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONSULTANT REQUIRED] a Name: 13 r6 o Rv 6-(7-( O Date Title: V, 4 rr_e 5 i all14 4 LAWRENCE R. MOSS AND ASSOCIATES, INC. EXHIBIT A SCOPE OF SERVICES SEE REQUEST FOR PROPOSAL (RFP) AND CONSULTANT'S PROPOSAL A-1 Lawrence R. Moss & Associates, Inc. A.S.L.A. Revised Agreement Date: June 11, 2013 LAWRENCE MOSS ASLA &ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE # 1201 This revised agreement from the Lawrence R. Moss & Associates, Inc. A.S.L.A. agreement dated May 13, 2013 is 3458 Ocean View Boulevard made between: Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Chris Marcarello, Director of Public Works City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2118 Telephone (626)307-9218 Fax cmarcarello@cityofrosemead.org E-mail for the following services: for the following project: Dear Mr. Marcarello: Landscape Architectural Walnut Grove Median Construction Documents Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Coordination of uplighting with the Electrical Engineer. 2. Construction documents for Walnut Grove Medians: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details Rosemead Walnut Grove Median CD.doc 3. Technical specifications 4. Cost estimate for landscape architectural features Fee: $ 13,000.00 Fee Schedule: Due upon 50% completion of construction documents: Due upon 100% completion of construction documents: Due upon Bid set of construction documents: $ 5,000.00 $ 5,000.00 $ 3,000.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $150.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $150.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President Chris Marcarello, Director of Public Works LAWRENCE R. MOSS & ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License # 1201 Date: Ir I I u t3 Date: l Rosemead Walnut Grove Median CD.doe LAWRENCE R. MOSS AND ASSOCIATES, INC. EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $1,000,000.00 per occurrence. AS LAWRENCE R. MOSS AND ASSOCIATES, INC. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are licensed carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Consultant and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. M. LAWRENCE R. MOSS AND ASSOCIATES, INC. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or self-insured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. FEW LAWRENCE R. MOSS AND ASSOCIATES, INC. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or M] LAWRENCE R. MOSS AND ASSOCIATES, INC. Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. M A� �® CERTIFICATE OF LIABILITY INSURANCE 6iZo/2o113 n THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endomement(s). PRODUCER Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 CONTACT Nancy Grimshaw pHCNE . (818)249-1144 F�Ne:(ele)951-3931 N ADDRESS: nancy@rhainsurance. com INSURER(S) AFFORDING COVERAGE NAIC# INSURER A:Fireman Is Fund Ins. Co. INSURED Lawrence R Moss And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURER B:Re ublic Indemnity Co. of Cal. INSURERC: INSURER D: INSURER E: 1 INSURER F: COVERAGES CERTIFICATE NUMBER:CL1341902689 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. ILTR TYPE OF INSURANCE INSR ADD SUBR M POLICY NUMBER POLICY EFF MM/DDNYVY LIMITS GENERAL LIABILITY EACHOCCURRENCE $ 2.000,000 A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE OCCUR X AZCS0S@2946 3/15/2013 /15/2014 DAMAGE TO RENTED PREMISES Eacccummnce$ 100,000 MED EXP (Any one person) $ 10,000 PERSONAL It ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OP AGG $ 2,000,000 X POLICY PRO LOC rFCT F-1 $ AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident IAUTOS BODILY INJURY (Par person) $ A ANY AUTO ALL OWNED SCHEDULED AUTOS AUTOS ZC80882946 3/15/2013 3/15/2014 BODILY INJURY (Per accident) $ X PROPERTY DAMAGE $ Peracciden[ HIRED AUTOS X NON -OWNED Hiredlbonowed $ 2,000.000 UMBRELLA LIAROCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LEAS CLAIMS -MADE DED RETENTION$ $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNER/EXECUTIVE OFFICER/MEMBER E%CLUDED7 (Mandatory in NH) N/A 006572-21 /25/2012 6/25/2013 WC STATU- CTR H- X T IMI EL EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (Attach ACORD 101, Additional Remarks Schedule, if more space is required) RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). •30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. CERTIFICATE HOLDER CANCELLATION (626)307-9218 sllamas@Cityofrosemead.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Rosemead ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Ericka Hernandez AUTHORIZED REPRESENTATIVE 8838 E. Valley Blvd Rosemead, CA 91770 Nancy Grimshaw/NLG 410vrrrn Z -JL r___.� ACORD 26 (2010/05) INS02.5,9nrnnsl m ©1988-2010 ACORD CORPORATION. All rights reserved. Th. ArnPn nam. and In a,. ronic}med make of Ar -non ABC MultiCover - AB 9189 08 07 This endorsement modifies insurance provided under the following. American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section M - Definitions, Item 17. Personal Injury is amended to include: f. Discrimination B. Section III - Definitions, Item 2. Advertising Injury is amended to include: e. Diserhumatimt C. Section III - Definition is amended to in- clude: 30. Discrimdnation means the unlawful treat- ment of individuals based on race, color, ethnic origin, gender, religion, age, or sexual preference. D. Section 11 - Ieabn'lity Coverage, Part H. Ex- clusions, Item. Lp Personal Injury or Adver- tising Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental; lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or . (14) Fines, penalties, specific performance, or injunctions levied or'imposed by a go- vernmental entity, or governmental code, Is*, or statute because of discrimination. 2. Blanket Additional Insured Section H - Liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: £ Any person or organization that you are re- quired by a written.insured contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, rented to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of Y014 or (d) the maintenance, operation or use by you of equipment leased to you by such persons) or organization(s); or This Foran must be Winched to Change Endorsement when issued atter the policy is written. One of the Fhemm's Fund Insurance Compsstes su named in are policy President Aa9199 &07 Page 1 of 6 c N U h (e) a state or political subdivision per- assumption of liability in a contract mit issued to you or agreement. This exclusion does not apply to liability for damages (2) Coverage does not apply to any occur- that the vendor would have in the rence or offense: absence of the contract or agree - (a) which took place before the exe- meat; cution of,or subsequent to the b. y express ss xt warranty unauthorized completion or expiration of, the by you. written insured contract, or (b) which takes place after you cease to c. Any physical or chemical change in be a tenant in that premises. the product made intentionally by the vendor; (3) With respect to architects, engineers, or d. Repackaging, unless unpacked solely surveyors, coverage does not apply to for the purpose of inspection, dem- Bodily Injury, Property Damage, Pery onstration, testing, .or the substi- sonal Injury or Advertising Injury arising tution of parts under instructions out of the rendering or the failure to render any professional services by or for from the manufacturer, and then re - you including: packaged in the original container. (a) The preparing, approving, or failing e. Any failure to make such in- to prepare or approve maps, draw- spections, adjustments, tests or ser- ings, opinions, reports, surveys, vicing as the vendor has agreed to change orders, designs or specifica- make or normally undertakes to tions; and make in the usual course of busi- ness, in connection with the distrib- (b) Supervisory, inspection, or engi- ution or sale of the products; neering services. f. Demonstration, installation, servic- If an Additional Insured endorsement is attached ing or repair operations, except such to this policy that specifically names a person or operations performed at the vendor's organization as an insured, then this coverage does premises in connection with the sale not apply to that person or organization. of the product; 3. Blanket Additional Insured for Vendors g. Products which, after distribution or sale by you, have been labeled or Unless the Products Completed Operations Hoz- relabeled or used as a container, part and is excluded Gum this Section II - Ir- policy, or ingredient of any other thing or ability Coverage, Part I. Who Is an Insured, Item substance by or for the vendor. 2. is amended to include: g. Any vendor but only with respect to Bodily 2. This insurance does not apply to any in - Injury or Property Damage arising out of your sun:d person or organization, from products which are distributed or sold in the whom you have acquired such products, regular course of the vendor's business, sub- or any ingredient, part or container, en- to the following additional exclusions: tering tering into, accompanying or containing such products. 1. The insurance afforded the vendor does not apply to: If an Additional Insured -Vendors endorsement is attached to this policy that specifically names a a. Bodily Injury or Property Damage person or organization as an insured, then this for which the vendor is obligated to coverage does not apply to that person or organ - pay damages by reason of the ization. AB9189 8-07 Page 2 of 6 __> 4. Blanket Waiver of Subrogation Section D - Unlillity Coverage, Part IL Liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Revery Against Oth- as to us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair those tights. At our request, the insured will bring suit or transfer those tights to us and help us enforce them. b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because.of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization.. 5. Broadened Named Insured Section H - Liability Coverage, Part L Who Is An Lrsored, Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Named In- sured under this policy ill (a) you have the responsibility of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of Ameri But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage under this provision is afforded only until the end of the policy period, or the 12 month anniversary of the policy inception date; whichever is earlier, (b) Coverage C does not apply to bodily in- jury or: property damage that occurred AB9rr9 W before you acquired or formed the or- ganization; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offense committed before you ac- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section H - Liability Coverage, Part H. Ex- clusions, xclusions, Item 2.f. is replaced with: E Included within the products -completed operations hazard. However, this exclu- sion does not apply to expenses for den- tal services. B. Section H - Liability Coverage, Part G. Cov- erage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. 7. Tenant's Legal Liability A. Section DI - Liability Coverage, Part J. Li- ability and Medical Payments L'onits of In- surance, Item 3. is replaced with: 3: The most we will pay .under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner a. arising out of any Covered Cause of Loss shall be the greater of: (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. S. Chartered Aircraft Section H - Liability Coverage, Coverage C, Part H. Exclusions, Item l.g. is amended to include. (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Page 3 of 6 N U I� 9. Coverage Territory Broadened Section III - Defnitions, Item 5.a. is replaced with: a. The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Broadened Advertising Injury Unless Advertising Injury is excluded from this policy: A. Section III - Defmitions, Item 2. is replaced with: 2. Advertising Injury means injury arising out of one or mon: of the following of- fenses: a. Oral, written, televised or videotaped publication of material that slanders or libels a person or organization or disparages a persons or organiza- tions goods, products or services; b. Oral, written, televised or videotaped publication of material that violates a person's right of privacy; c. Misappropriation of advertising ideas or style of doing business; or d. Infringement of trademark, copy- right, title or slogan. B. Section II - Liability Coverage, Coverage C, Part H. Exclusions, Items l.p.(1) and (2) are replaced with-- (1) ith: (1) Arising out of oral, written, televised or videotaped publication of material, if done by or at the direction of the insured with knowledge of its falsity; (2) Arising out of oral, written, televised or videotaped publication of material whose first publication took place before the beginning of the policy period; 11. Broadened Personal Injury Unless Personal .hrjory is excluded from this pol- icy, Section III - Property, Liability and Medical AU9199 W Payments Definitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services; e. Oral, written, televised or videotaped publica- tion of material thatviolates a persons right of privacy; 12. Broadened Personal or Advertising Injury Unless Personal Injury or Advertising Injury is excluded from this policy, Section II - liability Coverage, Coverage C, Part H. Exclusions, Dem l.p.(4) Exclusions is deleted in its entirety. 13. Fellow Employees Coverage Section H -Liability Coverage, Part 1. Wbo Is an hw red, Item 2.a.(1) is amended as follows: (1) Personal Injury to you or to a co -employee while in the course of his or her employment, or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house- hold of that employee or co -employee as a consequence of such Personal Injury, or for any obligation to share damages with or repay someone else who must pay damages because of the injury; or 14. Mental Anguish Is Included in Bodily Injury Section III - Definitions, Item 4. is replaced with: 4. Bodily injury means bodily injury, sickness or disease sustained by a person. It includes death or mental anguish which result at any time from such physical harm, physical ock- ness or physical disease. Mental anguish me- ans any type of mental or emotional illness or disease. 15. Unintentional Failure to Disclose Hazards Section H - Liability Coverage, Part K. Liability and Medical Payments General Conditions, is amended to include: Page 4 of 6 6. Unintentional Failure to Disclose Hazards If you unintentionally fad to disclose any ha- zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. 16. Supplementary Payments, Increase Limits Section H - Liability Coverage, Part G. Coverage, Items Le. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or haft law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish these bonds. (4) All reasonable expenses incurred by the in- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section H - Liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section IH - Property, Liability and Medical Payments Definitions, is amended to include: 31, Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Liability Coverage, Part H. Liability and Medical Payments General Conditions, Items 2a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or A119189 8-07 legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or sit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or - offense took place; (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, mainte- nance, or use of that .part of the premises owned by or netted to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other li- ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Pari for Cover- age C. Page 5 of 6 20. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following: 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2. Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of blre kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION I. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. Ae9ras s -m Page 6 of 6 L&6 OSE D CITY OF ROSEMEAD AGREEMENT FOR ARCHITECTURAL SERVICES 1. PARTIES AND DATE. This Agreement is made and entered into this 14th day of January, 2013 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City') and Lawrence R. Moss ansd Associates, Inc., ASLA, a corporation, with one or more landscape architects licensed to practice in the State of California and with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Architect'). City and Architect are sometimes individually referred to as "Party" and collectively as 'Parties." 2. RECITALS. 2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose. 2.1 Architect. Architect desires to perform and assume responsibility for the provision of certain professional architectural services required by the City on the terms and conditions set forth in this Agreement. Architect warrants that it is fully licensed, qualified, and willing to perform the services required by this Agreement; provided, however, that if Architect is a corporation or other organization, the Project Architect designated pursuant to Section 3.2, and not the Architect itself, shall be fully licensed to practice as an architect in the State of California. 2.3 Project. City desires to engage Architect to render such services for the conceptual design of Jay Imperial Park ('Project') as set forth in this Agreement. 3. TERMS 3.1 Employment of Architect. 3.1.1 Scope of Services. Architect promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional architectural and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as "Services'). The Services are more particularly described throughout this Agreement, including Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. All Services performed by Architect shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld. Lawrence R. Moss and Associates, Inc. Page 2 of 19 3.2 Project Architect; Key Personnel. 3.2.1 Project Architect. Architect shall name a specific person to act as Project Architect, subje t to the approval of City. Architect hereby designates Bron Ruf (License No. _9QlO to act as the Project Architect for the Project. The Project Architect shall: (1) maintain oversight of the Services at all times; (2) have full authority to represent and act on behalf of the Architect for all purposes under this Agreement; (3) supervise and direct the Services using his or her best skill and attention; (4) be responsible for the means, methods, techniques, sequences and procedures used for the Services; (5) adequately coordinate all portions of the Services; and (6) act as principal contact with City and all contractors, consultants, engineers and inspectors on the Project. Any change in the Project Architect shall be subject to the City's prior written approval, which approval shall not be unreasonably withheld. The new Project Architect shall be of at least equal competence as the prior Project Architect. In the event that City and Architect cannot agree as to the substitution of a new Project Architect, City shall be entitled to terminate this Agreement for cause. 3.2.2 Key Personnel. In addition to the Project Architect, Architect has represented to the City that certain additional key personnel, engineers and consultants will perform the Services under this Agreement. Should one or more of such personnel, engineers or consultants become unavailable, Architect may substitute others of at least equal competence upon written approval of the City. In the event that City and Architect cannot agree as to the substitution of key personnel, engineers or consultants, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel, engineers or consultants who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Architect at the request of the City. The key additional personnel, engineers and consultants for performance of this Agreement, if any, are as follows: 3.3 Hiring of Consultants and Personnel. 3.3.1 Right to Hire or Employ. Architect shall have the option, unless City objects in writing after notice, to employ at its expense architects, engineers, experts or other consultants qualified and licensed to render services in connection with the planning and/or administration of the Project, and to delegate to them such duties as Architect may delegate without relieving Architect from administrative or other responsibility under this Agreement. Architect shall be responsible for the coordination and cooperation of Architect's architects, engineers, experts or other consultants. All consultants, including changes in consultants, shall be subject to approval by City in its sole and reasonable discretion. Architect shall notify City of the identity of all consultants at least fourteen (14) days prior to their commencement of work in order to Lawrence R. Moss and Associates, Inc. Page 3 of 19 allow City time to review their qualifications and decline consent to their participation on the Project if deemed necessary by City in its sole and reasonable discretion. 3.3.2 Qualification and License. All architects, engineers, experts and other consultants retained by Architect in performance of this Agreement shall be qualified to perform the Services assigned to them, and shall be licensed to practice in their respective professions, where required by law. 3.3.3 Standards and Insurance. All architects, engineers, experts and other consultants hired by Architect shall be required to meet the same standards and insurance requirements set forth in this Agreement, unless other standards or requirements are approved by the City in writing. Unless changes are approved in writing by the City, Architect's agreements with its consultants shall contain a provision making them subject to all provisions stipulated in this Agreement. 3.3.4 Assignments or Staff Changes. Architect shall promptly obtain written City approval of any assignment, reassignment or replacement of such architects, engineers, experts and consultants, or of other staff changes of key personnel working on the Project. As provided in the Agreement, any changes in Architect's consultants and key personnel shall be subject to approval by City. 3.3.5 Draftsman and Clerical Support. Draftsmen and clerical personnel shall be retained by Architect at Architect's sole expense. 3.4 Standard of Care. 3.4.1 Standard of Care. Architect shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California, and shall be fully responsible to City for any damages to City and delays to the Project as specified in the indemnification provision of this Agreement. Without limiting the foregoing, Architect shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays in the design or construction of the Project. Architect represents and maintains that it is skilled in the professional calling necessary to perform the Services. Architect warrants that all of its employees, architects, engineers, experts and other consultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Architect represents that it, its employees, architects, engineers, experts and other consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Architect shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct Lawrence R. Moss and Associates, Inc. Page 4 of 19 errors or omissions which are caused by the Architect's failure to comply with the standard of care provided for herein. 3.4.2 Performance of Employees. Any employee or consultant who is reasonably determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or consultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Architect and shall not be re-employed to perform any of the Services or to work on the Project. 3.5 Laws and Regulations. 3.5.1 Knowledge and Compliance. Architect shall keep itself fully informed of and in compliance with all applicable local, state and federal laws, rules and regulations in any manner affecting the performance of the Services or the Project, and shall give all notices required of the Architect by law. Architect shall be liable, pursuant to the standard of care and indemnification provisions of this Agreement, for all violations of such laws and regulations in connection with its Services. If the Architect performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Architect shall be solely responsible for all costs arising therefrom. Architect shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.5.2 Drawings and Specifications. Architect shall cause all drawings and specifications to conform to any applicable requirements of federal, state and local laws, rules and regulations, including, but not limited to, the Uniform Building Code, in effect as of the time the drawings and specifications are prepared or revised during the latest phase of the Services described in Exhibit "A" attached hereto. Any significant revisions made necessary by changes in such laws, rules and regulations after this time may be compensated as Additional Services. Architect shall cause the necessary copies of such drawings and specifications to be filed with any governmental bodies with approval jurisdiction over the Project, in accordance with the Services described in Exhibit "A" attached hereto. 3.5.3 Americans with Disabilities Act. Architect will use its best professional efforts to interpret all applicable federal, state and local laws, rules and regulations with respect to access, including those of the Americans with Disabilities Act ("ADA"). Architect shall inform City of the existence of inconsistencies of which it is aware or reasonably should be aware between federal and state accessibility laws, rules and regulations, as well as any other issues which are subject to conflicting interpretations of the law, and shall provide City with its interpretation of such inconsistencies and conflicting interpretations. Unless Architect brings such Lawrence R. Moss and Associates, Inc. Page 5 of 19 inconsistencies and conflicting interpretations to the attention of the City and requests City's direction on how to proceed, the Architect's interpretation of such inconsistencies and conflicting interpretations shall be the sole responsibility and liability of Architect, and the Architect shall correct all plans, specifications and other documents prepared for the Project at no additional cost if its interpretations are shown to be incorrect. If Architect brings such inconsistencies and conflicting interpretations to the attention of the City and request's City's direction on how to proceed, Architect shall be responsible to the City only pursuant to the indemnification provision of this Agreement. City acknowledges that the requirements of the federal and state accessibility laws are subject to various and possibly contradictory interpretations, and that the Architect cannot warrant or guarantee that its interpretation will be correct. Architect will adhere to the standard of care provided for in this Agreement and will use its reasonable professional efforts and judgment in making its interpretations. 3.5.4 Permits, Approvals and Authorizations. Architect shall provide City with a list of all permits, approvals or other authorizations required for the Project from all federal, state or local governmental bodies with approval jurisdiction over the Project. Architect shall then assist the City in obtaining all such permits, approvals and other authorizations. The costs of such permits, approvals and other authorizations shall be paid by the City. 3.6 Independent Contractor. 3.6.1 Control and Payment of Subordinates. City retains Architect on an independent contractor basis and Architect is not an employee of City. Architect is not an employee for state tax, federal tax or any other purpose, and is not entitled to the rights or benefits afforded to City's employees. Any additional personnel performing the Services under this Agreement on behalf of Architect shall also not be employees of City, and shall at all times be under Architect's exclusive direction and control. Architect shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Architect shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.7 Schedule of Services. 3.7.1 Timely Performance Standard. Architect shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the -cause, in whole or in part, of delays in the completion of the Project or in the achievement of any Project milestones, as provided herein. Specifically, Architect shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and within any completion schedules adopted for the Project. Architect agrees to coordinate Lawrence R. Moss and Associates, Inc. Page 6 of 19 with City's staff, contractors and consultants in the performance of the Services, and shall be available to City's staff, contractors and consultants at all reasonable times. 3.7.2 Performance Schedule. Architect shall prepare an estimated time schedule for the performance of Architect's Services, to be adjusted as the Project proceeds. Such schedule shall be subject to the City's review and approval, which approval shall not be unreasonably withheld, and shall include allowances for periods of time required for City's review and approval of submissions, and for approvals of authorities having jurisdiction over Project approval and funding. If City and Architect cannot mutually agree on a performance schedule, City shall have the authority to immediately terminate this Agreement. The schedule, including any excusable delays, shall not be exceeded by Architect without the prior written approval of City. If the Architect's Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Architect will be responsible pursuant to the indemnification provision of this Agreement. 3.7.3 Excusable Delays. Any delays in Architect's work caused by the following shall be added to the time for completion of any obligations of Architect: (1) the actions of City or its employees; (2) the actions of those in direct contractual relationship with City; (3) the actions of any governmental agency having jurisdiction over the Project; (4) the actions of any parties not within the reasonable control of the Architect; and (5) any act of God or other unforeseen occurrence not due to any fault or negligence on the part of Architect. 3.7.4 Request for Excusable Delay Credit. The Architect shall, within ten (10) calendar days of the beginning of any excusable delay (unless City grants in writing a further period of time to file such notice prior to the date of final payment under the Agreement), notify the City in writing of the causes of delay. City will then ascertain the facts and the extent of the delay, and grant an extension of time for completing the Services when, in its sole and reasonable judgment, the findings of fact justify such an extension. The City's findings of fact thereon shall be final and conclusive on the parties. Extensions of time shall apply only to that portion of the Services affected by the delay and shall not apply to other portions of the Services not so affected. If Additional Services are required as a result of an excusable delay, the parties shall mutually agree thereto pursuant to the Additional Services provision of this Agreement. Should Architect make an application for an extension of time, Architect shall submit evidence that the insurance policies required by this Agreement remain in effect during the requested additional period of time. 3.8 Additional Architect Services. 3.8.1 Request for Services. At City's request, Architect may be asked to perform services not otherwise included in this Agreement, not included within the basic Lawrence R. Moss and Associates, Inc. Page 7 of 19 services listed in Exhibit "A" attached hereto, and/or not customarily furnished in accordance with generally accepted architectural practice. 3.8.2 Definition. As used herein, "Additional Services" mean: (1) any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary for the Architect to perform at the execution of this Agreement; or (2) any work listed as Additional Services in Exhibit "A" attached hereto. Architect shall not perform, nor be compensated for, Additional Services without prior written authorization from City and without an agreement between the City and Architect as to the scope and compensation to be paid for such services. City shall pay Architect for any approved Additional Services, pursuant to the compensation provisions herein, so long as such services are not made necessary through the fault of Architect pursuant to the indemnification provision of this Agreement. 3.8.3 Examples of Additional Services. Such Additional Services shall not include any redesign or revisions to drawings, specifications or other documents when such revisions are necessary in order to bring such documents into compliance with applicable laws, rules, regulations or codes of which Architect was aware or should have been aware pursuant to the laws and regulations provision of this Agreement above. Such Additional Services may include, but shall not be limited to: 3.8.3.1 Separately Bid Portions of Project. Plan preparation and/or administration of work on portions of the Project separately bid. 3.8.3.2 Furniture and Interior Design. Assistance to City, if requested, for the selection of moveable furniture, equipment or articles which are not included in the Construction Documents. 3.8.3.3 Fault of Contractor. Services caused by delinquency, default or insolvency of contractor, or by major defects in the work of the contractor, provided that any such services made necessary by the failure of Architect to detect and report such matters when it reasonably should have done so shall not be compensated. 3.8.3.4 Inconsistent Approvals or Instructions. Revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given and are due to causes beyond the control of Architect. 3.8.3.5 Legal Proceedings. Serving as an expert witness on City's behalf or attending legal proceedings to which the Architect is not a party. 3.8.3.6 Damage Repair. Supervision of repair of damages to any structure. Lawrence R. Moss and Associates, Inc. Page 8 of 19 3.8.3.7 Extra Environmental Services. Additional work required for environmental conditions (e.g. asbestos or site conditions) not already contemplated within the Architect's services for the Project. 3.8.3.8 Inspection Services. Professional inspection services, as required, in strict accordance with all applicable local, state and federal laws, rules and regulations. 3.9 City Responsibilities. City's responsibilities shall include the following: 3.9.1 Data and Information. City shall make available to Architect all necessary data and information concerning the purpose and requirements of the Project, including scheduling and budget limitations, objectives, constraints and criteria. As part of the budget limitation information, the City shall provide the Architect with a preliminary construction budget ("City's Preliminary Construction Budget"). 3.9.2 Project Survey. If required pursuant to the scope of the Project and if requested by Architect, City shall furnish Architect with, or direct Architect to procure at City's expense, a survey of the Project site prepared by a registered surveyor or civil engineer, any other record documents which shall indicate existing structures, land features, improvements, sewer, water, gas, electrical and utility lines, topographical information and boundary dimensions of the site, and any other such pertinent information. 3.9.3 Bid Phase. Distribute Construction Documents to bidders and conduct the opening and review of bids for the Project. 3.9.4 Testing. Retain consultant(s) to conduct chemical, mechanical, soils, geological or other tests required for proper design of the Project, and furnish such surveys, borings, test pits, and other tests as may be necessary to reveal conditions of the site which must be known to determine soil condition or to ensure the proper development of the required drawings and specifications. 3.9.5. Required Inspections and Tests. Retain consultant(s) to conduct materials testing and inspection or environmental/hazardous materials testing and inspection pursuant to any applicable laws, rules or regulations. 3.9.6. Fees of Reviewing or Licensing Agencies. Directly pay or reimburse the payment of all fees required by any reviewing or licensing agency, or other agency having approval jurisdiction over the Project. 3.9.7 City's Representative. Designate a person to act as its representative for the performance of this Agreement ("City's Representative"). The City's Representative shall be authorized to act as liaison between Architect and City in Lawrence R. Moss and Associates, Inc. Page 9 of 19 the administration of this Agreement and the Construction Documents, and shall have the power to act on behalf of the City for all purposes under this Agreement. Such person shall assist Architect in observing construction of the Project and participating in the preparation of the Punch List Items required by Exhibit "A" attached hereto. City may designate new and/or different individuals to act as City's Representative from time to time. The City's Representative shall render decisions in a timely manner so as to avoid unreasonable delay in the orderly and sequential progress of the Services, as provided in the excusable delay provisions of this Agreement above. 3.9.8 Review and Approve Documents. Review all documents submitted by Architect, including change orders and other matters requiring approval by the City Council or other officials. City shall advise Architect of decisions pertaining to such documents within a reasonable time after submission, so as not to cause unreasonable delay as provided in the excusable delay provisions of this Agreement above. 3.10 Compensation. 3.10.1 Architect's Compensation for Basic Services. Subject to adjustment under Exhibit "A" attached hereto, City shall pay to Architect, for the performance of all Services rendered under this Agreement, the total amount of Sixty- three thousand dollars ($63,000) ("Total Compensation"). The Total Compensation shall constitute complete and adequate payment for the Services Provided under this Agreement. 3.10.2 Payment for Additional Services. Additional Services may be authorized pursuant to the applicable provisions of this Agreement. If authorized, such Additional Services will be compensated at the rates and in the manner set forth in Exhibit "A" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. Architect shall be paid for Additional Services, as defined by this Agreement, so long as they have been approved in advance by the City. If City requires Architect to hire consultants to perform any Additional Services, Architect shall be compensated therefore at the rates and in the manner set forth in Exhibit "A" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. City shall have the authority to review and approve the rates of any such consultants. In addition, Architect shall be reimbursed for any expenses incurred by such consultants pursuant to the terms and conditions of Section 3.10.3. 3.10.3 Reimbursable Expenses. Reimbursable expenses are in addition to compensation for the Services and Additional Services. Architect shall not be reimbursed for any expenses unless authorized in writing by City, which approval may be evidenced by inclusion in Exhibit "A" attached hereto. Such reimbursable expenses shall include only those expenses which are reasonably and necessarily incurred by Architect in the interest of the Project. Architect shall be required to acquire prior written Lawrence R. Moss and Associates, Inc. Page 10 of 19 consent in order to obtain reimbursement for the following: (1) extraordinary transportation expenses incurred in connection with the Project; (2) out-of-town travel expenses incurred in connection with the Project; (3) fees paid for securing approval of authorities having jurisdiction over the Project; (4) bid document duplication costs in excess of $N/A; and (5) other costs, fees and expenses in excess of $500. 3.10.4 Payment to Architect. Architect's compensation and reimbursable expenses shall be paid by City to Architect no more often than monthly. Such periodic payments shall be made based upon the percentage of work completed, and in accordance with the phasing and funding schedule provided in Exhibit "A" and the compensation rates indicated in Exhibit "A" attached hereto and incorporated herein by reference. In order to receive payment, Architect shall present to City an itemized statement which indicates Services performed, percentage of Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement, as well as those expenses for which reimbursement is requested for that statement period. The amount paid to Architect shall never exceed the percentage amounts authorized by the phasing and funding schedule located in Exhibit "A" attached hereto. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Payments made for Additional Services shall be made in installments, not more often than monthly, proportionate to the degree of completion of such services or in such other manner as the parties shall specify when such services are agreed upon, and in accordance with any authorized fee or rate schedule. In order to receive payment, Architect shall present to City an itemized statement which indicates the Additional Services performed, percentage of Additional Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Additional Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Upon cancellation or termination of this Agreement, Architect shall be compensated as set forth in the termination provision herein. 3.10.5 Withholding Payment to Architect. The City may withhold payment, in whole or in part, to the extent reasonably necessary to protect the City from claims, demands, causes of action, costs, expenses, liabilities, losses, damages, or injuries of any kind to the extent arising out of or caused by the intentional or negligent acts, errors Lawrence R. Moss and Associates, Inc. Page 11 of 19 or omissions protected under the indemnification provisions of this Agreement. Failure by City to deduct any sums from a progress payment shall not constitute a waiver of the City's right to such sums. The City may keep any moneys which would otherwise be payable at any time hereunder and apply the same, or so much as may be necessary therefore, to the payment of any expenses, losses, or damages as determined by the City, incurred by the City for which Architect is liable under the Agreement or state law. Payments to the Architect for compensation and reimbursable expenses due shall not be contingent on the construction, completion or ultimate success of the Project. Payment to the Architect shall not be withheld, postponed, or made contingent upon receipt by the City of offsetting reimbursement or credit from parties not within the Architect's reasonable control. 3.10.6 Prevailing Wages. Architect is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. Since the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Architect agrees to fully comply with and to require its consultants to fully comply with such Prevailing Wage Laws. City shall provide Architect with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Architect shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Architect's principal place of business and at the Project site. Architect shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure of the Architect or its consultants to comply with the Prevailing Wage Laws. 3.11 Notice to Proceed. Architect shall not proceed with performance of any Services under this Agreement unless and until the City provides a written notice to proceed. 3.12 Termination, Suspension and Abandonment. 3.12.1 City's Termination for Convenience; Architect's Termination for Cause. City hereby reserves the right to suspend or abandon, at any time and for any reason, all or any portion of the Project and the construction work thereon, or to terminate this Agreement at any time with or without cause. Architect shall be provided with at least seven (7) days advanced written notice of such suspension, abandonment or termination. In the event of such suspension, abandonment or termination, Architect shall be paid for Services and reimbursable expenses rendered up to the date of such suspension, abandonment or termination, pursuant to the schedule of payments Lawrence R. Moss and Associates, Inc. Page 12 of 19 provided for in this Agreement, less any claims against or damages suffered by City as a result of the default, if any, by Architect. Architect hereby expressly waives any and all claims for damages or compensation arising under this Section 3.12, except as set forth herein, in the event of such suspension, abandonment or termination. Architect may terminate this Agreement for substantial breach of performance by the City, such as failure to make payment to Architect as provided in this Agreement. 3.12.2 City's Suspension of Work. If Architect's Services are suspended by City, City may require Architect to resume such Services within ninety (90) days after written notice from City. When the Project is resumed, the Total Compensation and schedule of Services shall be equitably adjusted upon mutual agreement of the City and Architect. 3.12.3 Documents and Other Data. Within Seven (7) calendar days following suspension, abandonment or termination of this Agreement, Architect shall provide to City all preliminary studies, sketches, working drawings, specifications, computations, and all other Project Documents, as defined below, to which City would have been entitled at the completion of Architect's Services under this Agreement. Upon payment of the amount required to be paid to Architect pursuant to the termination provisions of this Agreement, City shall have the rights, as provided in this Agreement hereinafter, to use such Project Documents prepared by or on behalf of Architect under this Agreement. In the event of a dispute regarding the amount of compensation to which the Architect is entitled under the termination provisions of this Agreement, Architect shall provide all Project Documents to City upon payment of the undisputed amount. Architect shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. Architect shall make such documents available to City without additional compensation other than as may be approved as a reimbursable expense. 3.12.4 Employment of other Architects. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.13 Ownership and Use of Documents; Confidentiality. 3.13.1 Ownership. All plans, specifications, original or reproducible transparencies of working drawings and master plans, preliminary sketches, architectural presentation drawings, structural computations, estimates and any other documents prepared pursuant to this Agreement, including; but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the "Project Documents") shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Architect or other applicable subcontractors or consultants, the Project Documents shall Lawrence R. Moss and Associates, Inc. Page 13 of 19 be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Architect shall provide to City copies of all Project Documents required by City. In addition, Architect shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents following this retention period, Architect shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents. 3.13.2 Right to Use. Architect grants to City the right to use and reuse all or part of the Project Documents, at City's sole discretion with no additional compensation to Architect, for the construction of all or part of this Project. City is not bound by this Agreement to employ the services of Architect in the event such documents are used or reused. City shall be able to use or reuse the Project Documents for their intended purposes or to otherwise complete this Project, if necessary, without risk of liability to the City. However, any use or reuse by City of the Project Documents for other than their intended use or on any project other than this Project without employing the services of Architect shall be at City's own risk. If City uses or reuses the Project Documents on any project other than this Project, it shall remove the Architect's seal from the Project Documents and indemnify and hold harmless Architect and its officers, directors, agents and employees from claims arising out of the negligent use or re -use of the Project Documents on such other project. Architect shall be responsible and liable for its Project Documents, pursuant to the terms of this Agreement, only with respect to the condition of the Project Documents at the time they are provided to the City upon completion, suspension, abandonment or termination. Architect shall not be responsible or liable for any revisions to the Project Documents made by any party other than Architect, a party for whom the Architect is legally responsible or liable, or anyone approved by the Architect. 3.13.3 License. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein. Architect shall require any and all subcontractors and consultants to agree in writing that City is granted a non-exclusive and perpetual license for the work of such subcontractors or consultants performed pursuant to this Agreement. 3.13.4 Right to License. Architect represents and warrants that Architect has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Architect prepares or causes to be prepared pursuant to this Agreement. Architect shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section. Architect makes no such representation and warranty in regard to previously prepared designs, 'plans, specifications, studies, drawings, estimates or other documents that were prepared by design professionals other than Architect and provided to Architect by City. Lawrence R. Moss and Associates, Inc. Page 14 of 19 3.13.5 Confidentiality. All Project Documents, either created by or provided to Architect in connection with the performance of this Agreement, shall be held confidential by Architect to the extent they are not subject to disclosure pursuant to the Public Records Act. All Project Documents shall not, without the written consent of City, be used or reproduced by Architect for any purposes other than the performance of the Services. Architect shall not disclose, cause or facilitate the disclosure of the Project Documents to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Architect which is otherwise known to Architect or is generally known, or has become known, to the related industry shall be deemed confidential. Architect shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City. 3.14 Indemnification. To the fullest extent permitted by law, Architect shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Architect, its officials, officers, employees, agents, consultants, and consultant arising out of or in connection with the performance of the Architect's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Architect shall defend, at Architect's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Architect shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Architect shall reimburse City; and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs -incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Architect's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials; officers, employees, agents, or volunteers. 3.15 Insurance. 3.15.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit "B" attached to and part of this agreement. Lawrence R. Moss and Associates, Inc. Page 15 of 19 3.16 Records. Architect shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Architect shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Architect shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement. 3.17 Standardized Manufactured Items. Architect shall cooperate and consult with City in the use and selection of manufactured items on the Project, including but not limited to, paint, hardware, plumbing, mechanical and electrical equipment, fixtures, roofing materials and floor coverings. All such manufactured items shall be standardized to City's criteria to the extent such criteria do not interfere with building design. 3.18 Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above and as determined at the time the schematic drawings and site utilization plans are approved. Any subsequent construction at the site of the Project, or at any other City site, will be covered by, and be the subject of, a separate Agreement for architectural services between City and the architect chosen therefore by City. 3.19 Mediation. Disputes arising from this Agreement may be submitted to mediation if mutually agreeable to the parties hereto. The type and process of mediation to be utilized shall be subject to the mutual agreement of the parties. 3.20 Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Architect shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 3.21 Asbestos Certification. Architect shall certify to City, in writing and under penalty of perjury, that to the best of its knowledge, information and belief no asbestos -containing material or Lawrence R. Moss and Associates, Inc. Page 16 of 19 other material deemed to be hazardous by the state or federal government was specified as a building material in any construction document that the Architect prepares for the Project. Architect shall require all consultants who prepare any other documents for the Project to submit the same written certification. Architect shall also assist the City in ensuring that contractors provide City with certification, in writing and under penalty of perjury, that to the best of their knowledge, information and belief no material furnished, installed or incorporated into the Project contains asbestos or any other material deemed to be hazardous by the state or federal government. These certifications shall be part of the final Project submittal. Architect shall include statements in its specifications that materials containing asbestos or any other material deemed to be hazardous by the state or federal government are not to be included. 3.22 No Third Party Rights. This Agreement shall not create any rights in, or inure to the benefits of, any third party except as expressly provided herein. 3.23 Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. Venue shall be in Los Angeles County. 3.24 Entire Agreement. This Agreement, with its exhibits, contains the entire agreement of the parties hereto, and supersedes any and all other prior or contemporaneous negotiations, understandings and oral or written agreements between the parties hereto. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. Furthermore, any modification of this Agreement shall only be effective if in writing signed by all parties hereto. 3.25 Severability. Should any provision in the Agreement be held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect. 3.26 Non -Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. Lawrence R. Moss and Associates, Inc. Page 17 of 19 3.27 Safety. Architect shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Architect shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of its employees, consultant and subcontractors appropriate to the nature of the work and the conditions under which the work is to be performed. 3.28 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: ARCHITECT: Lawrence R. Moss, Inc., ASLA 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Jaime Yamashita CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: David Montgomery -Scott Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.29 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other reasonable costs of such action, including expert witness fees and expenses. . 3.30 Time of Essence. Time is of the essence for each and every provision of this Agreement. Lawrence R. Moss and Associates, Inc. Page 18 of 19 3.31 City's Right to Employ Other Consultants. City reserves right to employ other consultants, including Architects, in connection with this Project or other projects. 3.32 Prohibited Interests. 3.32.1 Solicitation. Architect maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Architect, to solicit or secure this Agreement. Further, Architect warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Architect, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. 3.32.2 Conflict of Interest. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.33 Equal Opportunity Employment. Architect represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or any other classification protected by federal or state law. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Architect shall also comply with all relevant provisions of City's minority business enterprise program, affirmative action plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.34 Labor Certification. By its signature hereunder, Architect certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.35 Subcontracting. As specified in this Agreement, Architect shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without Lawrence R. Moss and Associates, Inc. Page 19 of 19 prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to each and every provision of this Agreement. 3.36 Supplemental Conditions. Any supplemental conditions shall be attached as an exhibit to this Agreement, and that exhibit shall be incorporated herein by reference. CITY OF ROSEMEAD LAWRENCE R. MOSS and ASSOCIATES, INC. By: Axi By: JEW Allred, City Manager Name: �.�fiiiJYl�viC2 i-ddxS Attest: oria Molleda City Clerk Approved as to Form: Rachel H. Richman, Esq. �&� `� City Attorney 02/08 Documentl Title: &Csi Pel [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] �\ Name: 15nii 9 U( I I Me/PV'T EXHIBIT A LANDSCAPE ARCHITECT'S SCOPE OF SERVICES AND FEE SCHEDULE Lawrence R. Moss and Associates, Inc. A.S.L.A. shall provide landscape architectural design and associated services for the Jay Imperial Park Project, comprised of two SCE parcels adjacent to Pine Street, in coordination with the City of Rosemead and any other interested parties. Scope of work will include: 1. Phase 1: Conceptual Design ($10,000): A. Detailed CAD drawings at 40 scale i. Parking ii. Earth mounds iii. Access paths iv. Pedestrian paths v. Site amenities including drinking fountain, benches, trash receptacles, and picnic tables vi. Dog park vii. Paved recreation area/sports court viii. Adult exercise equipment ix. Lighting x. Planting (turf, trees, screening, native plant demonstration area) xi. Signage (interpretive, entrance monument, park rules, and parking) xii. Preliminary irrigation equipment including point of connection and location of water meter, BFP assembly, controller, and main line. B. Preliminary cost estimate C. Coordination meetings (2) with SCE and RMC D. Coordination meetings (2) with City departments E. One meeting with City Council 2. Phase 2: Design Development ($15,000) A. Plant palette (will require water usage calculations consistent with City's Water Efficiency Ordinance) B. Additional irrigation equipment including type of sprinkler head/drip irrigation equipment (no layout or lateral line placement) C. Materials Board i. Paving materials ii. Site amenities (drinking fountain, benches, trash receptacles, picnic tables) iii. Lighting options iv. Add alternative: adult fitness equipment D. Signage options i. Interpretive signage for demonstration garden ii. Monument signage for park entrance E. Design revisions (up to 3) F. Coordination meetings (2) with other City departments A-1 G. Community outreach meetings (2) 3. Phase 3: Construction Documentation ($28,000) A. Demolition plan B. Construction and layout plan and details C. Irrigation plan and details D. Planting plan and details E. Technical specifications F. Final detailed cost estimate G. Plan corrections per review by City, RMC, and SCE H. Coordination of all required subconsultants 4. Phase 4: Construction Administration ($10,000) A. Pre-bid meeting B. Review of bids C. Attendance at weekly construction meetings D. Response to all RFls and review of change orders E. Review of all submittals F. Inspection of layout, irrigation, and planting at construction milestones G. Deficiency ('Punch") List and review Additional Services and Hourly Rates If additional services are requested, the following is the hourly rate schedule: Principal $150/hour Senior Associate $135/hour Associate $115/hour Office Support $95/hour A-2 EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $2,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $2,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $2,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self- insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision opligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $2,000,000 per occurrence. L-12 Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $2,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size Vll. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which rpay include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial M additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17.The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. M 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. FOW IW a "a CIVIC PRIDE: 1091 Jhlt N-VI-li;±171.La7 7X.3CSP.l rr, This Agreement is made and entered into this 2(- of ®CtAe-r , 2011 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, a California Corporation with its principal place of business at 3458 Ocean View Blvd; Glendale, CA 91208 ("Consultant'). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." - 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Architectural and Landscaping Design services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Rosemead Community Recreation Center Parking Lot and Plaza, Corridor Design project ('Project') as set forth in this Agreement. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work Lawrence Moss and Associates Page 2 of 10 necessary to fully and adequately supply the professional Architectural and Landscaping consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from July 1, 2011 to April 30, 2012, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously and within the term of this Agreement. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Lawrence Moss and Associates Page 3 of 10 Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Lawrence Moss, Robert Nava. 3.2.5 City's Representative. The City hereby designates Public Works Director, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Lawrence Moss, or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill, and shall be responsible for all means, methods, techniques, sequences and procedures and forthe satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, Lawrence Moss and Associates Page 4 of 10 indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered of not to exceed Eleven Thousand Five Hundred Dollars ($ 11,500.00) without advance written approval of the City's project manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. Lawrence Moss and Associates Page 5 of 10 3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Lawrence Moss and Associates Page 6 of 10 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: CITY: Lawrence R. Moss and Associates 3458 Ocean View Blvd Glendale, CA 91208 Attn: Lawrence Moss or Robert Nava City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Public Works Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents orworks of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing Lawrence Moss and Associates Page 7 of 10 furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. Lawrence Moss and Associates Page 8 of 10 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or Lawrence Moss and Associates Page 9 of 10 employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Lawrence Moss and Associates Page 10 of 10 CITY OF ROSEMEAD By: % z Je Allred, City Ma ager D to Attest: jkau—"—1 Gloria -.. City Clerk Approved as to Form: Rache14. ichman Date City Attorney FH/CIP/2010-11 LAWRENCE R. MOSS & ASSOCIATES By � 15 "- /° -?e .-'/r' Date Name: Opp ( O&� Title: (22 r I If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary,AND CORPORATE SEAL OF CONTRACTOR REQUIRED] f IP.T7wl Lawrence R. Moss & Associates, Inc. A.S.L.A. Agreement Date: June 30, 2011 This agreement is made between: Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Chris Marcarello, Director of Public Works City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626)569-2118 Telephone (626)307-9218 Fax cmarcarello@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Pedestrian Corridor Rosemead, California Dear Mr. Marcarello: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Preliminary conceptual designs for submittal and review, including: A. Overhead Structure Design B. Paving C. Lighting D. Bollards E. Seating F. Site Furnishings RoscmeadPedestrianCooridocdoc G. Planting H. Estimate of probable cost for preliminary design phase 2. Construction documents, including: A. Layout Plan and related Specifications/Drawings B. Planting Pian and related Specifications/Drawings C. Irrigation Plan and related Specification/Drawings D. Coordination with Sub -Consultants 3. Estimate of probable cost for construction document phase Fee: $11,500.00 Fee Schedule: Due upon completion of preliminary design: $ 2,876.00 Due upon 50% completion of construction documents: $ 4,312.00 Due upon 100% completion of construction documents: $ 4,312.00 The following shall not be considered part of the above fee and will be charged for as noted: I. Construction administration/observation, if requested, shall be charged for at the rate of $135.00 per hour. 2. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. Any revisions/additional fees will be discussed with Client prior to proceeding with additional work. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other patty fail substantially to perform in accordance with its terns. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS & ASSOCIATES, INC. A.S.L.A; License # 1201 Dater RosemeadPedestrian Cooridor. doe Chris Marcarello, Director of Public Works CITY OF ROSEMEAD Date: Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend,supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $ per occurrence. M Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 1:3ya 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at anytime during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. B-3 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or MI Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. `� ®® e CERTIFICATE F LIABILITY INSII C 12112011 PRODUCER (818) 249-1144 FAX: (818) 957-3931 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA 91506 INSURERS AFFORDING COVERAGE NAIC# INSURED INSURER A: Fireman is Fund Ins. Co. Lawrence R Moss And Assoc., Inc. INSURER B:Republic Indemnity Co, of 3458 Ocean View Blvd INCI IRFR C CA 91208 rnVFaA('FC THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OFSUCH POLICIES, AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR kDDT NSR TYPE OF SURANCE POLICY NUMBER POUCYEFFECTIVE DATE MMIOD POUCYEXPIRATION DATE MMIDD LIMITS GENERALLIABILITY EACH OCCURRENCE $ 21000,000 X COMMERCIALGENERA_UABIUTY DAMAGE TO RLN I LU PREMISES Ea occurrence $ 100,000 A X CLAIMS MADE ❑X OCCUR kZC80813525 3/15/2011 3/15/2012 MED EXP (Any one person) $ 10,000 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGO $ 2,000,000 RO LOC X POLICY PIIECI AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ 1,000,000 ANY AUTO (Ea aoddent) BODILY INJURY A ALL OWNED AUTOS kZC80813525 3/15/2011 3/15/2012 (Perperson) $ SCHEDULED AUTOS BODILY INJURY $ X HIRED AUTOS X NON -OWNED AUTOS (Per amdent) PROPERTY DAMAGE $ (Per acciaenp GARAGE LIABILITY - AUTO ONLY - EA ACCIDENT $ OTHER THAN EAACC $ ANY AUTO AUTO ONLY: AGG $ EXCESS /UMBRELLA, LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ B WORKERS COMPENSATIONTORY LIMITS OEH AND EMPLOYERS' LIABILITY Y ANY PROPRIETORIPARTNEWEXECUTIVE EL EACH ACCIDENT $ 1,000,000 OFFICERIMEMBER EXCLUDED? (Mandatory in NH) 006572-20 6/25/2011 6/25/2012 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE -POLICY LIMIT $ 1,000,000 Use, describe under SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENTI SPECIAL PROVISIONS RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 sllamas@cityofrosemead.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THEEXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN City of Rosemead NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL Attn : Silvia Llamas IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR 8838 E. Valley Blvd REPRESENTATIVES. Rosemead, CA 91770 AUTHORIZED REPRESEN TATIVE Nancy Grimshaw/NLG ACORD 25 (2009101) INS025 pomm)m The ACORD name and logo are registered a CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 Date: July 7, 2011 Project: Community Recreation Center Plaza Landscape Design Spec No.: To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contract Number: Change Order Number: Contractor Telephone: Contractor Fax: Planting and Irrigation Plans and Details............................................................ (See Attached -Consultants Change Order Request/ Scope of Work) Total Contract Change Order No. 1 Reason for Change (additional sheets attached) ❑ Distribution $ 5,000.00 The above described changes were outside the original scope of work of project. C11610 1 (818) 248-5200 (818) 248-6574 $5,000.00 Contractor ® Consultant ❑ Division ® Project Manager ® Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Change Original Contract Price ..--...... ----------------------------------------- ____ -------- ....... $ 69,525.00 Net Change by Previously Authorized Change Orders/ Contract Amendment ........................ $ 0.00 This Change Order ............... . ........ __..................... .... .................. ---- .... ___ .................... $ 5,000.00 (7.2%) Total Change Order Amount including this Change Order ... ------.............. ---------------- ,------- ___ $ 5,000.00 (7.2%) Contract Price after Change Order ............ _................ _........... .............. _____ $ 74,525.00 Account/Program Numbers_____ ........................ ___ ......... _........................... 4760-201-4905-P823529 4 $5,000.00 Contract Time prior to Change Order------------------------------------------------------------ N/A Calendar Days Net Increase in Days Authorized by this Change Order________________________________ N/A Calendar Days Current Contract Time including this Change Order .................. . ....... N/A Calendar Days Project Completion Date Including Net Increase in Days by Change Order... Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11610 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change -Order is not valid until -signed by both City and Contractor. Attachments: (List attached -documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Prepared By: roject Manager Date Contractor/ Consultant -Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor CityVg w Date Contractor Representative Signature Date Approved By: Director of Public Works (when required) Date Additional City Approvals: Date Printed Name, Title Form PWE (Revised 5/09) Page 2 of 2 Lawrence R. Moss & Associates, Inc. A.S.L.A. Change Order Proposal to Agreement Rosemead C-11610 Date: June 30, 2011 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss & Associates, Inc. A. S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Chris Marcarello City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 Telephone (626) 307-9218 Fax cmarcarello@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Rosemead Community Recreation Plaza LRM Project #11-7480, 11-7491 Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Construction documents and specifications for the Civic Center Parking Lot A. Planting Plan B. Irrigation Plan C. Planting and Irrigation -Details Fee: $ 5,000.00 RosemeadCiviePukingCOI.doc Fee Schedule: Fee includes printing, plotting, and delivery charges. Due upon final submittal to Caltrans $ 5,000.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either parry, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: r Lawrence R. Moss, President LAWRENCE R. MOSS & ASSOCIATES, INC. A.S.L.A; License #1201 Date: 7- / L '/ RosemeadCivicParkingCO Ldoe Chris Marcarello CITY OF-ROSEMEAD Date: 0 11FEILUN1• -,. (LAWRENCE R. MOSS O This Agreement is made and entered into this 1, 1.�Onof 2011 (Effective Date) by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, a California Corporation with its principal place of business at 3458 Ocean View Blvd; Glendale, CA 91208 ("Consultant'). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Architectural and Landscaping Design services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Rosemead Community Recreation Center Parking Lot and Plaza project ('Project') as set forth in this Agreement. 3.1 Scope of Services and Tarm. 3.1.1 Genesi Coope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary �,nrork necessary to fully and adequately supply fire professional Architectural and Lan: dcap r,g consulting services necessary for the , rCject ("Services"). The Services are more pWliculariy Lawrence Moss and Associates Page 2 of 11 described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from effective date (shown above) to December 31, 2011, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously and within the term of this Agreement. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Lawrence Moss, Robert Nava and Jamie Yamashita. Lawrence Moss and Associates Page 3 of 11 3.2.5 City's Representative. The City hereby designates Public Works Director, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Lawrence Moss, or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and Lawrence Moss and Associates Page 4 of 11 harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered of not to exceed Sixty Nine Thousand Five Hundred Twenty Five Dollars ($69,525.00) without advance written approval of the City's project manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. Lawrence Moss and Associates Page 5 of 11 3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" Projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws, 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Lawrence Moss and Associates Page 6 of 11 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: Lawrence R. Moss and Associates 3458 Ocean View Blvd Glendale, CA 91208 Attn: Lawrence Moss or Jamie Yamashita CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Public Works Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents orworks of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing Lawrence Moss and Associates Page 7 of 11 furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. Lawrence Moss and Associates Page 8 of 11 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or Lawrence Moss and Associates Page 9 of 11 employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Lawrence Moss and Associates Page 10 of 11 CITY OF ROSEMEAD By: Jeff Allred, City Manager ate Attest: Gloria Molleda, City Clerk Date Approved as to Form: '��z 0&we� --6zl Rachel H. Richman Date City Attorney FH/CIP/2010-11 5/2/11 LAWRENCE R. MOSS & ASSOCIATES B . m 57'/6 - // Date NamelGGk/M/14& /� • m ®s S If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary,AND CORPORATE SEAL OF CONTRACTOR REQUIRED] B`y: "Js U to Name: -6q ,, R Kf Title: V' Q,, I r�fS i A6,11 ' — April 26,2010 Civic Center Plaza City of Rosemead, CA Hour Work Plan LAWRENCE R MOSSASW &ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 81824&5200 VAX SIX 248-6524 CALIF. LICENSE #1201 b -consultants fees Far Included Pgnan'our 8pme Nssistant Pralect Rale'. President Project Manager Hours -:Manager ;.. Hama "LafYr9FlWfldItH6 _ htAlslkNeva �atme Y""4777 j No. I Deawi tion j -3 3.1 Revlewlcan/Qma[ed Con Conrtrnctloner, Clry 15 3.2 I of Acell 1 3 2 3 3.2.1 CMI bull by the qty of Rosemead) bulllN I(Rele nted by the En, of A—say 0 32.1 Stout Engineer 0 3.2.1 Plorrolod Mecnanioe5nninew 0 3.2:1 'DemoctonnpllneertlRebinetl'by lM1e Clry oFRosemeadj 0 3.3 Demolition plan 1 23 24 3:4 opmeR resign:Dete 9 1 3.5 Design Development review with the City 1.5 1.5 .5 3 3 36 Oesegn.a 0:5 0.5 3.8 Fly.andreselercone.trifireaps edstarrIfiP ldraott Inlhouon Plonond 90 3.9 con/tlrawings In Irrigation awiew nd final 6 6 6 3.9 eningouse related Ipsafy.lit dow and related gs TO 20 3:10 Ilkhting In h. .cPlan and East thrup plantingfevlewandifinebconec[ions 2 2 2 11 3M Pian 1 3.12 Coordination Constinallon 1 2 2 4 7 3.13 Layocafon/selectionoffix[utes on Layout 2 3.15 Cone truRlonlavout.emew and fnataaneninns In hour Construction n 7 a E 3.15 onstru ConstructionDetails Conaff 2 1 BO 1106 3.16 Oemllarevlewend flneimrredlans paha 2 30 4 4 36 3.12 Spedncaffins 44 44 3.19 l.Cood roordin inion o5 0.5 3.19 with Coordination wilM1 Subtonsultaniz 1 5 6 (ContnRAdminlstration will be dined on an As -Needed hourly beds) 3.20 ContraRAtlminlstratlon 330.1 Bidding Submittals 3.20.2 RFI asdmne. 3.20.3 bid revlew and aaslr,.F, 3.20.4 Tree Tagging 3.205 Contractor Coordination 3.20.6 Chenge Orden 3.20.7 Site Obserya0oc 3.20.0 ProlectCloseout SOBTOTAL 17 460 39 515 t81Ru'_ ium3 '27.. r 1 '46U '. 'S T Talalada" lust � b -consultants fees Far Included Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $ per occurrence. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on B-1 a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A. M. Bests rating of A- or better and a minimum financial size VII. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured o endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. F. -M 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this M_ agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. M '`°i CERTIFICATE OF LIABILITY INSURANCE e/212011 PRODUCER (818) 249-1144 FAX: (818) 957-3931 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIOI Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OF 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW Burbank CA 91506 INSURED Lawrence R Moss And Assoc., Inc. 3458 Ocean view Blvd CA 91208 E6eYlq-T_TC9*1 INSURERS AFFORDING COVERAGE NAIC # INSURER A: Fireman's Fund Ins. CC ,.,.„o.o Republic Indemnitv Co. of THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OSUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR NS TYPE OF INSURANCE POLICYNUMBER DATE MWDDC/VYYY DPOLICY TE MWDDMYOY LIMITS 6638 E. Valley Blvd GENERALLIABILITY Rosemead, CA 91770 AUTHORIZED REPRESENTATIVE EACH OCCURRENCE $ 2,000,000 Nancy Grimshaw/NLG X COMMERCIAL GENERAL LIABILITY m 1988-2009 ACORD CORPORATION. All rights reserved. INS025 (2w9ot)C1 The ACORD name and logo are registered marks of ACORD DAMAGE TO RENTED PREMISES Ea occurrence) $ 100,000 A X CLAIMS MADE 1XIOCCUft kZC80813525 3/15/2011 3/15/2012 MED EXP (Am one person) $ 10,000 PERSONAL &ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENTAGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGO $ 2,000,000 PRO LOC X POLICY JLCT AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accitlent) $ 1,000,000 BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2011 3/15/2012 BODILY INJURY $ (Per accident) X X HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO AUTO ONLY: AGG $ EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ DEDUCTIBLE $ RETENTION $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILIW YIN ANY PROPRIETORIPARTNEWEXECUTIVEF-1E.L. OFFICER/MEMBER EXCLUDED? (Mandatory in NH) 006572-19 6/25/2010 6/25/2011 WC STATU- OTH- TORY LI MITS ER EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 If yes, describe under SPECIAL PROVISIONS below E.L. DISEASE -POLICY LIMIT $ 11000,000 OTHER DESCRIPTION OF OPERATIONS/ LOCATIONS / VEHICLES/ EXCLUSIONS ADDED BY ENDORSEMENT/ SPECIAL PROVISIONS RE: All Projects in the City of Rosemead. The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 B-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 sllamas@cityofrosemead.org SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN City of Rosemead NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO 00 SO SHALL Attn: Silvia Llamas IMPOSE NO OBLIGATION OR LIABILITY OF ANY HIND UPON THE INSURER, ITS AGENTS OR 6638 E. Valley Blvd REPRESENTATIVES. Rosemead, CA 91770 AUTHORIZED REPRESENTATIVE Nancy Grimshaw/NLG ACORD 25 (2009/01) m 1988-2009 ACORD CORPORATION. All rights reserved. INS025 (2w9ot)C1 The ACORD name and logo are registered marks of ACORD ABC MultiCover - AB 9189 08 07 This endorsanart modifies ininu nce provided under the following: American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section III - Definitiore, Item 17. Personal Injury is amended to include: L Discrimination B. Section III - Ddioitiont, Item 2. Advertising Injury is amended to include: e. Discdmtuadiss C. Section III - Definitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals based on race, color, eamic origin, gender, religion, age, or sexual preference. D. Section II . Liability Coverage, Part H. Ex- dusitnn, Item Lp Personal Injury or Adver- tising Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental; lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or'imposed by a go- vernmental entity, or governmental code, laW, or statute because of discrimination. 2. Blanket Additional Insured Section II - Liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: f. Any person or organization that you are re- quired by a wriiten.insmed contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, rented to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of you; or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or orgor&ation(s); or This Farm must be attached to change Endorsement when issued atter the policy is written. One of the Fireman's Fund Insurance Companies as named in the policy 8=&Y president AB9189 8.07 Page 1 of 6 N U I (e) a state or political subdivision per- mit issued to you. (2) Coverage does not apply to any occur- reace or offense: (a) which took place before the exe- cution of, or subsequent to the completion or expiration of, the written insured contract, or (b) which takes place after you cease to be a tenant in that premises. (3) With respect to architects, engineers, or surveyors, coverage does not apply to Bodily Injury, Property Damage, Per- sonal Injury or Advertising Injury arising out of the rendering or the failure to render any professional services by or for you including: (a) The preparing, approving, or failing to prepare or approve maps, draw- ings, opinions, reports, surveys, change orders, designs or specifica- tions; and (b) Supervisory, inspection, or engi- neering services. If an Additional Insured endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage does not apply to that person or organization. 3. Blanket Additional Insured for Vendors Unless the Products -Completed Operations Haz- ard is excluded from this policy, Section H - U- 2Mty Coverage, Pari I. Who Is an lassoed, Item 2. is amended to include: g Any vendor but only with inspect to Bodily Injury or Property Damage arising out of your products which are distributed or sold in the regular course of the vendor's business, sub- ject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. Bodily Injury or Property Damage for which the vendor is obligated to pay damages by reason of the AMP 847 assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agree- ment; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor, d. Repackaging, unless unpacked solely for the purpose of inspection, dem- onstration, testing, .or the substi- tution of parts under instructions from the manufacturer, and then re- packaged in the original container. e. Any failure to make such in- spections, adjustments, tests or ser- vicing as the vendor has agreed to make or normally undertakes to make in the usual course of busi- ness, in connection with the distrib- ution or sale of the products; f. Demonstration, installation, servic- ing or repair operations, except such operations performed at the vends premises in cormection with the sale of the product: g Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. 2. This insurance does not apply to any in- sured person or organization, from whom you have acquired such products, or any ingredient, part or container, en- tering into, accompanying or containing such products. If an Additional Insured - Vendors endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage roes not apply to that person or organ- ization. Page 2 of 6 4. Blanket Waiver of Subrogation Section D - Liability Coverage, Part K. Liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because.of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization. 5. Broadened Named Insured Section D - Liability Coverage, Part L Who br An Insured, Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Named ho- sured under this policy if: (a) you have the responsibility of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise more specifically provided, and (c) the entity is incorporated or organized under the laws of the United States of America But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage under this provision is afforded only until the end of the policy period, or the 12 month anniversary of the policy inception date; whichever is earlier, (b) Coverage C does not apply to bodily in- jury or. property damage that occurred AB91e9 8.07 before you acquired or formed the or- ganization; (c) Coverage C does not apply to personal injury or advertising injury aching out of an offense committed before you ac- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section D - Liability Coverage, Part H. Ex- clusions, xdusions, Item 21 is replaced with: f. Included within the products -completed operations hazard. However, this exclu- sion does not apply to expenses for den- tal services. B. Section D - Liability Coverage, Part G. Cov- erage, overage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other inaur- once is primary also. 7. Tenant's Legal Liability A. Section IN - Liability Coverage, Part J. Li- ability and Medical Payments Limits of In- surance, Item 3. is replaced with: 3. The most we will pay under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. a. arising out of any Covered Cause of Loss shall be the greater of: (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. 8. Chartered Aircraft Section D - Liability Coverage, Coverage C, Part H. Exclusions, Item l.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Page 3 of 6 9. Coverage Territory Broadened Section III - Def onions, Item 5.a. is replaced with; a. The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Broadened Advertising Injury Payments Definitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services; Unless Advertising Injury is excluded from this e. Oral, written, televised or videotaped publica- pohcy, tion of material that violates a persons right of privacy; A. Section III - Definitions, Item 2. is replaced 12. Broadened Personal or Advertising Injury with: 2. Advertising Injury means injury arising Unless Personal Injury or Advertitirug Injury is r� — out of one or more of the following of- excluded from this policy, Section II - liability fenses: Coverage, Coverage C, Part H. Exclusions, Item l.p.(4) Exclusions is deleted in its entirety. a. Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or Section H - Liability Coverage, Part I. Who Is an disparages a person's or organza - 2 Insured, Item la.(I) is amended as follows: tions goods, products or services; b. Oral, written, televised or videotaped (1) Personal Injury to you or to a co -employee publication of material that violates while in the course of his or her employment, a person s right of privacy; or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a ideas or style of doing business; or consequence of such Personal Injury, or for any obligation to share damages with or repay d. Infringement of trademark, copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section II - UWWNty Coverage, Coverage C, 14. Mental Anguish Is Included in Bodily Injury Part H. Exclusions, Items I.p.(1) and (2) are replaced with: Section III - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or videotaped publication of material, if disease sustained by a person. It includes - done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity, time from such physical harm, physical sick- ness or physical disease. Mental anguish me - (2) Arising out oral, written, televised ans any type of mental or emotional illness Svideotaped publication of material whossee or disease. o first publication took place before the beginning of the policy period; 15. Unintentional Failure to Disclose Hazards s V 11. Broadened Personal Injury Section II - Liability Coverage, Part K. Liability e Unless Personal Injury is excluded from this pol- and Medical Payments General Conditions, is N icy, Section III - Property, Liability and Medical amended to include: u I AU9199 8-07 Page 4 of 6 6. Unintentional Failure to Disclose Hazards If you unintentionally fail to disclose any ha. zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or 16. Supplementary Payments, Increase Limits offense took place; Section II - Liability Coverage, Part G. Coverage, Items Le. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to finish these bonds. (4) All reasonable expenses incurred by the in- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section H - Liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section III - Property, Liability and Medical Payments Definitions, is amended to include: 31, Location means premises involving the same or cormecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section II - Liability Coverage, Part K. Liability and Medical Payments General Conditions, Items 2.a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or A69I89 8.07 (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A Ob 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, mainte- nance, or use of that part of the premises owned by or rented to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other Ii - ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Part for Cover- age C. Page 5 of 6 z 0 i 20. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to aft of the following: 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2. Coverage applies only to invitees of an in- sured or an insureds tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION I. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following. a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. AB91&9 W P age 6 of 6 CITY OF ROSEMEAD AGREEMENT FOR ARCHITECTURAL SERVICES 1. PARTIES AND DATE. This Agreement is made and entered into this 10th day of March, 2011 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss ansd Associates, Inc., ASLA, a corporation, with one or more landscape architects licensed to practice in the State of California and with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Architect'). City and Architect are sometimes individually referred to as "Party" and collectively as "Parties." 2. RECITALS. 2.1 City. City is a municipal corporation organized under the laws of the State of California, with power to contract for services necessary to achieve its purpose. 2.1 Architect. Architect desires to perform and assume responsibility for the provision of certain professional architectural services required by the City on the terms and conditions set forth in this Agreement. Architect warrants that it is fully licensed, qualified, and willing to perform the services required by this Agreement; provided, however, that if Architect is a corporation or other organization, the Project Architect designated pursuant to Section 3.2, and not the Architect itself, shall be fully licensed to practice as an architect in the State of California. 2.3 Project. City desires to engage Architect to render such services for the conceptual design of San Gabriel Pocket Parks ('Project') as set forth in this Agreement. 3. TERMS 3.1 Employment of Architect. 3.1.1 Scope of Services. Architect promises and agrees to furnish to City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional architectural and related services necessary for the full and adequate completion of the Project consistent with the provisions of this Agreement (hereinafter referred to as "Services"). The Services are more particularly described throughout this Agreement, including Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, any exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules Lawrence R. Moss and Associates, Inc. Page 2 of 19 and regulations. All Services performed by Architect shall be subject to the sole and discretionary approval of the City, which approval shall not be unreasonably withheld. 3.2 Project Architect; Key Personnel. 3.2.1 Project Architect. Architect shall name a specific person to act as Project Architect, subject to the approval of City. Architect hereby designates I—ctwv-.ce, R. Moss (License No. jZo t ) to act as the Project Architect for the Project. The Project Architect shall: (1) maintain oversight of the Services at all times; (2) have full authority to represent and act on behalf of the Architect for all purposes under this Agreement; (3) supervise and direct the Services using his or her best skill and attention; (4) be responsible for the means, methods, techniques, sequences and procedures used for the Services; (5) adequately coordinate all portions of the Services; and (6) act as principal contact with City and all contractors, consultants, engineers and inspectors on the Project. Any change in the Project Architect shall be subject to the City's prior written approval, which approval shall not be unreasonably withheld. The new Project Architect shall be of at least equal competence as the prior Project Architect. In the event that City and Architect cannot agree as to the substitution of a new Project Architect, City shall be entitled to terminate this Agreement for cause. 3.2.2 Key Personnel. In addition to the Project Architect, Architect has represented to the City that certain additional key personnel, engineers and consultants will perform the Services under this Agreement. Should one or more of such personnel, engineers or consultants become unavailable, Architect may substitute others of at least equal competence upon written approval of the City. In the event that City and Architect cannot agree as to the substitution of key personnel, engineers or consultants, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel, engineers or consultants who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Architect at the request of the City. The key additional personnel, engineers and consultants for performance of this Agreement, if any, are as follows: 3.3 Hiring of Consultants and Personnel. 3.3.1 Right to Hire or Employ. Architect shall have the option, unless City objects in writing after notice, to employ at its expense architects, engineers, experts or other consultants qualified and licensed to render services in connection with the planning and/or administration of the Project, and to delegate to them such duties as Architect may delegate without relieving Architect from administrative or other responsibility under this Agreement. Architect shall be responsible for the coordination and cooperation of Architect's architects, engineers, experts or other consultants. All Lawrence R. Moss and Associates, Inc. Page 3 of 19 consultants, including changes in consultants, shall be subject to approval by City in its sole and reasonable discretion. Architect shall notify City of the identity of all consultants at least fourteen (14) days prior to their commencement of work in order to allow City time to review their qualifications and decline consent to their participation on the Project if deemed necessary by City in its sole and reasonable discretion. 3.3.2 Qualification and License. All architects, engineers, experts and other consultants retained by Architect in performance of this Agreement shall be qualified to perform the Services assigned to them, and shall be licensed to practice in their respective professions, where required by law. 3.3.3 Standards and Insurance. All architects, engineers, experts and other consultants hired by Architect shall be required to meet the same standards and insurance requirements set forth in this Agreement, unless other standards or requirements are approved by the City in writing. Unless changes are approved in writing by the City, Architect's agreements with its consultants shall contain a provision making them subject to all provisions stipulated in this Agreement. 3.3.4 Assignments or Staff Changes. Architect shall promptly obtain written City approval of any assignment, reassignment or replacement of such architects, engineers, experts and consultants, or of other staff changes of key personnel working on the Project. As provided in the Agreement, any changes in Architect's consultants and key personnel shall be subject to approval by City. 3.3.5 Draftsman and Clerical Support. Draftsmen and clerical personnel shall be retained by Architect at Architect's sole expense. 3.4 Standard of Care. 3.4.1 Standard of Care. Architect shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals qualified to perform the Services in the same discipline in the State of California, and shall be fully responsible to City for any damages to City and delays to the Project as specified in the indemnification provision of this Agreement. Without limiting the foregoing, Architect shall be fully responsible to the City for any increased costs incurred by the City as a result of any such delays in the design or construction of the Project. Architect represents and maintains that it is skilled in the professional calling necessary to perform the Services. Architect warrants that all of its employees, architects, engineers, experts and other consultants shall have sufficient skill and experience to perform the Services assigned to them. Finally, Architect represents that it, its employees, architects, engineers, experts and other consultants have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services assigned to or rendered by them, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the Lawrence R. Moss and Associates, Inc. Page 4 of 19 indemnification provisions of this Agreement, Architect shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Architect's failure to comply with the standard of care provided for herein. 3.4.2 Performance of Employees. Any employee or consultant who is reasonably determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee or consultant who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Architect and shall not be re-employed to perform any of the Services or to work on the Project. 3.5 Laws and Regulations. 3.5.1 Knowledge and Compliance. Architect shall keep itself fully informed of and in compliance with all applicable local, state and federal laws, rules and regulations in any manner affecting the performance of the Services or the Project, and shall give all notices required of the Architect by law. Architect shall be liable, pursuant to the standard of care and indemnification provisions of this Agreement, for all violations of such laws and regulations in connection with its Services. If the Architect performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Architect shall be solely responsible for all costs arising therefrom. Architect shall defend, indemnify and hold City, its officials, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. 3.5.2 Drawings and Specifications. Architect shall cause all drawings and specifications to conform to any applicable requirements of federal, state and local laws, rules and regulations, including, but not limited to, the Uniform Building Code, in effect as of the time the drawings and specifications are prepared or revised during the latest phase of the Services described in Exhibit "A" attached hereto. Any significant revisions made necessary by changes in such laws, rules and regulations after this time may be compensated as Additional Services. Architect shall cause the necessary copies of such drawings and specifications to be filed with any governmental bodies with approval jurisdiction over the Project, in accordance with the Services described in Exhibit "A" attached hereto. 3.5.3 Americans with Disabilities Act. Architect will use its best professional efforts to interpret all applicable federal, state and local laws, rules and regulations with respect to access, including those of the Americans with Disabilities Act ("ADA"). Architect shall inform City of the existence of inconsistencies of which it is aware or reasonably should be aware between federal and state accessibility laws, rules and regulations, as well as any other issues which are subject to conflicting Lawrence R. Moss and Associates, Inc. Page 5 of 19 interpretations of the law, and shall provide City with its interpretation of such inconsistencies and conflicting interpretations. Unless Architect brings such inconsistencies and conflicting interpretations to the attention of the City and requests City's direction on how to proceed, the Architect's interpretation of such inconsistencies and conflicting interpretations shall be the sole responsibility and liability of Architect, and the Architect shall correct all plans, specifications and other documents prepared for the Project at no additional cost if its interpretations are shown to be incorrect. If Architect brings such inconsistencies and conflicting interpretations to the attention of the City and request's City's direction on how to proceed, Architect shall be responsible to the City only pursuant to the indemnification provision of this Agreement. City acknowledges that the requirements of the federal and state accessibility laws are subject to various and possibly contradictory interpretations, and that the Architect cannot warrant or guarantee that its interpretation will be correct. Architect will adhere to the standard of care provided for in this Agreement and will use its reasonable professional efforts and judgment in making its interpretations. 3.5.4 Permits, Approvals and Authorizations. Architect shall provide City with a list of all permits, approvals or other authorizations required for the Project from all federal, state or local governmental bodies with approval jurisdiction over the Project. Architect shall then assist the City in obtaining all such permits, approvals and other authorizations. The costs of such permits, approvals and other authorizations shall be paid by the City. 3.6 Independent Contractor. 3.6.1 Control and Payment of Subordinates. City retains Architect on an independent contractor basis and Architect is not an employee of City. Architect is not an employee for state tax, federal tax or any other purpose, and is not entitled to the rights or benefits afforded to City's employees. Any additional personnel performing the Services under this Agreement on behalf of Architect shall also not be employees of City, and shall at all times be under Architect's exclusive direction and control. Architect shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Architect shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.7 Schedule of Services. 3.7.1 Timely Performance Standard. Architect shall perform all Services hereunder as expeditiously as is consistent with professional skill and care, as well as the orderly progress of the Project work so as not to be the cause, in whole or in part, of delays in the completion of the Project or in the achievement of any Project milestones, as provided herein. Specifically, Architect shall perform its Services so as to allow for the full and adequate completion of the Project within the time required by the City and Lawrence R. Moss and Associates, Inc. Page 6 of 19 within any completion schedules adopted for the Project. Architect agrees to coordinate with City's staff, contractors and consultants in the performance of the Services, and shall be available to City's staff, contractors and consultants at all reasonable times. 3.7.2 Performance Schedule. Architect shall prepare an estimated time schedule for the performance of Architect's Services, to be adjusted as the Project proceeds. Such schedule shall be subject to the City's review and approval, which approval shall not be unreasonably withheld, and shall include allowances for periods of time required for City's review and approval of submissions, and for approvals of authorities having jurisdiction over Project approval and funding. If City and Architect cannot mutually agree on a performance schedule, City shall have the authority to immediately terminate this Agreement. The schedule, including any excusable delays, shall not be exceeded by Architect without the prior written approval of City. If the Architect's Services are not completed within the time provided by the agreed upon performance schedule, or any milestones established therein, it is understood, acknowledged and agreed that the City will suffer damage for which the Architect will be responsible pursuant to the indemnification provision of this Agreement. 3.7.3 Excusable Delays. Any delays in Architect's work caused by the following shall be added to the time for completion of any obligations of Architect: (1) the actions of City or its employees; (2) the actions of those in direct contractual relationship with City; (3) the actions of any governmental agency having jurisdiction over the Project; (4) the actions of any parties not within the reasonable control of the Architect; and (5) any act of God or other unforeseen occurrence not due to any fault or negligence on the part of Architect. 3.7.4 Request for Excusable Delay Credit. The Architect shall, within ten (10) calendar days of the beginning of any excusable delay (unless City grants in writing a further period of time to file such notice prior to the date of final payment under the Agreement), notify the City in writing of the causes of delay. City will then ascertain the facts and the extent of the delay, and grant an extension of time for completing the Services when, in its sole and reasonable judgment, the findings of fact justify such an extension. The City's findings of fact thereon shall be final and conclusive on the parties. Extensions of time shall apply only to that portion of the Services affected by the delay and shall not apply to other portions of the Services not so affected. If Additional Services are required as a result of an excusable delay, the parties shall mutually agree thereto pursuant to the Additional Services provision of this Agreement. Should Architect make an application for an extension of time, Architect shall submit evidence that the insurance policies required by this Agreement remain in effect during the requested additional period of time. 3.8 Additional Architect Services. 3.8.1 Request for Services. At City's request, Architect may be asked to perform services not otherwise included in this Agreement, not included within the basic Lawrence R. Moss and Associates, Inc. Page 7 of 19 services listed in Exhibit "A" attached hereto, and/or not customarily furnished in accordance with generally accepted architectural practice. 3.8.2 Definition. As used herein, "Additional Services' mean: (1) any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary for the Architect to perform at the execution of this Agreement; or (2) any work listed as Additional Services in Exhibit "A" attached hereto. Architect shall not perform, nor be compensated for, Additional Services without prior written authorization from City and without an agreement between the City and Architect as to the scope and compensation to be paid for such services. City shall pay Architect for any approved Additional Services, pursuant to the compensation provisions herein, so long as such services are not made necessary through the fault of Architect pursuant to the indemnification provision of this Agreement. 3.8.3 Examples of Additional Services. Such Additional Services shall not include any redesign or revisions to drawings, specifications or other documents when such revisions are necessary in order to bring such documents into compliance with applicable laws, rules, regulations or codes of which Architect was aware or should have been aware pursuant to the laws and regulations provision of this Agreement above. Such Additional Services may include, but shall not be limited to: 3.8.3.1 Separately Bid Portions of Project. Plan preparation and/or administration of work on portions of the Project separately bid. 3.8.3.2 Furniture and Interior Design. Assistance to City, if requested, for the selection of moveable furniture, equipment or articles which are not included in the Construction Documents. 3.8.3.3 Fault of Contractor. Services caused by delinquency, default or insolvency of contractor, or by major defects in the work of the contractor, provided that any such services made necessary by the failure of Architect to detect and report such matters when it reasonably should have done so shall not be compensated. 3.8.3.4 Inconsistent Approvals or Instructions. Revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given and are due to causes beyond the control of Architect. 3.8.3.5 Legal Proceedings. Serving as an expert witness on City's behalf or attending legal proceedings to which the Architect is not a party. 3.8.3.6 Damage Repair. Supervision of repair of damages to any structure. Lawrence R. Moss and Associates, Inc. Page 8 of 19 3.8.3.7 Extra Environmental Services. Additional work required for environmental conditions (e.g. asbestos or site conditions) not already contemplated within the Architect's services for the Project. 3.8.3.8 Inspection Services. Professional inspection services, as required, in strict accordance with all applicable local, state and federal laws, rules and regulations. 3.9 City Responsibilities. City's responsibilities shall include the following: 3.9.1 Data and Information. City shall make available to Architect all necessary data and information concerning the purpose and requirements of the Project, including scheduling and budget limitations, objectives, constraints and criteria. As part of the budget limitation information, the City shall provide the Architect with a preliminary construction budget ("City's Preliminary Construction Budget"). 3.9.2 Project Survey. If required pursuant to the scope of the Project and if requested by Architect, City shall furnish Architect with, or direct Architect to procure at City's expense, a survey of the Project site prepared by a registered surveyor or civil engineer, any other record documents which shall indicate existing structures, land features, improvements, sewer, water, gas, electrical and utility lines, topographical information and boundary dimensions of the site, and any other such pertinent information. 3.9.3 Bid Phase. Distribute Construction Documents to bidders and conduct the opening and review of bids for the Project. 3.9.4 Testing. Retain consultant(s) to conduct chemical, mechanical, soils, geological or other tests required for proper design of the Project, and furnish such surveys, borings, test pits, and other tests as may be necessary to reveal conditions of the site which must be known to determine soil condition or to ensure the proper development of the required drawings and specifications. 3.9.5. Required Inspections and Tests. Retain consultant(s) to conduct materials testing and inspection or environmental/hazardous materials testing and inspection pursuant to any applicable laws, rules or regulations. 3.9.6. Fees of Reviewing or Licensing Agencies. Directly pay or reimburse the payment of all fees required by any reviewing or licensing agency, or other agency having approval jurisdiction over the Project. 3.9.7 City's Representative. Designate a person to act as its representative for the performance of this Agreement ("City's Representative"). The City's Representative shall be authorized to act as liaison between Architect and City in Lawrence R. Moss and Associates, Inc. Page 9 of 19 the administration of this Agreement and the Construction Documents, and shall have the power to act on behalf of the City for all purposes under this Agreement. Such person shall assist Architect in observing construction of the Project and participating in the preparation of the Punch List Items required by Exhibit "A" attached hereto. City may designate new and/or different individuals to act as City's Representative from time to time. The City's Representative shall render decisions in a timely manner so as to avoid unreasonable delay in the orderly and sequential progress of the Services, as provided in the excusable delay provisions of this Agreement above. 3.9.8 Review and Approve Documents. Review all documents submitted by Architect, including change orders and other matters requiring approval by the City Council or other officials. City shall advise Architect of decisions pertaining to such documents within a reasonable time after submission, so as not to cause unreasonable delay as provided in the excusable delay provisions of this Agreement above. 3.10 Compensation. 3.10.1 Architect's Compensation for Basic Services. Subject to adjustment under Exhibit "B" attached hereto, City shall pay to Architect, for the performance of all Services rendered under this Agreement, the total amount of Seventeen Thousand, five hundred dollars ($17,500) ("Total Compensation"). The Total Compensation shall constitute complete and adequate payment for the Services Provided under this Agreement. 3.10.2 Payment for Additional Services. Additional Services may be authorized pursuant to the applicable provisions of this Agreement. If authorized, such Additional Services will be compensated at the rates and in the manner set forth in Exhibit "C" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. Architect shall be paid for Additional Services, as defined by this Agreement, so long as they have been approved in advance by the City. If City requires Architect to hire consultants to perform any Additional Services, Architect shall be compensated therefore at the rates and in the manner set forth in Exhibit "C" attached hereto and incorporated herein by reference, unless a flat rate or some other form of compensation is mutually agreed upon by the parties. City shall have the authority to review and approve the rates of any such consultants. In addition, Architect shall be reimbursed for any expenses incurred by such consultants pursuant to the terms and conditions of Section 3.10.3. 3.10.3 Reimbursable Expenses. Reimbursable expenses are in addition to compensation for the Services and Additional Services. Architect shall not be reimbursed for any expenses unless authorized in writing by City, which approval may be evidenced by inclusion in Exhibit "C" attached hereto. Such reimbursable expenses shall include only those expenses which are reasonably and necessarily incurred by Architect in the interest of the Project. Architect shall be required to acquire prior written Lawrence R. Moss and Associates, Inc. Page 10 of 19 consent in order to obtain reimbursement for the following: (1) extraordinary transportation expenses incurred in connection with the Project; (2) out-of-town travel expenses incurred in connection with the Project; (3) fees paid for securing approval of authorities having jurisdiction over the Project; (4) bid document duplication costs in excess of $N/A; and (5) other costs, fees and expenses in excess of $500. 3.10.4 Payment to Architect. Architect's compensation and reimbursable expenses shall be paid by City to Architect no more often than monthly. Such periodic payments shall be made based upon the percentage of work completed, and in accordance with the phasing and funding schedule provided in Exhibit B and the compensation rates indicated in Exhibit C attached hereto and incorporated herein by reference. In order to receive payment, Architect shall present to City an itemized statement which indicates Services performed, percentage of Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement, as well as those expenses for which reimbursement is requested for that statement period. The amount paid to Architect shall never exceed the percentage amounts authorized by the phasing and funding schedule located in Exhibit B attached hereto. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Payments made for Additional Services shall be made in installments, not more often than monthly, proportionate to the degree of completion of such services or in such other manner as the parties shall specify when such services are agreed upon, and in accordance with any authorized fee or rate schedule. In order to receive payment, Architect shall present to City an itemized statement which indicates the Additional Services performed, percentage of Additional Services completed, method for computing the amount payable, and the amount to be paid. The statement shall describe the amount of Additional Services provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within thirty (30) days of receiving such statement, review the statement and pay all approved charges thereon pursuant to the provisions of Civil Code Section 3320. Disputed amounts shall be resolved by the parties in a mutually agreeable manner. Upon cancellation or termination of this Agreement, Architect shall be compensated as set forth in the termination provision herein. 3.10.5 Withholding Payment to Architect. The City may withhold payment, in whole or in part, to the extent reasonably necessary to protect the City from claims, demands, causes of action, costs, expenses, liabilities, losses, damages, or injuries of any kind to the extent arising out of or caused by the intentional or negligent acts, errors Lawrence R. Moss and Associates, Inc. Page 11 of 19 or omissions protected under the indemnification provisions of this Agreement. Failure by City to deduct any sums from a progress payment shall not constitute a waiver of the City's right to such sums. The City may keep any moneys which would otherwise be payable at any time hereunder and apply the same, or so much as may be necessary therefore, to the payment of any expenses, losses, or damages as determined by the City, incurred by the City for which Architect is liable under the Agreement or state law. Payments to the Architect for compensation and reimbursable expenses due shall not be contingent on the construction, completion or ultimate success of the Project. Payment to the Architect shall not be withheld, postponed, or made contingent upon receipt by the City of offsetting reimbursement or credit from parties not within the Architect's reasonable control. 3.10.6 Prevailing Wages. Architect is aware of the requirements of California Labor Code Sections 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 16000, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects. Since the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and since the total compensation is $1,000 or more, Architect agrees to fully comply with and to require its consultants to fully comply with such Prevailing Wage Laws. City shall provide Architect with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Architect shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Architect's principal place of business and at the Project site. Architect shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure of the Architect or its consultants to comply with the Prevailing Wage Laws. 3.11 Notice to Proceed. Architect shall not proceed with performance of any Services under this Agreement unless and until the City provides a written notice to proceed. 3.12 Termination, Suspension and Abandonment. 3.12.1 City's Termination for Convenience; Architect's Termination for Cause. City hereby reserves the right to suspend or abandon, at any time and for any reason, all or any portion of the Project and the construction work thereon, or to terminate this Agreement at any time with or without cause. Architect shall be provided with at least seven (7) days advanced written notice of such suspension, abandonment or termination. In the event of such suspension, abandonment or termination, Architect shall be paid for Services and reimbursable expenses rendered up to the date of such suspension, abandonment or termination, pursuant to the schedule of payments Lawrence R. Moss and Associates, Inc. Page 12 of 19 provided for in this Agreement, less any claims against or damages suffered by City as a result of the default, if any, by Architect. Architect hereby expressly waives any and all claims for damages or compensation arising under this Section 3.12, except as set forth herein, in the event of such suspension, abandonment or termination. Architect may terminate this Agreement for substantial breach of performance by the City, such as failure to make payment to Architect as provided in this Agreement. 3.12.2 City's Suspension of Work. If Architect's Services are suspended by City, City may require Architect to resume such Services within ninety (90) days after written notice from City. When the Project is resumed, the Total Compensation and schedule of Services shall be equitably adjusted upon mutual agreement of the City and Architect. 3.12.3 Documents and Other Data. Within Seven (7) calendar days following suspension, abandonment or termination of this Agreement, Architect shall provide to City all preliminary studies, sketches, working drawings, specifications, computations, and all other Project Documents, as defined below, to which City would have been entitled at the completion of Architect's Services under this Agreement. Upon payment of the amount required to be paid to Architect pursuant to the termination provisions of this Agreement, City shall have the rights, as provided in this Agreement hereinafter, to use such Project Documents prepared by or on behalf of Architect under this Agreement. In the event of a dispute regarding the amount of compensation to which the Architect is entitled under the termination provisions of this Agreement, Architect shall provide all Project Documents to City upon payment of the undisputed amount. Architect shall have no right to retain or fail to provide to City any such documents pending resolution of the dispute. Architect shall make such documents available to City without additional compensation other than as may be approved as a reimbursable expense. 3.12.4 Employment of other Architects. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.13 Ownership and Use of Documents; Confidentiality. 3.13.1 Ownership. All plans, specifications, original or reproducible transparencies of working drawings and master plans, preliminary sketches, architectural presentation drawings, structural computations, estimates and any other documents prepared pursuant to this Agreement, including, but not limited to, any other works of authorship fixed in any tangible medium of expression such as writings, physical drawings and data magnetically or otherwise recorded on computer diskettes (hereinafter referred to as the "Project Documents") shall be and remain the property of City. Although the official copyright in all Project Documents shall remain with the Architect or other applicable subcontractors or consultants, the Project Documents shall Lawrence R. Moss and Associates, Inc. Page 13 of 19 be the property of City whether or not the work for which they were made is executed or completed. Within thirty (30) calendar days following completion of the Project, Architect shall provide to City copies of all Project Documents required by City. In addition, Architect shall retain copies of all Project Documents on file for a minimum of fifteen (15) years following completion of the Project, and shall make copies available to City upon the payment of reasonable duplication costs. Before destroying the Project Documents following this retention period, Architect shall make a reasonable effort to notify City and provide City with the opportunity to obtain the documents. 3.13.2 Right to Use. Architect grants to City the right to use and reuse all or part of the Project Documents, at City's sole discretion with no additional compensation to Architect, for the construction of all or part of this Project. City is not bound by this Agreement to employ the services of Architect in the event such documents are used or reused. City shall be able to use or reuse the Project Documents for their intended purposes or to otherwise complete this Project, if necessary, without risk of liability to the City. However, any use or reuse by City of the Project Documents for other than their intended use or on any project other than this Project without employing the services of Architect shall be at City's own risk. If City uses or reuses the Project Documents on any project other than this Project, it shall remove the Architect's seal from the Project Documents and indemnify and hold harmless Architect and its officers, directors, agents and employees from claims arising out of the negligent use or re -use of the Project Documents on such other project. Architect shall be responsible and liable for its Project Documents, pursuant to the terms of this Agreement, only with respect to the condition of the Project Documents at the time they are provided to the City upon completion, suspension, abandonment or termination. Architect shall not be responsible or liable for any revisions to the Project Documents made by any party other than Architect, a party for whom the Architect is legally responsible or liable, or anyone approved by the Architect. 3.13.3 License. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify or reuse any and all Project Documents and any intellectual property rights therein. Architect shall require any and all subcontractors and consultants to agree in writing that City is granted a non-exclusive and perpetual license for the work of such subcontractors or consultants performed pursuant to this Agreement. 3.13.4 Right to License. Architect represents and warrants that Architect has the legal right to license any and all copyrights, designs and other intellectual property embodied in the Project Documents that Architect prepares or causes to be prepared pursuant to this Agreement. Architect shall indemnify and hold City harmless pursuant to the indemnification provisions of this Agreement for any breach of this Section. Architect makes no such representation and warranty in regard to previously prepared designs, plans, specifications, studies, drawings, estimates or other documents that were prepared by design professionals other than Architect and provided to Architect by City. Lawrence R. Moss and Associates, Inc. Page 14 of 19 3.13.5 Confidentiality. All Project Documents, either created by or provided to Architect in connection with the performance of this Agreement, shall be held confidential by Architect to the extent they are not subject to disclosure pursuant to the Public Records Act. All Project Documents shall not, without the written consent of City, be used or reproduced by Architect for any purposes other than the performance of the Services. Architect shall not disclose, cause or facilitate the disclosure of the Project Documents to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Architect which is otherwise known to Architect or is generally known, or has become known, to the related industry shall be deemed confidential. Architect shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the written consent of City. 3.14 Indemnification. To the fullest extent permitted by law, Architect shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Architect, its officials, officers, employees, agents, consultants, and consultant arising out of or in connection with the performance of the Architect's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Architect shall defend, at Architect's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Architect shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Architect shall reimburse City. and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs -incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Architect's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials; officers, employees, agents, or volunteers. 3.15 Insurance. 3.15.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit D attached to and part of this agreement. Lawrence R. Moss and Associates, Inc. Page 15 of 19 3.16 Records. Architect shall maintain complete and accurate records with respect to all costs and expenses incurred under this Agreement. All such records shall be clearly identifiable. Architect shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Architect shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of five (5) years from the date of final payment under this Agreement. 3.17 Standardized Manufactured Items. Architect shall cooperate and consult with City in the use and selection of manufactured items on the Project, including but not limited to, paint, hardware, plumbing, mechanical and electrical equipment, fixtures, roofing materials and floor coverings. All such manufactured items shall be standardized to City's criteria to the extent such criteria do not interfere with building design. 3.18 Limitation of Agreement. This Agreement is limited to and includes only the work included in the Project described above and as determined at the time the schematic drawings and site utilization plans are approved. Any subsequent construction at the site of the Project, or at any other City site, will be covered by, and be the subject of, a separate Agreement for architectural services between City and the architect chosen therefore by City. 3.19 Mediation. Disputes arising from this Agreement may be submitted to mediation if mutually agreeable to the parties hereto. The type and process of mediation to be utilized shall be subject to the mutual agreement of the parties. 3.20 Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the successors in interest, executors, administrators and assigns of each party to this Agreement. However, Architect shall not assign or transfer by operation of law or otherwise any or all of its rights, burdens, duties or obligations without the prior written consent of City. Any attempted assignment without such consent shall be invalid and void. 3.21 Asbestos Certification. Architect shall certify to City, in writing and under penalty of perjury, that to the best of its knowledge, information and belief no asbestos -containing material or Lawrence R. Moss and Associates, Inc. Page 16 of 19 other material deemed to be hazardous by the state or federal government was specified as a building material in any construction document that the Architect prepares for the Project. Architect shall require all consultants who prepare any other documents for the Project to submit the same written certification. Architect shall also assist the City in ensuring that contractors provide City with certification, in writing and under penalty of perjury, that to the best of their knowledge, information and belief no material furnished, installed or incorporated into the Project contains asbestos or any other material deemed to be hazardous by the state or federal government. These certifications shall be part of the final Project submittal. Architect shall include statements in its specifications that materials containing asbestos or any other material deemed to be hazardous by the state or federal government are not to be included. 3.22 No Third Party Rights. This Agreement shall not create any rights in, or inure to the benefits of, any third party except as expressly provided herein. 3.23 Governing Law. This Agreement shall be construed in accordance with, and governed by, the laws of the State of California. Venue shall be in Los Angeles County. 3.24 Entire Agreement. This Agreement, with its exhibits, contains the entire agreement of the parties hereto, and supersedes any and all other prior or contemporaneous negotiations, understandings and oral or written agreements between the parties hereto. Each party acknowledges that no representations, inducements, promises or agreements have been made by any person which are not incorporated herein, and that any other agreements shall be void. Furthermore, any modification of this Agreement shall only be effective if in writing signed by all parties hereto. 3.25 Severability. Should any provision in the Agreement be held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall continue in full force and effect. 3.26 Non -Waiver. None of the provisions of this Agreement shall be considered waived by either party, unless such waiver is specifically specified in writing. Lawrence R. Moss and Associates, Inc. Page 17 of 19 3.27 Safety. Architect shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Architect shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of its employees, consultant and subcontractors appropriate to the nature of the work and the conditions under which the work is to be performed. 3.28 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: ARCHITECT: Lawrence R. Moss, Inc., ASLA 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Jaime Yamashita CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: David Montgomery -Scott Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.29 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other reasonable costs of such action, including expert witness fees and expenses. 3.30 Time of Essence. Time is of the essence for each and every provision of this Agreement. Lawrence R. Moss and Associates, Inc. Page 18 of 19 3.31 City's Right to Employ Other Consultants. City reserves right to employ other consultants, including Architects, in connection with this Project or other projects. 3.32 Prohibited Interests. 3.32.1 Solicitation. Architect maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Architect, to solicit or secure this Agreement. Further, Architect warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Architect, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. 3.32.2 Conflict of Interest. For the term of this Agreement, no director, official, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.33 Equal Opportunity Employment. Architect represents that it is an equal opportunity employer and that it shall not discriminate against any employee or applicant for employment because of race, religion, color, national origin, ancestry, sex, age or any other classification protected by federal or state law. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Architect shall also comply with all relevant provisions of City's minority business enterprise program, affirmative action plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.34 Labor Certification. By its signature hereunder, Architect certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.35 Subcontracting. As specified in this Agreement, Architect shall not subcontract any portion of the Services required by this Agreement, except as expressly stated herein, without Lawrence R. Moss and Associates, Inc. Page 19 of 19 prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to each and every provision of this Agreement. 3.36 Supplemental Conditions. Any supplemental conditions shall be attached as an exhibit to this Agreement, and that exhibit shall be incorporated herein by reference. CITY OF ROSEMEAD I Attest: Gloria -.. City Clerk Approved as to Form: Rachel H. Richman, Esq. � U City Attorney 02/06 Document1 LAWRENCE R. MOSS and ASSOCIATES, INC. n By� L c;; wr�ek2(�,, R. M 6aS Name: Title: f [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] ✓ a ki V k' Au" Title: �t P✓�S;� EXHIBIT A ARCHITECT'S SCOPE OF SERVICES Lawrence R. Moss and Associates, Inc. A.S.L.A. shall provide landscape architectural design services for the San Gabriel Boulevard Pocket Park Project in coordination with the City of Rosemead and any other interested parties. Phase One is comprised of two parcels adjacent to Pine Street. Phase Two is the extended third parcel located to the east of San Gabriel Boulevard. Our scope of work will include: 1. Conceptual design of Phase One and Phase Two, including: a. Detailed CAD drawings at 40 scale (no colored/rendered plan) i. Parking with permeable paving ii. Earth mounds iii. Access paths iv. Pedestrian paths v. Site amenities including drinking fountain, benches, trash receptacles, and picnic tables vi. Adult exercise equipment if budget allows vii. Lighting viii. Planting (turf, trees, screening, native plant demonstration area) ix. Signage (interpretive, entrance monument, park rules, and parking) x. Irrigation key and notes with general point of connection and location of water meter, BFP assembly, controller, and main line. Does not include irrigation head layout or lateral line placement. A. Base plan / survey if needed. b. Detailed cost estimate c. Up to three design revisions d. One coordination meeting with SCE and RMC e. Up to two coordination meetings with other city departments f. One meeting with City Council Further, Lawrence R. Moss and Associates, Inc. A.S.L.A. shall provide landscape architectural design services for the Hellman-Stallo/SCE Corridor Park Project in coordination with the City of Rosemead and any other interested parties. Phase One consists of the smaller postage -stamp parcel at the corner of Hellman and Stallo Avenues. Phase Two is comprised of the three larger parcels along the SCE corridor to the north and south of Artson Street and Hellman Avenue. Our scope of work will include: 1. Conceptual design of Phase One and Phase Two, including: a. Detailed CAD drawings at 40 scale (no colored/rendered plan) i. Access paths ii. Pedestrian paths iii. Site amenities including drinking fountain, benches, trash receptacles, and picnic tables iv. Lighting A-1 v. Planting (turf, trees, screening, community garden area) vi. Signage (entrance monument and park rules) vii. Possible parking viii. Fencing ix. Playground equipment located in Phase One x. Pre -fabricated / modular restroom for Phase One A Irrigation key and notes with general point of connection and location of water meter, BFP assembly, controller, and main line. Does not include irrigation head layout or lateral line placement. xii. Base plan / survey if needed. b. Color rendering of Phase One c. Detailed cost estimate d. Up to three design revisions e. One coordination meeting with SCE f. Up to two coordination meetings with other city departments g. One meeting with City Council A-2 I *Am 11-1119:? FEE SCHEDULES FEE SCHEDULE. Conceptual Design Fees—San Gabriel Boulevard Pocket Park Project Phase One Upon submittal of 50% Completion $ 1,800.00 Upon submittal of 100% Completion $ 1,800.00 Upon final submittal with revisions $ 400.00 Phase Two Upon submittal of 50% Completion $ 1,800.00 Upon submittal of 100% Completion $ 1,800.00 Upon final submittal with revisions $ 400.00 Conceptual Design Total $8,000.00 Conceptual Design Fees—Hellman-Stallo/SCE Corridor Park Project Phase One (Stallo Parcel) Upon submittal of 50% Completion $ 2,250.00 Upon submittal of 100% Completion $ 2,250.00 Upon final submittal with revisions $ 500.00 Phase Two (Remaining Parcels) Upon submittal of 50% Completion $ 2,000.00 Upon submittal of 100% Completion $ 2,000.00 Upon final submittal with revisions $ 500.00 Conceptual Design Total $ 9,500.00 Project Total $17,500 C-1 EXHIBIT C INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability' policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $2,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $2,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $2,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self- insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $2,000,000 per occurrence. C-1 Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $2,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size Vll. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. C-2 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial C-3 additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. C-4 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. C-5 Al ®® CERTIFICATE OF LIABILITY INSURANCE ATE 4/6/201DIOYY) PRODUCER (818) 249-1144 FAX: (818) 957-3931 Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC# INSURED Lawrence R Moss And Assoc., Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURER A: Fireman ' a Fund Ins. Co. INSURER B:Republic Indemnity Co. of GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY WSURERC: _. INSURER D: EACH OCCURRENCE _ INSURER E: . _ DAMAGETO RENTED PREMISES(Eaecwnence) _.$_100,000 V THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OISUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR kDIAPOLICYEFFECTIVE NSRC TYPE OF INSURANCE POLICY NUMBER DATE MIDO POLICY EXPIRATION DATE MMDD LIMITS GENERAL LIABILITY X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE _ $ 2,000,000 . _ DAMAGETO RENTED PREMISES(Eaecwnence) _.$_100,000 MED UP (Any one person) $ 10,000 A X CLAIMS MADE IX I OCCUR kZC80813525 3/15/2010 3/15/2011 PERSONAL 8 ADV INJURY --- 000 $ 2 00,000 _ GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMP/OPAGG $ _2.,000 000 X I POLICY PRO LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT (Ea accident) $ 1, 000,000 BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS A.ZC80813525 3/15/2010 3/15/2011 BODILY INJURY (Per accident) $ X X_ HIRED AUTOS NON-OWNEDAUTOS PROPERTY DAMAGE (Per acadent) $ ._.__. GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN _EA ACC $ ANY AUTO $ -_ AUTO ONLY: AGG EXCESS/UMBRELLALIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR CLAIMS MADE $ DEDUCTIBLE $ RETENTION $ B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORRARTNEWEXECUTIVE Y OFFICERIMEMBER EXCLUDED' (Mandatory in NH) 006572-19 6/25/2010 6/2$/2011 y LA ITS R. _ —_ E.L. EACH ACC_I_DE_NT $ 1,000,000 E.1- DISEASE - EA EMPLOYEE $ 1 000,000 E.L DISEASE - POLICY LIMIT $ 1,000,000 Ifyes, tlescdbe under SPECIAL PROVISIONS below OTHER DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES/ EXCLUSIONS ADDED BY ENDORSEMENT/ SPECIAL PROVISIONS The certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. City of Rosemead Attn: Ericka Hernandez 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 SHOULD ANYOFTHEABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR AUTHORIZED REPRESENTATIVE Russ Humphreys ©1988-2009 ACORD IfNS025 (200901) The ACORD name and logo are registered marks of ACORD reserved. ABC MultiCover - AB 9189 08 07 This endorsement modifies insurance provided under the following. American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section III - Dermitions, Item 17. Personal Injury is amended to include - f, Discrindiisno t B- Section M - Definitions, Item 2. Advertising Injury is amended to incl=ade: e. Discrimination c. section III - Definitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals based on race, color, ethnic origin, gender, religion, age, or sexual preference. u. `alt53e o - 'nsavillty Coverage, Paert .- clusions, Item l.p Prwnal injury or Adver- aissing Injury is atmended to include: (l 1) Arising out of distaiiiiinathm directly or indirectly related to the Past employ - Ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, less -- or sub-Iease or prospective sale, rental; lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of di crimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or, imposed by a go- vernmental entity, or governmental code, lase, or statute because of discrimination. 2. Blan cet Additional Insured Section Ir - Liability Coverage, Part 1. Who Is An Insured, Item 2. is amended to include: f. Any person or organization that you are re- quired by a written insured contract to include as an insured, subject to all of the following urovisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, mai nteriance or use of that part. of the premises, or laird owned by, ceased to, or leased to you; or (b) your ongoing operations Performed for that insured; or (c) that insured's financial control of you; or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s); or This norm must be attached to C.h=ee Fndorse,nont When issued after tho palicy is 3t.itte. . one of tite FLeaman's ailed lamaacv coftgt .*e as r:aped in the po5qf Seer Lary Prestder:n n AB9189 8-07 Page 1 0l 6 I (e) a state or political subdivision per- mit issued to you. (2) Coverage does not apply to any occur- rCRce or offenx: (a) which took place before the exe- cution of,or subsequent to the completion or expiration of, the written insured contract, or (b) which takes place after you cease to be a tenant in that premises. (3) With respect to architects, engineers, or surveyors, coverage does not apply to isy fnlnry, Property Damage, c er- somd Injury or Adverdsing injury aiissinrg out of the rendering or the failure to render arty,33profcisional services by or for you js]edhidnig; (�) -ase preparing, approviDg, or failing to 'weoare Or a0move maps, draw- ings, Opinions, relrorts, surveys, change orders, desi=iS or sl,uci£sca- dons; and or neersng services. n e a e .P. . 1 1-.5 e SE A Uu trill Y x E 3 aluv .� LLSit '3 G 14 .0 t%vs ga,s.cy ttra' §gt_-.ata -3gly uff-ems a PeTnon o E0' i_i as Vd-1 m;surud, ffien :Fri.: Gover`s.3q'w ams not sYP€y .o iidR# g--, rjnr_ of r_.ga_`a$iCrr, 999 l�ana .5j. 1¢93okE.t L'SdnArCACYFie'tl 1nsdiActa d'i➢A ]'GAF4FV3i Unless the fib i etu Completwl Oper ft u 1-1-1 agrd is i_aa"QdTtS p3RCC, S+so,:_: zas ✓PTRY C ieease,IssYghhu ss n as;ar - ssmu,s. ]sed.. [ig N3f2emiae Cr TO 1RCHaite. a. Am, . dor h•®a oro ,..;ah respect to LRI-Aity or V-0djuc¢3 `iiA are .'st inded it 3vld in the 'a";3ular--Sae'se of f.— dde-1 . ii) �.1ae f'e+uvw ua� addx'%riiFdut i�.xalv.�iaE+'B.H: I, The _;=R muse aM-rded the vendor does ne. >»t a tis. = - -- a. Bodliv Injury or Property Damage for which the. vendor is oleligated to Day d=awes by season -if the AMI W a-07 assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agree- ment; b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor; d. Repackaging, unless unpacked solely for the purpose of inspection, deam- oriRtration, testing, or the substi- tinion of parts render instructions igo- ?he Manufacture-, and these re - k =e;t i* the original cot sa=sex. e� Any ia,_r„urc to ma&e such vi- „.ti'ns; adi'?° merits, tests ar s?r- ac. ng a, the vendor h a ?,t`„u'ei to make cr normally undertaken ;a .. wke in E e us:'A course of busi- anc, in 'n.vi3lSi t:3nz" +,rites the Liistrib- idiion or Sale of l'be p iduvls; :Rp J. .t.f1G.1 i,...tC1SUi'sti f+ti3:4;3'..4:'•3'£ ;sl,—,ra3ions peeou- ,ed at tL vendoj(s o e- s .'s Y's con ection3 n'Fm ..9 a...c side! os' t.�ie Product; g. Products Which, .-Rer disinblenon or sa<e by you, nave been relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. 2, °Elms insurance does not apply to any 113- suresd person eu' orEgarri7ation, irOmE Yil^r^ you save acquired such products, or any ':n.—edienl' pats or contanier, cn- te:ns into, accompanying or containing such products. li an Additional hisrared - Vendors endorse -men! is attached to this policy that specifically dames a Person or organization as an insured, there Ellis efiiV2..a= dees not airily to that person or organ- s. afiou_. ... - Rage 2 of 6 4. Blanket Waiver of Subrogation Section U - liability Coverage, Part K. Liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of Subrogation a. if the insured has rights to recover all or part of any payment we have made under this Coverage Paan, those rights are transferred to us. The insured must do nothing after loss to impair those sights. M our request, the insured will bring suit or transfer those rights to us and help us enforce them, b. if required by a written insured contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization. 5. Broadened Named lns;n ed Sertin 11- Ha al'a;y Coverage, Part 1.1A+o is An 2r. urs, Item 4, is replaced with: 4. Ali of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereaRer constituted, qualify as blamed In- sured under this policy if: (a) you have the responsibility of placing m- surance for each such entity; and zb) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of America But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage sander this provision is afforded only until the end of the poli-,; ported, or the 12 month anniversary of the poncy inception dale, whichever iv earlier, fh) Coverage C does not apply to bodfly in- jury or property damage that occurred before you acquired or formed the or- ganization; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offense committed before you ac- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section H - Liability Coverage, Part ll, P.x- clrsiors, Item 2.f. is replaced with; f. Included within the products -completed c,..rations hazard. however, this exclu- sion does not apply to expenses for den- tal services. B. Section IL - Usability Coverage, Pare G. Cov- erage, Iters is amended to include: c. Coverage D. Medical Payanents is pri- ruary and not cora with any other insurance, even if that other insur- ance is primary also. !. TGA@ant s Legal L,10)ilu A. Section® IN - Liability Coverage, fart J. L- ability and Medier.,s Payments Limits of In- surance. Item 3. is replaced with: 3. The most we will pay under Coverage C Liability fur =damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the persuasion of the owner, or managed by you under a written agreement with the owner- a, wnera. :arising out of any Covered Cause of Loss shall be tiro greater of: (1) $1,000,0010; or (3) The Tenant's legal Liability limit shown in the Declarations, 0. Chartered Aircrafl Section III -Liability Coverage, Coverage C, Part Il. Exclusions, Ite.0 l.g. is amended to include: (5) An aircraft in which you have no owxaership interest and that you have chartered with crew. Aa9199 8A? Page 3 of 6 9. Coverage Territory Broadened Payments Definitions, Items 17.b., d. and e. are HIM replaced with: Section III - Definitions, Item 5.a. is replaced with = b. Malicious prosecution or abuse of process; a The United States of America (including its territories and possessions), Puerto Rico, Ca- d. Oral, written, televised or videotaped publica- nada, Bermuda, the Bahamas, the Cayman tion of material that slanders or libels a person Islands and the British Virgin nIslands. or organization or disparages a persons or organizations goods, products or services; ® 10. Broadened Advertising Injury Unless Advertising Injury is excluded from this e. Oral, written, televised or videotaped publica- tion of material that violates a persons right policy: of privacy; A. Section III - Definitions, Item 2. is replaced 12. Broadened Personal or Advertising Injury with: 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is out of one or more of the following of- excluded from this policy, Section II - Liability fenses: Coverage, Coverage C, Part H. Exclusions, item I.p.(4) Exclusions is deleted in its entirety. a Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or II -Inability Part I. Is an disparages a person's or organza- samenCoverage, follows: Insured, Item 2.a (1) is amended as follows: Insured lion's goods, products or services; a b. Oral, written, televised or videotaped (1) Personal Injury to you or to a co -employee $ publication of material that violates while in the course of his or her employment, a person e 's right of privacy; or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a v ideas or style of doing business; or consequence of such Personal Injury, or for - any obligation to share damages with or repay d. Infringement of trademark, copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section II - Uability Coverage, Coverage C, 14. Mental Anguish Is Included in Bodily Injury Part H. Exclusions, Items I.p.(I) and (2) are replaced with: Section III - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or mvideotaped publication of material, if disease sustained by a person. It includes ? done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity; time from inch physical harm, physical sick - ness or physical disease. Mental anguish me- (2) Arising out of oral, written, televised or ans any type of mental or emotional illness videotaped publication of material whose or disease. o fast publication took place before the r beginning of the policy period; 15. Unintentional Failure to Disclose hazards d 11. Broadened Personal Injury Section II - Liability Coverage, Pari I(. Liahility Urdess Personal Injury is excluded from this pol- and Medical Payments General Conditions, is amended to include: N icy, Section III - Property, Ualnlity and Medical u A8;91898-07 Page 4 of 6 s 6. Unintentional Failure to Disclose Hazards If you unintentionally fail to disclose any ha- zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. 16. Supplementary Payments, Increase Limits Section H - Liability Coverage, Part G. Coverage, Items Le, (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or tragic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish these bonds. (4) All reasonable expenses incurred by the in- suued at our request to assist us in the mves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section H - Liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section III - Property, Liability and Medical Payments (Definitions, is amended to include: 3L Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Liability Coverage, Part K. Liability and Medical Payments General Conditions, Items 2.a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or AB9189 8-07 legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place, (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Commas Policy Conditions (AB 00 09 A 01 117), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insureds liability arising out of the ownership, mainte- nance, or use of that part of the premises owned by or rented to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other li- ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Part for Cover- age C. Page 5 of 6 20. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following. 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2. Coverage applies only to invitees of an in - sated or an insured's tenant; 3. Such damage is directly caused by wind -driven rolling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION 1. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following' a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. A69129 W Page 6 of 6 CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 Date: March 24, 2011 Project: Community Recreation Center Parking Lot and Plaza Conceptual/Landscaping Design Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contract Number: C11602 Change Order Number: 1 Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Design revisions based on Caltrans comments ................................ ......:......... ............ $7,500.00 (See Attached Consultant's Change Order Request/ Scope of Work ) Total Contract Change Order No. 1 $ 7,500.00 Reason for Change (additional sheets attached) ❑ The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division ® Project Manager ® Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Original Contract Price Net Change by Previously Authorized Change Orders/ Contract Amendment This Change Order Total Change Order Amount including this Change Order Contract Price after Change Order Account/Program Numbers Contract Time prior to Change Order.____________________________________ ____ ------------- Net Increase in Days Authorized by this Change Order ----------- ____ ........... Current Contract Time including this Change Order ---- --------------------------------- Project Completion Date Including Net Increase in Days by Change Order--. ___________ $ 14,000.00 $ 0.00 ----------------- $ 7,500.00 (53.0%) ................. $ 7,500.00 (53.0%) --- ____.......... $ 21,500.00 4760-201-4905-P83529 4 $7,500.00 N/A Calendar Days N/A Calendar Days N/A Calendar Days Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11407 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Accepted By: Lawrence R. Moss & Associates Project Manager Date Name of Consultant/ Contractor City ng e r Date -Contractor Representative Signature Date Approved Bew14 "T Printed Name, Title Director of Public Works (when required) Date 7` Additional City Approvals: Date Date Form PWE (Revised 5/09) Page 2 of 2 LAWRENCE R. MOSS ASLA & ASSOCIATES INC for the following services: for the following project: Dear Mr. Marcarello: Landscape Architectural Civic Center Campus Preliminary Conceptual Plan Rosemead, California The following is the addendum to the contract dated November 23, 2010. Our additional scope of work will be: 1. Study Session with City Council. Presentation of process, charrette and additional refinement of design. 2. (4) Four Perspectives with aid of 3D software and meeting for client approval. 3. Exhibit Boards and support graphics for visual aid to City Council. 7423addl.doc 3458 OCEAN VIEW BLVD Lawrence R. Moss and Associates, Inc. GLENDALE CA 91208 Addendum No. I TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE 11201 Date: March 2, 2011 This addendum from Lawrence R. Moss and Associates, Inc. A.S.L.A. the agreement dated 3458 Ocean View Boulevard November 23, 2010, is made Glendale, California 91208 between: (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. Chris Marcarello City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax cmarcarellogeitvofrosemead.or email for the following services: for the following project: Dear Mr. Marcarello: Landscape Architectural Civic Center Campus Preliminary Conceptual Plan Rosemead, California The following is the addendum to the contract dated November 23, 2010. Our additional scope of work will be: 1. Study Session with City Council. Presentation of process, charrette and additional refinement of design. 2. (4) Four Perspectives with aid of 3D software and meeting for client approval. 3. Exhibit Boards and support graphics for visual aid to City Council. 7423addl.doc Fee: $7,500.00 Fee Schedule: Due upon completion Study Session with City Council. Presentation of process, charrette and additional refinement of design. Due upon completion of (4) Four Perspectives with aid of 3D software and meeting for client approval. Due upon completion of exhibit boards and support graphics for City Council: TERMINATION $2,000.00 $3,500.00 $2,000.00 This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting,Services: Lawrence R. Moss, President-- LAWRENCE resident`—LAWRENCE R. MOSS AND ASSOC., INC. A.S.L.A. License 41201 Date: m, ysi� 7423addl.doc Chris Marcarello, Director of Public Works CITY OF ROSEMEAD Date: February 28, 2011 Invoice # 92054 Page 1 of 2 Mr. Chris Marcarello City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 Civic Center Campus and Plaza Conceptual Design LRM Project # 10-7430 Client No. 00886 C11602 LAWRENCE R MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE CA 91208 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 LRM Project Managers Mr. Lawrence R. Moss Ms. Jaime Yamashita The City of Rosemead agrees to employ Lawrence R. Moss and Associates as Landscape Architects for the above project. Professional Services Rendered through period ending: February 22, 2011 Description of Services: Completion of 5 rough drafts / meeting -Preliminary Civic Center Plaza Design Completion of 3 preferred alternatives and meeting - Parking Lot Summary of Current Invoice # 92054 Professional services rendered by Lawrence R. Moss & Associates: Balance remaining Phase I: Balance due Phase II: Total due at this time: $1,950.00 $ 3,000.00 $ 4,950.00 All Accounts are due and payable upon receipt. If you have any questions please contact Lawrence R. Moss and Associates. Thank You. �7 Approved By, 'rX f �2�✓>/ 2 ' 2011 Project Manager Date Lawrence R. Moss & Associates Cont. A LANDSCAPE ARCHITECTURE February 28, 2011 Invoice No. 92054 Page 2 of 2 Summary of Invoices # Invoice Date Invoice Amount Amount Received Check No. January 2011 1/31/11 $ 4,050.00 February 2011 2/22/11 $4,950.00 Total Amount remaining on contract: $ 5,000.00 CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 Date: March 21, 2011 Project: Slope Beautification on Rosemead BI., S. Gabriel BI & Del Mar Ave at Fwy 10 — Landscape Design Services Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd, Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contract Number: C11407 Change Order Number: 1 Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Design revisions based on Caltrans comments............................................................ $2,250.00 (See Attached Consultant's Change Order Request/ Scope of Work ) Total Contract Change Order No. 1 $ 2,250.00 Reason for Change (additional sheets attached) ❑ The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division ® Project Manager ® Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description - Amount % Chancre Original Contract Price - -------- -------- ...------ .__....------ ---- .___..-------------- _...---------------- _.............._ $ 15,000.00 Net Change by Previously Authorized Change Orders/ Contract Amendment ........................ $ 0.00 This Change Order ... -............ ..------ ....------ ._------------ __-.... ------------- -__..___....... ..------------- $ 2,250.00 (15.0%) Total Change Order Amount including this Change Order., ------------ ----1-1 --------------- .... . $ 2,250.00 (15.0%) Contract Price after Change Order ---_._----------- _--------------- ---_..---------------------- ..._...... ....... $ 17,250.00 Account/Program Numbers_.__..._ ------- _--- _---------- ._--------------------- ............4760-201-4905-P82929 -> $2,265.00 Contract Time prior to Change Order __--_--,_.-.._------ _..__---------------- -_......----- N/A Calendar Days Net Increase in Days Authorized by this Change Order________________________________ N/A Calendar Days Current Contract Time including this Change Order .............. N/A Calendar Days Project Completion Date Including Net Increase in Days by Change Order,-. Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11407 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Accepted By: Project Manager City Engineer App r v d By: Director of P ks (when required) Addi' nal City Appr vats: Date Date Date r( ( Date Lawrence R. Moss & Associates Name of Consultant/ Contractor Contractor Representative Signature Date Lo,Wr4e,kQ, R�'IoSs Pis; Printed Name, Title Form PWE (Revised 5/09) Page 2 of 2 Lawrence R. Moss & Associates, Inc. A.S.L.A Change Order Proposal to Agreement on April 5, 2010 Rosemead C-11407 Date: .January27, 2011 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-65 74 CALIF- LICENSE #1201 This agreement is made between: Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 Telephone (626)307-9218 Fax rfajardo@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Interstate 10 Slope Beautification Project Revisions to Rosemead, Del Mar, and San Gabriel Slopes Based upon Caltrans Comments LRM Project #10-7354 Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. 1. Revisions to construction documents based upon Caltrans documents, including: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details Fee: $ 2,250.00 RosemeadSiopasCO l .doe Fee Schedule: Fee includes printing, plotting, and delivery charges. Due upon final submittal to Caltrans $ 2,250.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either parry, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS & ASSOCIATES, INC. A.S.L.A; License #1201 Date: Rosemead5lopesCO 1. doc Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 Date: March 21, 2011 Project: Walnut Grove Ave. Beautif. Western -Side Slope — Landscape Design Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contract Number: C11401 Change Order Number: 3 Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Design revisions based on Caltrans comments ................................................ $ 750.00 (See Attached Consultant's Change Order Request/ Scope of Work ) Total Amount for Change Order No. 3: Reason for Change (additional sheets attached) ❑ The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division ® Project Manager ® Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT GRANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Original Contract Price Net Change by Previously Authorized Change Orders/ Contract Amendment This Change Order Total Change Order Amount including this Change Order,,,_ ............... _,_,-_-___.-..._.._..__ Contract Price after Change Order ------------ _......... ---------------------------------------------------------------- Account/Program N Contract Time prior to Change Order. Net Increase in Days Authorized by this Change Current Contract Time including this Change Order --------------------- ------ ------- Project Completion Date Including Net Increase in Days by Change Order --- 4,200.00 1,800.00 (42.9%) 750.00 (17.9%) 2,550.00 (60.8°/x) 6,750.00 4760-201-4905-P82929 N/A Calendar Days N/A Calendar Days N/A Calendar Days Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 3 to Contract No. C 11401 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Prepared By: j�Project Manager Kgte City Engineer Date Appr ed y: _ 31 c Z of Public Wor (when required) Date al C' Approve : 3 c —/Q Date Date Contractor/ Consultant Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor "3-/1- 3-/! ontractor Representative Signature Date C6t,wrotl4Ce—, R, Printed Name, Title Form PWE (Revised 5/09) Page 2 of 2 Lawrence R. Moss c& Associates, Inc. A.S.L.A. Change Order Proposal to Agreement on September 9, 2009 Late: January 27, 2011 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-5574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 Telephone (818)248-6574 Fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 Telephone (626)307-9218 Fax rfajardo@cityofrosemead.org E-mail for the following services: Landscape Architectural for the following project: Revisions to Walnut Grove Underpass Construction Documents (West) based upon Caltrans Comments LRM Project #09-729I Rosemead C-11401 Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Revisions to construction documents based upon Caltrans documents, including: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details Fee: $ 750.00 Rosemead WalnutGroveCO l . doc Fee Schedule: Fee includes printing, plotting, and delivery charges. Due upon final submittal to Caltrans $ 750.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS & ASSOCIATES, INC. A.S.L.A; License #1201 Date: Rosemead W alnutGroveCO I .doc Rafael Fajardo, Associate Civil CITY OF ROSEMEAD Date: C116®2 CITY OF ROSEMEAD PROFESSIONAL SERVICES AGREEMENT COMMUNITY RECREATION CENTER PARKING LOT & PLAZA CONCEPTUAL/ LANDSCAPING DESIGN (LAWRENCE R. MOSS & ASSOCIATES INC.) 1. PARTIES AND DATE. 1 This Agreement is made and entered into this 2Z c` of bH/2010 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, a California Corporation with its principal place of business at 3458 Ocean View Blvd; Glendale, CA 91208 ("Consultant'). City and Consultant are sometimes individually referred to herein as "Party" and collectively as "Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing Architectural and Landscaping Design services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Rosemead Community Recreation Center Parking Lot and Plaza project ("Project') as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional Architectural and Landscaping consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from date of execution of this Agreement to June 30, 2011, unless earlier terminated as provided herein. Consultant shall Lawrence Moss and Associates Page 2 of 11 complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. 3.2.1 Control and Payment of Subordinates; Independent Contractor, The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously and within the term of this Agreement. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Lawrence Moss, Jamie Yamashita 3.2.5 City's Representative. The City hereby designates Public Works Director, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person Lawrence Moss and Associates Page 3 of 11 other than the City's Representative or his or her designee. 3.2.6 Consultant's Representative. Consultant hereby designates Lawrence Moss, or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnify and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply with such laws, rules or regulations. Lawrence Moss and Associates Page 4 of 11 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit B attached to and part of this agreement. 3.2.11 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered of not to exceed Fourteen Thousand Dollars ($14,000.00) without advance written approval of the City's project manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Lawrence Moss and Associates Page 5 of 11 Labor Code Section 1720, et seq., and 1770, at seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or .,maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred underthis Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreementfor a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. Lawrence Moss and Associates Page 6 of 11 3.5.2 Delivery of Notices. All notices permitted or required underthis Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: Lawrence R. Moss and Associates 3458 Ocean View Blvd Glendale, CA 91208 Attn: Lawrence Moss or Jamie Yamashita 110111111 VA City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Public Works Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents orworks of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any Lawrence Moss and Associates Page 7 of 11 purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law, This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. Lawrence Moss and Associates Page 8 of 11 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees, agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.18 Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other Lawrence Moss and Associates Page 9 of 11 consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required under state law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self- insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Lawrence Moss and Associates Page 10 of 11 CITY OF ROSEMEAD �' I By: , . • bate" Attest: 0 Gloria Molleda, City Clerk Da Approved as to Form: G "Rachel H. k0hman City Attorney FH/CIP/2010-11 11/17/10 Date LAWRENCE R. MOSS & ASSOCIATES B Name: btwi^eKr?i R Title: PrP.S i d.P/N'� HOV, ZZI'e1d Date /LI 05-5 If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary,AND CORPORATE SEAL OF CONTRACTOR REQUIRED] If ?-0-F-`- Title: -0-F Title: do L -F— fe-E5 + DiZ4 � EXHIBIT A SCOPE OF SERVICES Lawrence R. Moss & Associates, Inc. A.S.L.A. Agreement Date: November ]0, 2010 LAWRENCE R MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 243-5200 FAX 818 248-6574 CALIF. LICENSE `11201 This agreement is made between: Lawrence R. Moss & Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 telephone (818)248-6574 fax and the Client: Mr. Chris Marcarello City of Rosemead 8838 East Valley Boulevard Rosemead, Califomia 91770 (626) 569-2151 Telephone (626) 307-9218 Fax cmarcarello@cityo£rosemead.org E-mail for the following services: Landscape Architectural for the following project: Civic Center Campus Preliminary Conceptual Plan Rosemead, California Dear Mr. Marcarello: We shall provide landscape architectural services in coordination with you and any other interested parties. The purpose of this project will be to provide the City of Rosemead with a preliminary conceptual plan for the layout of City Hall, the RCRC building, parking lots, plazas, pedestrian walkways and adjoining streets. The conceptual plans will provide a strong vision for the Civic Center Campus and can be used as a tool in initiating conversation and coordination between the city staff, Council members, and the Rosemead community. This preliminary conceptual plan as presented here may be used by the city for subsequent design phases, such as the development of a final conceptual plan, design development, and an eventual construction document package. Our scope of work will include: Acquisition of data; base sheets, site plans and other studies and information relevant to the study areas, such as topographical, utility overlays, Cityproperty lines/easements, parking requirements and configurations, and street configurations on Valley (provided by the Client). 2. Prepare up to five (5) rough conceptual plans for review and approval, including: Ros emeadCivicCenter2. doc A. Parking lot layouts adjacent to City Hall, County Library, RCRC, and Steel Street B. Ingress and Egress on Ivar, Muscatel, and Steele Streets C. Pedestrian access from Valley and Steel Street D. Pedestrian circulation in plazas, buildings, and parking lots (possibly with use of a corridor or spine) E. Central gathering space for City Hall F. Fagade improvement to City Hall G. Rough layout of expansion of City Hall Plaza and RCRC H. Central gathering space for RCRC 1. Existing site features to remain J. New site amenities such as planting areas, seating, memorials, light fixtures, water features, etc. K. Stairs/ramps to create connection 3. Review with City staff (up to two meetings) 4. Revisions based on comments. Development of three (3) most preferred alternatives for review 5.. Review with City staff (up to one meeting) 6.. Refinement of one (1) preferred alternative. Deliverable will be a black and white preliminary conceptual plan with call outs. A rough cost estimate will be generated. 7. Review with City Staff and City Manager S. Additional refinement based on comment. Preliminary conceptual plan will be color rendered. Fee Schedule A. Due upon completion of five (5) rough drafts and meeting: $6,000.00 B. Due upon development of three (3) preferred alternatives and meeting: $3,000.00 C. Due upon one (1) preferred alternative, cost estimate and meeting: $2,000.00 D. Due upon refinement into one (1) preliminary conceptual design: $3,000.00 and color rendered plan. Total Fee: $14.000.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. Any revisions/additional fees will be discussed with Client prior to proceeding with additional work. Optional Add Alternatives: RosemeadCMcCemer2.doc Alternative 1% Study session with City Council. Presentation of process, charrette and additional refinement of design. Alternative 2: Exhibit boards that use images of similar features. Alternative 3: Computer rendered perspective (up to four) and meeting. Alternative 4: Computer rendered perspective (up to four), 3-D animation, and a meeting. Alternative 5: Computer rendered perspective (up to four), 3-D animation, exhibit boards and a meeting. TERMINATION $2,000.00 $1,500.00 $3,500.00 $6,000.00 $5,000.00 This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss & Associates, Inc. shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS & ASSOCIATES, INC. A.S.L.A; License 41201 Date: RosemeadCwicCmterldoc Chris Marcarello CITY OF ROSEMEAD Date: EXHIBIT B INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $ per occurrence. AN Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size Vll. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: 1. Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. RK 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in M substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16.Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all-inclusive. . 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. FOW eco L CERTIFICATE OF LIABILITY INSURANCE PRODUCER (818) 249-1144 FAX: (818) 957-3931 - THIS CERTIFICATE IS ISSUED AS A MAT Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UP( HOLDER. THIS CERTIFICATE DOES NOT 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY Burbank CA 91506 INSURED Lawrence R Moss And Assoc., Inc. 3458 Ocean View Blvd INSURERS AFFORDING COVERAGE INstIRFRA. Fireman's Fund Ins. n./,Ynclaca A DATE(MMIDDIYYYY) 4/6/2010 INFORMATION CERTIFICATE D. EXTEND OR I.IAlPF3 Glendale CA 91208 I INSURER E I I V THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OISUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. _ INSR ADD'L' �I POLI�ECTIVE POLICY EXPIRATION LIMITS T N RI Y F POLICY NUMBER MID GENERAL LIA I EACH OCCURRENCE $ 2,000,000 DAMAGE TO RENTED rPREMISES (Ea ocounence) $ 100,000 X I COMMERCIAL GENERAL LIABILITY A.I XI_ CLAIMS MADE Ixx I OCCUR AZC80813525 3/15/2010 3/15/2011 IMEO EXP (My one person) E 10,000 LPERSONAL 8 ADV INJURY $ 2,000,000 j I GENERAL AGGREGATE E 4, OOO X000 PROpLGTS-COMPIOP AGG I$ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRP X POLICY' LOC AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 1,000,000 ANY AUTO (Ea acdtlenl) ($ BODILY INJURY $ A ALL OWNED AUTOS �AZC80813525 13/15/2010 3/15/2011 (Per Parson)_ I_ _I X SCHEDULED AUTOS HIRED AUTOS I I BODILY INJURY Ij X NON -OWNED AUTOS (Per acdtlenl) $ PROPERTY DAMAGE $ I I (Par acdtlenl) GARAGE LIABILITY AUTO ONLY -EA ACCIDENT $_ ___ OTHER THAN EA ACC $ -_-- IANV AUTO 1 AUTO ONLY: AGG $ EXCESS I UMBRELLA LIABILITY EACH OCCURRENCE $______ AGGREGATE b OCCUR CLAIMS MADE - L__ . DEDUCTIBLE i RETENTION $ L$ B WORKERS COMPENSATION I WC STATU- OTH.j TORY11MLL5:I ER_ ,AND EMPLOYERS LIABILITY YIN I"ANY PROPRIETORIPART/PARTNEPIEXECUTIVE ❑ OFFICERIMEMBER EXCLUDED? I(Mantlatoq In NH) i I 006572-18 I 6/25/2010 __i__._..._ E.L. EACH ACCIDENT __ J E.L. DISEASE EA EMPLOYEtlE I $ _ _1, DDD, DDD 1,000,000 If tlescnbe under 16/25/2009 _ yes, SPECIAL PROVISIONS below E.L. DISEASE POLICY LIMIT 1 $ 1,000,000 OTHER DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT I SPECIAL PROVISIONS The certificate holder is included as an additional insured on this policy with respects to operations performed by the. named insured (as stipulated per attached form #AB9189 8-07 and required by contract). -30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626) 3079218V� City of Rosemead Attn: Ericka Hernandez 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMEOTO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR Russ Humphreys ©1988-2009 ACORD CORPORATION. All rights ',N5025(200e01) The ACORD name and logo are registered marks of ACORD W._C3an 4 CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: June 24, 2010 Contract Number: Ct 1402 Project: Walnut Grove Avenue Beautification, Eastern -Side Slope — Change Order Number: 2 Landscape Design Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Redesign of Walnul Grove Slopes "R" planting, paving, etc., as detailed in attached proposal Total Amount for Change Order No. 2: Reason for Change (additional sheets attached) Distribution $ 1,500.00 The above described changes were outside the original scope of work of project. $1,500.00 Contractor ® Consultant ❑ Division ® Project Manager E Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Change Original Contract Price Net Change by Previously Authorized Change Orders/ Contract Amendment This Change Order Total Change Order Amount including this Change Order Contract Price after Change Order------------- Account/Program Numbers------------------------------------ -------------------------- Contract Time prior to Change Order ------ -----_--------------------------- ------------------- Net Increase in Days Authorized by this Change Order- ------------------------------- Current Contract Time including this Change Order.. ------------------------------------- ------------ Project Completion Date Including Net Increase in Days by Change Order_ -------------- 4,200.00 0.00 1,500.00 (35.7 %) 1,500.00 (35.7 %) 5,700.00 N/A Calendar Days N/A Calendar Days N/A Calendar Days Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 2 to Contract No. C 11402 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Accepted By: 7 06Ayo//0 Lawrence R. Moss & Associates Project Manager Date Name of Consultant/ Contractor 011 °� �1v v 6 28_10 Cit*ErIneer Date f Contractor presentative Signature Date Approved By: Deputy Director [when required] Date Additional City Approvals: Date Date PhrilebName, Title Form PINE (Revised 5/09) Page 2 of 2 June 23, 2010 Change Order Request Page 1 Mr. Rafael Fajardo, Associate Civil Engineer City of Rosemead 8838 East Valley Blvd. Rosemead, California 91770 Walnut Grove East Slopes Construction Documents Change Order #1 Requested by Rafael Fajardo Contract # C-11402 LRM Project Managers LRM Project # 09-7290 Mr. Lawrence R. Moss Client No. 00886 Ms. Jaime Yamashita The City of Rosemead agrees to employ Lawrence R. Moss and Associates as Landscape Architects for the above project. Additional Professional Services Description of Services: Lawrence R. Moss and Associates shall provide landscape architectural design services in coordination with you. Our scope of work will include revisions to Walnut Grove East Construction Documents per meeting with Rafael Fajardo and Chris Marcarello. The changes include: 1. Redesign of Walnut Grove Eastern Slopes "R" planting/paving. 2. Color rendering of "R" for City approval 3. Construction documents for "R" a. Construction Plan and Details b. Planting Plan and Details c. Irrigation Plan and Details 4. Construction Specifications 5. Cost Estimate 6. Two (2) meetings with the City for design and plan review 7. One site visit during construction Fee for Change Order: $1,500 APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License 41201 Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: Date: I CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: June 28, 2010 Contract Number: I C11401 Project: Walnut Grove Avenue Beautification, Western -Side Slope — Change Order Number: 2 Landscape Design Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Two (2) new schematic planting designs for Walnut Grove Ave. western -side slope ...............$ 1,800.00 (Attached is copy of consultant proposal) Total Amount for Change Order No. 2: Reason for Change (additional sheets attached) ❑ Distribution $ 1,800.00 The above described changes were outside the original scope of work of project. Contractor M Consultant ❑ Division ® Project Manager ® Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Desc,ription Amount % Change Original Contract Price Net Change by Previously Authorized Change Orders/ Contract Amendment ThisChange Order ----------- ----------------------------------- ----...---------------- Total Change Order Amount including this Change Order ----------------------------- Contract Price after Change Order Account/Program Numbers-------------------------------------------------------------_-_--. Contract Time prior to Change Order ------------------------------------------------------------ Net Increase in Days Authorized by this Change Order. Current Contract Time including this Change Order ------------------------------------- Project Completion Date Including Net Increase in Days by Change Order --- $ 4,200.00 $ 0.00 ------ $ 1,800.00 (42.9%) ...... $ 1,800.00 (42.9%) $ 6,000.00 4760-201-4905-P82929 N/A Calendar Days N/A Calendar Days N/A Calendar Days Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 2 to Contract No. C 11401 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. Al other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Prepared By: Q7/D///a Project Manager Date r,�ity Engineer Da e Approved By: Deputy Director [when required] Date Additional City Approvals: Date Date Contractor/ Consultant Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor ontractor epresentative Signature Date Printed Nam , Title Form PWE (Revised 5/09) Page 2 of 2 June 23, 2010 Change Order Request Page 1 Mr. Rafael Fajardo, Associate Civil Engineer City of Rosemead 8838 East Valley Blvd. Rosemead, California 91770 Walnut Grove West Slopes Construction Documents Change Order #1 Requested by Rafael Fajardo Contract # C-11401 LRM Project # 09-7291 Client No. 00886 LRM Project Managers Mr. Lawrence R. Moss Ms. Jaime Yamashita The City of Rosemead agrees to employ Lawrence R Moss and Associates as Landscape Architects for the above project. Additional Professional Services Description of Services: Lawrence R. Moss and Associates shall provide landscape architectural design services in coordination with you. Our scope of work will include revisions to Walnut Grove West Construction Documents per meetings with Rafael Fajardo and William Omelas. The changes include: 1. Two schematic planting designs for Walnut Grove West 2. Preliminary cost estimate for the two schematic designs 3. Once the schematic design has been selected and approved, construction plans will be created and submitted at 50%, 90% and 100% completion. Modifications to the design may be made at each of the submittal benchmarks. 4. Upon final approval, this design will also be implemented into the designs for Rosemead, Del Mar, and San Gabriel slopes at no additional cost. Fee for Change Order: $1,800 APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License #1201 Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: Date: Agreement for Landscape Architectural Design Services Slope Beautification at Rosemead Blvd., San Gabriel Blvd. and Del Mar Ave. At Freeway 10 This letter shall be our Agreement regarding the landscape architectural design described below ("Services') to be provided by Lawrence R. Moss & Associates, a Corporation ("Consultant") as an independent consultant to the City of Rosemead for: Rosemead Blvd., San Gabriel Blvd. and Del Mar Ave. Slope Beautification Project ("Project"). The Services to be provided include the following: prepare construction documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost (See Attached Consultant's Proposal). Consultant shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Consultant represents that it, its employees and subcontractors have all licenses, permits; qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at not to exceed amount of fifteen thousands dollars ($15,000.00). Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the'payment of prevailing wage rates and the performance of other requirements on "public works' and "maintenance" projects. If the Services are being performed as part of an applicable "public works' or "maintenance" project, as, defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or"more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailjhg rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Lawrence R. Moss & Associates Design of Rosemead BI., S. Gabriel Bl. & Del Mar Ave. Slope Beautification @ Fwy 10 Page 2 of 3 Consultant shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Consultant is an employer or otherwise hires one or more employees during the term of this Project, Consultant shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by April 30, 2011, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Consultant shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Consultant may terminate this Letter of Agreement for cause only. . To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Consultant warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Consultant hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating three (3) original agreement copies where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. Moss & Associates Design of Rosemead BI., S. Gabriel BI. & Del Mar Ave. Slope Beautification @ Fwy 10 Page 3 of 3 CITY OF ROSEMEAD pr • • Attest: aL- Gloria Molleda City Clerk LAURENCE R. MOSS & ASSOCIATES Reviewed and Accepted by Consultant: 5--11-1110 Dae Srignature LAi' fes= Name D Id e t ' Title -2-41. 20 io Dat Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: April 5, 2010 LAVVRENCE R. MOSS ASLA &.ASSOCIATES INC 3458 OCEAN VIEW 31 -VD GLENDAL E, CA 51208 TEL 818 248-5200 FAX 8118 248-6514 CALIF, LICENSE ft.1201 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfaiardo(a)cityofrosemead.orre email for the following services: Landscape Architectural for the following project: Interstate 10 Slope Beautification Project Rosemead Boulevard Northeast and Northwest Slopes Del Mar Avenue Southeast and Southwest Slopes San Gabriel Boulevard Southeast and Southwest Slopes LRM Project 410-7354 Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Construction documents for the Rosemead Boulevard Northeast and Northwest Slopes, Del Mar Avenue Southeast and Southwest Slopes, and San Gabriel Boulevard Southeast and Southwest Slopes. The documents will include: A. Planting Plan with reference to West Coast Arborists recommendations B. Irrigation Plan RosemeadSiopes.doc C. Planting and Irrigation Details 2. Preliminary bid item sheet and cost estimate 3. Technical specifications 4. Coordination meetings with the City of Rosemead 5. Coordination meetings with Caltrans (limited to three) 6. One printed mylar set of 100% Construction Documents 7. Pre -construction meeting Fee: $ 15,000.00 Fee Schedule: Due upon 50% completion of construction documents: $ 5,000.00 Due upon 75% completion of construction documents: $ 5,000.00 Due upon 100% completion of construction documents: $ 5,000.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License #1201 Date: RosemeadSlopmdoc Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: I CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: March 30, 2010 Contract Number: C11401 Project: Walnut Grove Avenue Beautification, Western -Side Slope Change Order Number: 1 — Landscape Design Spec No To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Attention: Ms. Jaime Yamashita Description of Change (additional sheet attached) M Contractor Telephone: (818) 248-5200 Contractor Fax: (818) 248-6574 Extension of Contract From January 31, 2010 to December 31, 2010. 0 Total Amount for Change Order No. 1: Reason for Change (additional sheets attached) ❑ $ 0.00 The above described changes were outside the original scope of work of project. Distribution Contractor M Consultant ❑ Division M Project Manager M Project File Form PWE (Revised 5/09) Page 1 of 2 M Other: ❑ CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Original Contract Price --- ------ ----------------------------- -----.-------..- Net Change by Previously Authorized Change Orders/ Contract Amendment ThisChange Order ------------------ ---------------------- --------- -- ----------------- Total Change Order Amount including this Change Order, ------ Contract Price after Change Order ---------- _------ _............................................. Account/Program Contract Time prior to Change Order. Net Increase in Days Authorized by this Change Order $ 4,200.00 $ 0.00 $ 0.00(0%) $. 0.00(0%) $ 4,200.00 N/A Calendar Days N/A Calendar Days Current Contract Time including this Change Order--------------- - - ---------------- N/A Calendar Days Project Completion Date Including Net Increase in Days by Change Order Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11401 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Project Manager Date '-�3 � J/ 0'�0S// 0 Cit n r Date Approved By: Deputy Director [when required] Additional City Approvals: Date Date Date Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor r� Contractor Representative Signature Date Printed Name, Title Form PW E (Revised 5/09) Page 2 of 2 r CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: March 30, 2010 Contract Number: C11402 Project: Walnut Grove Avenue Beautification, Eastern -Side Slope — Change Order Number: 1 Landscape Design Spec No.: To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Contractor Telephone: (818) 248-5200 Attention: Ms. Jaime Yamashita Contractor Fax: (818) 248-6574 Description of Change (additional sheet attached) Extension of Contract From January 31, 2010 to December 31, 2010. Total Amount for Change Order No. 1: Reason for Change (additional sheets attached) ❑ $ 0.00 The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division E Project Manager E Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Change Original Contract Price ---------- --------------------------------------------- 4,200.00 Net Change by Previously Authorized Change Orders/ Contract Amendment --------------- ------- $ 0.00 This Change Order ---------. $ 0.00(0%) Total Change Order Amount including this Change Order ..--______---------------------------- -------------- $ 0.00(0%) Contract Price after Change Order - .......... ............................................................ $ 4,200.00 Account/Program Numbers--------------------------------------------------- ------ Contract Time prior to Change Order,------ ----------------------------------- N/A Calendar Days Net Increase in Days Authorized by this Change Order-------------------------------- N/A Calendar Days Current Contract Time including this Change Order ---- --____- N/A Calendar Days --------------------- --- Project Completion Date Including Net Increase in Days by Change Order --- Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11402 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead . ' Contractor/ Consultant Prepared B oject Manager Date Cit Eng' er Date Approved By: Deputy Director [when required] Date Additional City Approvals: Date Date Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor Contractor Representative Signature Date Pew 2-(S2� Printed Name, Title Form PWE (Revised 5/09) Page 2 of 2 MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY February 10, 2010. osemcad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 �g .9 e g FAX (626) 307-9218 Letter of Agreement for Whitmore Avenue Street Rehabilitation This letter shall be our Agreement regarding the landscape architectural design described below ("Services'') to be provided by Lawrence R. Moss & Associates, a Corporation ("Consultant") as an independent Consultant to the City of Rosemead for the City's Whitmore Avenue Street Rehabilitation ("Project"). The Services to be provided include the following: prepare construction documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost. Consultant shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at the not to exceed amount of four thousands five hundred dollars ($4,500.00). Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works' and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Lawrence R. Moss & Associates February 10, 2010 Page 2 of 3 Consultant shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Consultant is an employer or otherwise hires one or more employees during the term of this Project, Consultant shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by March 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Consultant shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Consultant may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Consultant shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Consultant, its officials, officers, employees, agents, consultants, and Consultants arising out of or in connection with the performance of the Consultant's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Consultant shall defend, at Consultant's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Consultant shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Consultant shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Consultant's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. Consultant warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Consultant hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] •Lawrence R. Moss & Associates February 10, 2010 Page 3 of 3 CITY OF ROSEMEAD Approved by: CAA Chris Marcarello Deputy Public Works Director Attest: c Gloria Molleda City Clerk LAWRENCE R. MOSS & ASSOCIATES Reviewed nd Accepted by Consultant: Signature Name Title Fc,b, 15-2 Zot0 Date Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: January 14, 2010 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE. CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818)248-5200 telephone (818)248-6574 fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfaiardo(ucityofrosemead.ore email for the following services: for the following project: Dear Mr. Fajardo: Landscape Architectural Whitmore Street Rehabilitation LRM 09-7314 Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Assessment of site conditions (City to provide survey of the site) 2. Provide recommendations for protecting and removing existing features 3. Construction documents, including: A. Demolition Plan B. Planting Plan Rosemmc[Whitmom.doc B. Irrigation Plan C. Planting and Irrigation Details 4. Technical specifications 5. Upon final approval, one set of stamped and signed construction documents printed on mylar. Fee: $ 4,500.00 Fee Schedule: Due upon 100% completion of preliminary design: $ 4,500.00 The following shall not be considered part of the above fee and will be charged for as noted: Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms o ee ent for Consulting Services: r-� Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License #1201 Date: Ra mwdWhilmomdm _.. af� ardo, Associate Civil Engineer CITY OF ROSEMEAD Date: ACORD CERTIFiCA E OF Li6sBUTY INSURANCE i�lai'zoio' PRODUCER (818) 249-1144 FAX: (818) 957-3931 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA 91506 INSURERS AFFORDING COVERAGE NAIC # INSURED Lawrence R. MOSS 6 Associates, Inc. INSURERA'. The American Ins. Co. INSURER B. Republic Indemnity of Cal 3458 Ocean View Blvd INSURER C' INSURER D' INSURER E: Glendale CA 91208 :;OVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING AN REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE SHOWN MAY HAVE BEEN REDUCED I CLAIMS. INSR ADOT TYPE OF INSURANCE POLICY NUMBER POUCY EFFECTIVE DATE MMIDDTI'Y POLICY EXPIRATION DATE MMIDDIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE S 2,000,000 PAMAGE TO RENTED REM SES Its ocorlsmel S 100,000 X COMMERCIAL GENERAL LIABILITY A X CLAIMS MADE FXI OCCUR AZC80913525 3/15/2009 3/15/2010 MED EXP (Myone Derson $ 10,000 PERSONAL 8 ADV INJURY $ 2, 000, 000 GENERAL AGGREGATE S 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS-COMPIOPAGG $ 4,000,000 X POLICY JECT LOC AUTOMOBILE LIABIUTY ANY AUTO COMBINED SINGLE LIMIT (Ea acuden0 S 2,000,000 BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULEDAUTOS AZCB0813525 3/15/2009 3/15/2010 BODILY INJURY $ (Per acoaent) X X HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ (Per acaaent) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT S OTHER THAN EA ACC S ANY AUTO AUTO ONLY: AGG S EXCESSIUMBRELLA LIABILITY EACH OCCURRENCE $ AGGREGATE $ OCCUR CLAIMS MADE S DEDUCTIBLE S RETENTION S B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORPARTNEREXECUTIVE 006572-18 06/25/2009 06/25/2010 X TNORV IMUS OER E.L. EACH ACCIDENT S 1,000,000 E.L. DISEASE - EA EMPLOYE $ 1,000,000 OFFICERJMEMBER EXCLUDED? yea, tle antler SPRO SPECIAL PROVISIONS be. (proof only) E.L DISEASE -POLICY LIMIT b 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS Walnut Grove Median Beautification project and all projects that are in effect for the Public Works Department City of Rosemead are included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form AAB91B9 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001/08) IM Cn95 ,m no, — CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR UABIUTY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 7ancy Grimshaw/NLG © ACORD CORPORATION 1968 Panc 1 .9 ABC MultiCover - AB 91 89 08 07 This endorsement modifies insurance provided under the following American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section III - Definitions, Item 17. Personal Injury is amended to include: f. Discrimination B. section III - Definitions, Item 2 Advertising Injury is amended to include: e. Discrimination C. Section III - Definitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals based on race, color, ethnic origin, gender, religion, age, or sexual preference. D. Section II - Liability Coverage, Part H. Ex- chrsions, Item I.p Personal Injury or Adver- tising Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental, lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or'imposed by a go- vernmental entity, or governmental code, law, or statute because of discrimination. 2 Blanket Additional Insured Section II - Liability Coverage, Part I. Who Is An Insured, Item 2. is amended to include: f. Any person or organization that you are re- quired by a written insured contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, rented to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of Y014 or (d) the maintenance, operation or use by you of equipment leased to you by such person(s) or organization(s); or This Form must be attached to Change Endorsement when issued after the policy is written. One of the Fireman's Fund Inure= Compaaies as named in the policy Sea tary (J0�4 f, �4c_c_o President AH9199 8-07 Page 1 of 6 U rc i N U (e) a state or political subdivision per- mit issued to you. (2) Coverage does not apply to any occur- rence or offense: (a) which took place before the exe- cution of, or subsequent to the completion or expiration of, the written insured contract, or (b) which takes place after you cease to be a tenant in that premises. (3) With respect to architects, engineers, or surveyors, coverage does not apply to Bodily Injury, Property Damage, Per- sonal Injury or Advertising Injury arising out of the rendering or the failure to render any professional services by or for you including: (a) The preparing, approving, or failing to prepare or approve maps, draw- ings, opinious, reports, surveys, change orders, designs or specifica- tions; and (b) Supervisory, inspection, or engi- neering services. If an Additional Insured endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage does not apply to that person or organization. 3. Blanket Additional Insured for Vendors Unless the Products -Completed Operations Haz- ard is excluded from this policy, Section H - In- ability Coverage, Part I. Who Is an Insured, Item 2. is amended to include: g. Any vendor but only with respect to Bodily Injury or Property Damage arising out of your products which are distributed or sold in the regular course of the vendors business, sub- ject to the following additional exclusions: 1. The insurance afforded the vendor does not apply to: a. Bodily Injury or Property Damage for which the vendor is obligated to pay. damages by mason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agree- ment b. Any express warranty unauthorized by you; c. Any physical or chemical change in the product made intentionally by the vendor, d. Repackaging, unless unpacked solely for the purpose of inspection, dem- onstration, testing, or the substi- tution of parts under instructions from the manufacturer, and then re- packaged in the original container. e. Any failure to make such in. spections, adjustments, tests or ser- vicing as the vendor has agreed to make or normally undertakes to make in the usual course of busi- ness, in connection with the distrib- ution or sale of the products; f Demonstration, installation, servic- ing or repair operations, except such operations performed at the vendor's premises in comiection with the sale of the product; g. Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor. 2. This insurance does not apply to any in- sured person or organization, from whom you have acquired such products, or any ingredient, part or container, en- tering into, accompanying or containing such products. If an Additional Insured - Vendors endorsement is attached to this policy that specifically names a person or organization as an insured, then this coverage does not apply to that person or organ- ization. AB9189 "7 o Page 2 of 6 0 4. Blanket Waiver of Subrogation Section it - Liability Coverage, Part K. Liability and Medico! Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. -The insured must do nothing after loss to impair those rights. At our request, the insured will bring snit or transfer those rights to us and help urs enforce them. b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization. 5. Broadened Named Insured Section H - Liability Coverage, Part 1. Who Is An Insured, Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Named In- sured under this policy if: (a) you have the responsibility of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of America. But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However: (a) Coverage under this provision is afforded only until the end of the policy period, or the 12 month anniversary of the policy inception date, whichever is earlier, (b) Coverage C does not apply to bodily in- jury or property damage that occurred before you acquired or formed the or- ganization; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offense committed before you ac- quired or formed the organization. 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy. A. Section H - liability Coverage, Part H. Ex- clusions, Item 21 is replaced with: f. Included within the products -completed operations hazard. However, this exclu- sion does not apply to expenses for den- tal services. B. Section H - Liability Coverage, Part G. Cov- erage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. 7. Tenant's Legal Liability A. Section III - Liability Coverage, Part J. Li- ability and Medical Payments Limits of In- surance, Item 3. is replaced with: 3. The most we will pay under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner. a. arising out of any Covered Cause of Loss shall be the greater of: (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. 8. Chartered Aircraft Section H - Liability Coverage, Coverage C, Part H. Exclusions, Item I.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. AB9199 8-07 Page 3 of 6 9. Coverage Territory Broadened Section III - Definitions, Item 5.a. is replaced with: a. The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Broadened Advertising Injury Payments Definitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; Unless Advertising Injury is excluded from this e. Oral, written, televised or videotaped publica- - tion of material that violates a persons right policy; of privacy; A. Section III - Definitions, Item 2. is replaced 12. Broadened Personal or Advertising Injury with: s 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is 10000 — out of one or more of the following of - excluded from this policy, Section II - Liability fenses: Coverage, Coverage C, Part H. Exclusions, Item l.p.(4) Exclusions is deleted in its entirety. a. Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or Section H - Liability Coverage, Part I. Who Is an disparages a person's or organza- insured, Item 2.a.(1) is amended as follows: a tion's goods, products or services; S o b. Oral, written, televised or videotaped (I) Personal Injury you or to cop publication of material that violates se r employment, while n the course of his or her employment, o a person's right of privacy; or the spouse, child, fetus, embryo, parent, brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a ideas or style of doing business; or consequence of such Personal Injury, or for any obligation to shah: damages with or repay d. Infringement of trademark, copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section H - Liability Coverage, Coverage C, 14. Mental Anguish Is Included in Bodily Injury Part H. Exclusions, Items l.p.(1) and (2) are replaced with: Section III - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or Hvideotaped publication of material, if disease sustained by a person. It includes done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity; time from such physical harm, physical sick - ness or physical disease. Mental anguish me- (2) Arising out of oral, written, televised or ans any type of mental or emotional illness videotaped publication of material whose or disease o fust publication took place before the beginning of the policy period; 15. Unintentional Failure to Disclose Hazards 4 0 2 11. Broadened Personal Injury Section H - Liability Coverage, Part K. Liability Unless Personal Injury is excluded from this pol- and Medical Payments General Conditions, is N i Section III icy, property, Liability and Medical amended to include: � A09189 8-07 Page 4 of 6 N m O 6. Unintentional Failure to Disclose Hazards If you unintentionally fail to disclose any ha- zards existing at the inception date of your policy, we will not deny covene under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. 16. Supplementary Payments, Increase Limits Section If - Liability Coverage, Part G. Coverage, Items Le. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish these bonds. (4) All reasonable expenses incurred by the in- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time of work. 17. Per Location Aggregate A. Section H - Liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section III - Property, Liability and Medical Payments Definitions, is amended to include: 31. Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section II - Liability Coverage, Part K. liability and Medical Payments General Conditions, Items 2.a and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or AB9189 "7 legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place; (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, mainte- nance, or use of that pari of the premises owned by or rented to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other li- ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Part for Cover- age C. Page 5 of 6 0 N Z 20. Damage to Invitees Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following: 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2: Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like 1V N 6 U V LL W O N V kind and quality; subject to a limit of $25,000 in any one policy period; and 5. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION 1. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. AB9189 8-07 o Page 6 of 6 8 CITY OF ROSEMEAD, CALIFORNIA Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 91770 (626) 569-2150 FAX: (626) 307-9218 CONTRACT CHANGE ORDER Date: February 22, 2010 Contract Number: C11204 Project: Whitmore Ave. Resurfacing Project — Landscape Design Change Order Number: 1 Spec No.: ® Consultant ❑ Division ® To: Lawrence R. Moss & Associates (LRM) Project File ® Other: ❑ 3458 Ocean View Blvd. Glendale, CA 91208 Contractor Telephone: (818) 248-5200 Attention: Ms. Jaime Yamashita Contractor Fax: (818) 248-6574 Description of Change (additional sheet attached) Revision to the original landscape plans (changes requested by City staff) ......................... $ 500.00 (See Attached, Consultant's Change Order Request) Total Contract Change Order No. 1: $ 500.00 Reason for Change (additional sheets attached) ❑ The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division ® Project Manager M Project File ® Other: ❑ Form PWE (Revised 5/09) Page 1 of 2 CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Chanoe Original Contract Price-------------------------------------------------------------- -------------- $ 4,500.00 Net Change by Previously Authorized Change Orders/ Contract Amendment ------------------------ $ 0.00 This Change Order--------------------------------_------------------------------------------ ---------------------- ----- $ 500.00 (11.1%) Total Change Order Amount including this Change Order ---- ----------------- ----------- 6 500.00 (11.1%) Contract Price after Change Order ------------------------ -------------- -................................... --------------- s 5,000.00 Account/Program Numbers--. ------------------------------ --- -------4760-201-4905-P46029 --) $ 500.00 Contract Time prior to Change Order---------------------------------------- - N/A Calendar Days Net Increase in Days Authorized by this Change Order.--. - -- ----. - N/A Calendar Days Current Contract Time including this Change Order -----------.N/A Calendar Days -------------------- --- Project Completion Date Including Net Increase in Days by Change Order --- Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11204 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is attached City of Rosemead Contractor/ Consultant Prepared By: Accepted By: Lawrence R. Moss & Associates roject Manager Date Name of Consultant/ Contractor D7,lov -,Alm lti, z-�y /b City E inee CYntractor Representative Signature Date Approved By: Deputy Director [when required] Additional City Approvals: Date Date Date how r6 w" JR, I -DSS Printed Name, Title Form PWE (Revised 5/09) Page 2 of 2 February 11, 2010 Change Order Request Page 1 Mr. Rafael Fajardo, Associate Civil Engineer City of Rosemead 8838 East Valley Blvd. Rosemead, California 91770 Whitmore Street Rehabilitation Change Order #1 Requested by Rafael Fajardo Contract # C-11204 LRM Project # 09-7314 Client No. 00886 LRM Project Managers Mr. Lawrence R. Moss Ms. Jaime Yamashita The City of Rosemead agrees to employ Lawrence R. Moss and Associates as Landscape Architects for the above project. Professional Services Rendered through period ending: February 11, 2010 Description of Services: Lawrence R. Moss and Associates shall provide landscape architectural design services in coordination with you. Our scope of work will include revisions to Whitmore Street Improvement Plans per meeting with Rafael Fajardo and William Omelas. Associates Date Hours Rate Charges J Yamashita 2/11/10 3.75 $135.00 $500.00 Total $ 500.00 Summary of Change Order Elora Services as requested by Client S 500.00 Balance due: $ 500.00 All Accounts are due and payable upon receipt. If you have any questions please contact Lawrence R. Moss and Associates. Thank You. Approved By Project Manager Lawrence R. Moss & Associates 2010 Date CITY OF ROSEMEAD, C A L Public Works/ Engineering: 8838 East Valley Boulevard, Rosemead, California 9 CONTRACT CHANGE ORDER C rT.q CLE RX Date: February 9, 2010 Contract Number: C11403 Project: Walnut Grove Avenue Median Beautification - Design Change Order Number: 1 Spec No.: To: Lawrence R. Moss & Associates (LRM) 3458 Ocean View Blvd. Glendale, CA 91208 Contractor Telephone: (818) 248-5200 Attention: Ms. Jaime Yamashita Contractor Fax: (818) 248-6574 Description of Change (additional sheet attached) Landscape architectural design for Walnut Grove Ave. / Hellman Caltrans Yard .......... (See Attached Consultant's Change Order Request/ Scope of Work ) Total Contract Change Order No. 1 Reason for Change (additional sheets attached) The above described changes were outside the original scope of work of project. Distribution Contractor ® Consultant ❑ Division ® Project Manager ® Project File Form PWE (Revised 5/09) Page 1 of 2 $2,265.00 $ 2,265.00 ® Other: ❑ CITY OF ROSEMEAD CONTRACT CHANGE ORDER The change results in the following adjustment of Contract Price and/or Time: Description Amount % Change Original Contract Price--------------------------------------------------------- ----------------------------- $ 7,500.00 Net Change by Previously Authorized Change Orders/ Contract Amendment ------------- ------ ----- $ 0.00 This Change Order --_---------_----------- --------------------------------------------------- _ ------------ $ 2,265.00 (3.0%) Total Change Order Amount including this Change Order _- Contract Price after Change Order Account/Program Num Contract Time prior to Change Order Net Increase in Days Authorized by this Change Order -------------------------------- Current Contract Time including this Change Order ------------ ----------------- -------- Project Completion Date Including Net Increase in Days by Change Order--- 9,765.00 (3.0%) 9,765.00 4760-201-4905-P82929 4 $2,265.00 N/A Calendar Days N/A Calendar Days N/A Calendar Days Contractor is hereby directed to make the herein -described changes and/or perform said herein -described work in connection with above reference project. All new work shall conform to the applicable provisions of the plans and specifications, except as specifically modified by the Contract Change Order. This Change Order No. 1 to Contract No. C 11403 constitutes full and complete compensation for all costs associated with the above changes inclusive of insurance, contractors profit, direct and indirect overhead, extended office overhead, bonds, supervision, labor, materials and equipment. All other costs are non -compensable. All other provisions, requirements, terms and conditions contained in the above referenced Agreement remain in full force and effect. This Change Order is not valid until signed by both City and Contractor. Attachments: (List attached documents that support Change Order) Consultant's scope of work/ change order request is of Rosemead Prepared By: a oject Manager Date f 10 City En r Date Approved By: Deputy Director [when required] Date Additional City Approvals: Date Date Contractor/ Consultant Accepted By: Lawrence R. Moss & Associates Name of Consultant/ Contractor Contractor Representative Signature Date Law" kt ce- k , /L105 --s' per, f Printed Name, Title Form PW E (Revised 5/09) Page 2 of 2 Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: February 8, 2010 LAWRENCE R. MOSS ASLA 8 ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818) 248-6574 fax and the Client: for the following services: for the following project: Dear Mr. Fajardo: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626)569-2151 telephone (626)307-9218 fax rfajardo@cityofrosemead.org email Landscape Architectural Walnut Grove Avenue / Hellman Caltrans Yard - Desien Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Construction documents, including: A. Planting Plan B. hrigation Plan C. Planting and Irrigation Details D. Revisions based upon Caltrans review RosemmdHellm..doc Fee: S 2.26.50.00 Fee Schedule: Due upon 100% completion of construction documents: S 2,265.00 The following shall not be considered part of the above fee and will be charged for as noted: Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License #1201 Date: Ros=mdHellman.doc Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY December 2. 2009 1J6o _ 2ol'-4gb5-1i8292q L. f its Psewicad C1 b 4 0 3 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 Lawrence R. Moss,. President. Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd. Glendale, CA 91208 Dear Mr. Moss: Letter of Agreement for Walnut Grove Median Beautification Project This letter shall be our Agreement regarding the landscape architectural design described below ("Services") to be provided by Lawrence. R. Moss & Associates, a Corporation ("Contractor') as an independent contractor to the City of Rosemead for the City's Walnut Grove Beautification Project ("Project"). The Services to be provided include the following: prepare construction. documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed.at not to exceed amount of seven thousands five hundred dollars ($7-,500:0,0):. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per Lawrence R. Moss & Associates Design of Walnut Grove Ave. Median Beautification Page 2 of 4 copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by January 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and Lawrence R. Moss & Associates Design of Walnut Grove Ave. Median Beautification Page 3 of 4 dating three (3) original agreement copies where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. Moss & Associates Design of Walnut Grove Ave. Median Beautification Page 4 of 4 CITY OF ROSEMEAD LAURENCE R. MOSS & ASSOCIATES rX • � M&200; ManagerCity Attest: Gloria Molleda City Clerk Reviewed and Accepted by Contractor: Sligfiature Name 2 Date Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: November 25. 2009 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1209 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: for the following services: for the following project: Dear Mr. Fajardo: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfajardo@cityofrosemead.org email Landscape Architectural Walnut Grove Median Beautification Project Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Conceptual design, including: A. Plant palette B. Photo rendering of median improvement 2. Construction documents, including: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details 7332pp01.doc 3. Technical specifications Fee: $ 7,500.00 Fee Schedule: Due upon completion of conceptual design: $ 2,000.00 Due upon 90% completion of construction documents: $ 2,500.00 Due upon 100% completion of construction documents: $ 3,000.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License 41201 Date: AI6J. Zhu 6/ 7332pp01.doc Rafael Fajardo, Associate Civil Engineer CITY OF ROSEMEAD Date: yv--I&-o SGt rriZ^ �pioCER r,% t IA -;L;-"" DATE (1,94!^0'Y)T 115/2009 PRODUCER (818)249-1144 FAX: (818)957-3931 1 THIS CERTIFICATE IS ISSUED AS A. MATTER OF INFORMATION ONLY AND CONFERS NO RiGHTS UPON THE CERTIFICATE Russ Humphreys and Associate O p M\"/ f HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR O 912 W. Olive Ave (j ALTER THE COVERAGE .AFFORDED BY THE POLICIES BELOW. r Burhaak CA 91506 INSURERS AFFORDING. COVERAGE NAIC A INSURED Lawrence R. Moss 6 Associates, Inc. INSURER'-A'_TThhe—American Ins. Co. 3459 Ocean View Blvd Y�.�",� -37 I~ `' `a 7_.Iln!.A9uR1vR R!RepuSli c Indemnity of Call CiS'dY(DF Jj ]FFNVRRI M uRERD�� Glendale CA 91208 ,r �'SURERE COVERAGES If LUJv THE POLICIES OF INSURANCE LISTED BELO HAVE BEEN ISSUED TO THE INSURED NAMED 4 BOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF A THE INSURANCE AFFORDED BY THE POLIES. C�(P1flT[i TQftj OTJ{E'2j IDQCUC NTH {{iiESRECT TO VJHiCH THIS CERTIFICATE MAY BE ISSUED OP, MAY PERTAIN, beSCP.IBEO � NE`RE{N. I.Y UEb'J ECT 3TTALM THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIM) HON AY FINE EE C BY AID 'LAIMS. INSR AD rypE OF INSURANCEROLa6Y]JU—ih Di 8 �--- a A -TE MMIDO"I POAITE MMIDDIYY))N LIMITS GENERAL LIABILITY LIIxeENg, TLCHyi yr; _. 2,000,000 ----100, 6,V-31OE 1O REIaTE,, PREMCES EacwP.vreiul g_ 000 A X X COMMERCIAL GENERAL LIABILITY I CLAIMS MADE FXIOCrUR AZC80813525 3/15/2009 3/15/2010 MED EXP IAnv one o=r=on F 10,000 PEP.' NA1 PDV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS. COMPIOP AGE S 4,000,000 X POLICY JPS LOC AUTOMOBILE _ LIABILITY ANY AUTO COMBINED SINGLE LIMIT I- ..ntl=nq s 2,000,000 BODIL'INJUHY A ALL OWNED AUTOS AZC80813525 3/15/2009 3/15/2010 BrAUTOS 11'e; 10;"nl,HE0UL80 OiLv iNJUC' X HIRED AUTOS X NON -OWNED AUTOS I! afi-]En�I lP� aEc nl'AMAGE S . GARAGE LIABILITY gUT00NLY-EP ACrIDENr S Of HER GRAN QAC:' 5___. __ __ ANY AUTO AUTO ONLY PGG 3 EXCESSIUMBP,ELLA LIAHILITY EACI,I OCCURRENCE S __- OCCUR C� CLAIMS MADE AGGREGATE _ S 5 DEDUCTIBLE S RE IN ION S B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETORIPARTNERIEXECUTIVE 006572-16 06/25/2009 ^ 061/25/2010 X We fl ATU 0]1i- R M E L. EACH ACCIDENT S 1,000,000 E.L. DISEASE - EA EMPLOYEE S 5,000, 000 OFFICER/MEMBER EXCLUDED? yes, tlRO under SPECIAL PROVISIONS belmv (proof onl ) � EL DISEASE PCI -ICY LIMIT 5 1,000,000 OTHER _ DESCRIPTION OF OPERATIONS/LOCATIONS VENICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The following certificate :Colder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #A139169 8-07 and required by contract), +30 day notice of cancellation, except SO day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk. Attn: Gloria Molleda 8838 E. Valley Blvd Rosemead, CP_ 91770 ACORD 25 (2001108) INS025 (0108)BBa TION SHOULD ANIOF THE. ABOVE DESCRIPED POLICIES DE CANCELLED BEFORE THE EXPIRATION DACE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGA70N OR LIABILITY OF ANY KIND UPON THE AUTHORIZED.REPRESENTATVE ld,znc_v f.rtmshaw/NLG GACORD CORPORATION 1988 Page 1 alt MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY September 16, 2009 Lawrence R. Moss, President Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd. Glendale, CA 91208 Dear Gentleman: & i fy c ez,e,K I C10203 ifc ,- �osesoead 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 Letter of Agreement for Garvey Avenue Resurfacing Project -Median Improvements This letter shall be our Agreement regarding the landscape architectural design described below ("Services") to be provided by Lawrence R. Moss & Associates, a Corporation ("Contractor") as an independent contractor to the City of Rosemead for the City's Garvey Avenue Resurfacing Project ("Project"). The Services to be provided include the following: prepare construction documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at the not to exceed amount of four thousands five hundred dollars ($4,500.00). Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California'Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its Lawrence R. MOSS & Associates September 16, 2009. Page 2 of 3 elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by January 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. MOSS & Associates September 16, 2009. Page 3 of 3 CITY OF ROSEMEAD Approved by: V u".04" Chris Marcarello Deputy Public Works Director Attest: Gloria City Clerk [INSERT NAME OF CONTRACTOR] Reviewed and Accepted by Contractor: i nature bAw2ftr,5� P-1 ��K G• Name �ve�-i qe I Title `1 I ] 8 1 67 Date Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: September 14, 2009 This agreement is made between: Lawrence R. Moss and Associates, Inc. A. S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfa'ardo citvofrosemead.ore email for the following services: Landscape Architectural for the following project: Garvey Avenue Resurfacing Project Median Improvements Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Review site and assess current tree health 2. Provide recommendations for protecting and removing existing vegetation 3. Create base plan R osemmdGarveyResurFacine l .doc 4. Provide preliminary planting design for four medians on Garvey Avenue 5. Construction Documents for: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details 6. Technical specifications Fee: $4.500.00 Fee Schedule: Due upon 50% completion of preliminary design: $ 2,000.00 Due upon 100% completion of preliminary design: $ 2,500.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Termsof A reement for Consulting services: L—once R. Moss, President ael Fajardo, Associate Civil Engineer LAWRENCE R. MOSS AND ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License 41201 Date: '?// 07 RosemcadGarveyRuurfacing 1. doc Date: 09// 6 /0 ACORD CERTIFICATE OF LIABILITY INSURANCE DATE 9/16/2009' PRODUCER (818)249-1144 FAX: (818)957-3931 Russ Humphreys and Associates THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA 91506 INSURERS AFFORDING COVERAGE NAIC # INSURED Lawrence R. Moss & Associates, Inc. INSURERA:The American Ins. Co. INSURER B: Republic Indemnity of Cal 3458 Ocean View Blvd INSURER C: NSURER D: INSURER E: Glendale CA 91208 OVERAGFS THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. REG \TF LIMITS SHOWNV B IM INSR INSR TYPE OF INSURANCE POLICY NUMBER POLICY DYEFFECTIVE EMMIDONY POLICY PN DATEMMDDIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 DAMAGE TOED occRENurrence) 8 100,000 X COMMERCIAL GENERAL LIABILITY A X 7 CLAIMS MADE FX7 OCCUR AZC80813525 3/15/2009 3/15/2010 MEO EXP (Any one emon S 10,000 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - C MP PAGO $ 4,000,000 X POLICY JECT LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ 2,000,000 (Ea account) BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2009 3/15/2010 BODILY INJURY $ Per accident) ( X X HIRED AUTOS NONOWNED AUTOS PROPERTY DAMAGE $ (Par accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANVAUTO AUTO ONLY: AGO $ EXCESS/UMBRELLA LIABILITY EACH OCCURPENCE$ OCCUR CLAIMS MADE AGGREGATE 8 8 DEDUCTIBLE S RETENTION B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOWPARTNEIVEXECUTIVE 006572-18 06/25/2009 06/25/2010 T X WCSTTOR, rt OER E.L EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEd $ 1,000,000 OFFICERIMEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below (proof only) E.L. DISEASE -POLICY LIMIT $ 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSMEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The following certificate holder is included as an additional insured on this policy with respects to operations perforated by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). +30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. 307-9218 City of Rosemead City Clerk Rafael Fajardo 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001/08) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO 00 SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE AUTHORIZED REPRESENTATIVE Nancy Grimshaw/NLG JN 1988 MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY September 16, 2009 Lawrence R. Moss, President Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd. Glendale, CA 91208 Dear Gentleman: e.r✓ eedroe j C11401 ifc , Poscmcad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 Letter of Agreement for Walnut Grove Beautification Project—wesree. 0 SIDE This letter shall be our Agreement regarding the landscape architectural design described below ("Services") to be provided by Lawrence R. Moss & Associates, a Corporation ("Contractor") as an independent contractor to the City of Rosemead for the City's Walnut Grove Beautification Project ("Project"). The Services to be provided include the following: prepare construction documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at the not to exceed amount of four thousands two hundred dollars ($4,200.00). Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its i Lawrence R. MOSS & Associates September 16, 2009. Page 2 of 3 elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by January 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, 'off iciaIs, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. MOSS & Associates September 16, 2009. Page 3 of 3 CITY OF ROSEMEAD Approved by: Chris Marcarello Deputy Public Works Director Attest: Al � M -)&J -C4 Gloria Molleda City Clerk ' [INSERT NAME OF CONTRACTOR] Reviewed and Accepted by Contractor: gnature Name P Paw 124�1- a Title ] q a9 Date Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: September 9, 2009 LAWRENCE R. MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 TEL 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626) 307-9218 fax rfaiardo@cityofrosemead.org email for the following services: Landscape Architectural for the following project: Walnut Grove Underpass Construction Documents located the western side (Caltrans owned parcels) of north and south slopes and median along Walnut Grove Avenue at the Interstate 10 Rosemead, California Dear Mr. Fajardo: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Construction documents, including: A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details 2. Technical specifications Rosemead W alnulGroveConstr2.doc Fee: $ 4,200.00 Fee Schedule: Due upon 50% completion of construction documents: $ 2,000.00 Due upon 100% completion of construction documents: $ 2,200.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting SerXrence—R��os�,-P�r—eside—nt—�— ices a LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A; License 41201 Date: 9// 1 Roscmead WalnutGroveConstrldoc Zaelardo, Associate Civil Engineer CITY OF ROSEMEAD Date: B7//S /D `l ACORD„ CERTIFICATE OF LIABILITY INSURANCE REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, OAT 9' PRODUCER (818)249-1144 FAX: (818)957-3931 Russ Humphreys and Associates 1812 W. Olive Ave Burbank CA 91506 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURERA: The American Ins. Co. PDALTEYMMF�DNYE INSURERB:Re ublic Indemnity of Cal INSURER C: INSURER D' INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING AN REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. A E H H NR AI ADD'L INSRID TYPE OF INSURANCE POLICY NUMBER PDALTEYMMF�DNYE POLICY MMIIDDIYY EXPIRATION LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 PREMISES ETo .E.NTED $ 100,000 X COMMERCIAL GENERAL LIABILITY rA X CLAIMS MADE FX I OCCUR AZC80813525 3/15/2009 3/15/2010 MED EXP An one rs $ 10,000 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENL AGGREGATE LIMIT APPLIES PER: PRODUCTS - CCMP/OP AGO $ 4,000,000 X POLICY JE LOC AUTOMOBILE AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ 2,000,000 (Ea acralent) BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2009 3/15/2010 BODILY INJURY $ (Per accident) X X HIRED AUTOS NON-OWNEDAUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ADD S ANY AUTO AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH OCCU PENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ $ DEDUCTIBLE $ RETENTION B WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNERI6%ECUTIVE 006572-18 06/25/2009 06/25/2010 X It WSTATu- OTH- T CRV /MIT E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEES 1,000,000 OFFICERIMEMBER EXCLUDED? If yes, dascnba under SPECIALPROVISIONSbelow (proof only) - E.L. DISEASE -POLICY LIMIT $ 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLE&/EXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The following certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached £orm #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 30 day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk Rafael Fajardo 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001108) IN Cn'lS ,n.nono_ SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO 00 SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE AUTHORIZED REPRESENTATIVE Nancy Grimshaw/NLG ® ACORD CORPORATION 1988 MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY September 16, 2009 Lawrence R. Moss, President Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd. Glendale, CA 91208 Dear Gentleman: Posesocad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 C11' ,402 Letter of Agreement for Walnut Grove Beautification Project -Eastern Side This letter shall be our Agreement regarding the landscape architectural design described below ("Services") to be provided by Lawrence R. Moss & Associates, a Corporation ("Contractor") as an independent contractor to the City of Rosemead for the City's Walnut Grove Beautification Project ("Project"). The Services to be provided include the following: prepare construction documents including planting plan, irrigation plan, planting and irrigation details, technical specifications and project cost. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at the not to exceed amount of four thousands two hundred dollars ($4,200.00). Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its Lawrence R. MOSS & Associates September 16, 2009. Page 2 of 3 elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City, shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by January 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. MOSS & Associates September 16, 2009. Page 3 of 3 CITY OF ROSEMEAD [INSERT NAME OF CONTRACTOR] Approved by: Chris Marcarello Deputy Public Works Director Attest: lona Molleda City Clerk Reviewed and Accepted by Contractor: 'Signature /ttv yfts5e*�- ame rge2l T— Title V1 401 at Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement LAWRENCE R. MOSS ASLA 3 ASSOCIATES INC Date: September 9, 2009 3458 OCEAN VIEW 51 Vo GLENDALE, CA 912-3 TEL 818 248-5200 FAX 818 248-6574 CALIF LICENSE4L.01 This agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfa0ardo0,cityofrosemead.org email for the following services: Landscape Architectural for the following project: Dear Mr. Fajardo: Walnut Grove Underpass Construction Documents located at the eastern side (City owned parcels) of north and south slopes and median along Walnut Grove Avenue at the Interstate 10 Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Constriction documents, including: Rosemead WalnutGroveConstr.doc A. Planting Plan B. Irrigation Plan C. Planting and Irrigation Details 2. Technical specifications Fee: $ 4,200.00 Fee Schedule: Due Upon 50% completion of construction documents: $ 2,000.00 Due upon 100% completion of construction documents: $ 2,200.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits during construction, if requested, shall be charged for at the rate of $135.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Te �eement for Consulting --Services:- -- awrence R. Moss, President ael Fajardo, Associate Civil Engineer LAWRENCE R. MOSS AND ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A; License #1201 Date: q11 �`0 Date: D S� l 6 /O q Rosemead W alnutGroveConstr.doc ACORD CERTIFICATE OF LIABILITY INSURANCE 9/16/20 9' PRODUCER (818)249-1144 FAX: (818)957-3931 Russ Humphreys and Associates THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA 91506 INSURERS AFFORDING COVERAGE NAIC # INSURED Lawrence R. Moss 6 Associates, Inc. INSURERA:The American Ins. Co. 3458 Ocean View Blvd INSURER B: Republic Indemnity of Cal INSURER C' INSURER D: INSURER E: Glendale CA 91208 nVicl THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. A E S SH A E N E IM . /NSR Al SRDA TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DDM)DATE POLICY EXPIRATION MMIDOIYY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 DAMAGE PREMISES TO RENTED ccrrence $ 100 , 000 X COMMERCIAL GENERAL LIABILITY MED EXP (Ann, one bera.0 $ 10,000 A X CLAIMS MADE OCCUR AZC80813525 3/15/2009 3/15/2010 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - CMPIOP AGO $ 4,000,000 -PR X POLICY EC LOG AUTOMOBILE LIABILITY ANYAUTO COMBINED SINGLE LIMIT $ 2,000,000 (Ea accident) BODILY INJURY (Par Person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2009 3/15/2010 BODILY INJURY $ (Peracaden0 X X HIREDAUTOS NON-0WNED AUTOS PROPERTY DAMAGE $ (Par acaden0 GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANYAUTO AUTO ONLY: AGG $ EXOESSAIMBRELLA LIABILITY - EACH CCUR N $ AGGREGATE $ OCCUR F-1 CLAIMS MADE $ DEDUCTIBLE Is RETENTION B WORKERS COMPENSATION AND 006572-18 06/25/2009 06/25/2010 X WCSTATU OTH- TORY LIMIT E.L. EACH ACCIDENT $ 1,000,000 EMPLOYERS' LIABILITY ANY PROPRIETOWPARTNERJEXECUTIVE E.L. DISEASE - EA EMPLOYEE$ 1,000,000 OFFICERIMEMBER EXCLUDED? it yes, descnbe under SPECIAL PROVISIONS below only) E.L. DISEASE - POLICY LIMIT $ 1,000,000 OTHER -(proof DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The following certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk Rafael Fajardo 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001/08) IMCn94m,na, ne_ SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE AUTHORIZED REPRESENTATIVE Nancy Grimshaw/NLG O ACORD CORPORATION 1988 tEK1L- MAYOR: MARGARET CLARK MAYOR PRO TEM: GARY TAYLOR COUNCIL MEMBERS: SANDRA ARMENTA POLLY LOW STEVEN LY September 16, 2009 Lawrence R. Moss, President Lawrence R. Moss & Associates, Inc. 3458 Ocean View Blvd. Glendale, CA 91208 Dear Gentleman: fific� Poscmcad 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 C10204 Letter of Agreement for Garvey Avenue Resurfacing Project -Design Monument This letter shall be our Agreement regarding the landscape architectural design described below ("Services") to be provided by Lawrence R. Moss & Associates, a Corporation ("Contractor") as an independent contractor to the City of Rosemead for the City's Garvey Avenue Resurfacing Project ("Project"). The Services to be provided include the following: prepare construction documents for monument signage. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed at the not to exceed amount of four thousands five hundred dollars ($4,500.00). Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Lawrence R. MOSS & Associates September 16, 2009. Page 2 of 3 Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation, coverage for such employees, which meets all requirements of state law. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by January 31, 2010, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. [signatures on next page] Lawrence R. MOSS & Associates September 16, 2009. Page 3 of 3 CITY OF ROSEMEAD Approved by: Chris Marcarello Deputy Public Works Director Attest: loria Molleda City Clerk [INSERT NAME OF CONTRACTOR] Reviewed and Accepted by Contractor: Signature Name Title Date Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: September 14, 2009 This agreement is made between: and the Client: for the following services: for the following project: Dear Mr. Fajardo: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax Mr. Rafael Fajardo Associate Civil Engineer City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2151 telephone (626)307-9218 fax rfaiardo(iDcitvofrosemead.or: email Landscape Architectural Garvey Avenue Resurfacing Project Design Monument Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: 1. Construction documents for: A. Monument signage for City of Rosemead B. Planting Plan for Triangle Park C. Irrigation Plan for Triangle Park D. Planting and Irrigation Details RosemeadG arveyR esurfacingl doc 2. Technical specifications for Triangle Park Fee: $4,500.00 Fee Schedule: Due upon 50% completion of preliminary design Due upon 100% completion of preliminary design: S 2,000.00 $ 2,500.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Additional revision(s) beyond those described above shall be charged for at the rate of 5135.00 per hour. 2. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terns of Agreement for Consulting Services'2 wrence R. Moss, President _,,-9afael Fajardo, Associate Civil Engineer LAWRENCE R. MOSS AND ASSOCIATES, CITY OF ROSEMEAD INC. A.S.L.A: License #1201 Date: y'/L'�d7 RosemeadGarveyR esurfacingldoc Date: ACORD CERTIFICATE OF LIABILITY INSURANCE DATE 9/16/2009' PRODUCER (818)249-1144 FAX: (818)957-3931 Russ Hum hre s and Associates P Y 1812 W. Olive Ave Burbank CA 91506 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED Lawrence R. MOSS & Associates, Inc. 3458 Ocean View Blvd Glendale CA 91208 INSURERA:The American Ins. Co. INSURER B: Republic Indemnity of Cal INSURER C: NSURER D: INSURER E: THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING AN REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. GREG \TE LIMITS SHOWN MAYHAVE BEE I REDUCED BY PAID INSR AOD'L INSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MMIDDNY POLICY EXPIRATION DATE MMIDONV LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 PREMISES Ea RENTED PR $ 100,000 X COMMERCIAL GENERAL LIABILITY A X CLAIMS MADE OCCUR AZC80813525 3/15/2009 3/15/2010 MED EXP An one rson $ 10,000 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG $ 4,000,000 Fx-]POLICYF—1 JEC LOC AUTOMOBILE LIABILITY ANY AUTO COMBINED SINGLE LIMIT $ 2,000,000 (Ea accitlent) BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2009 3/15/2010 BODILY INJURY $ (Per acadenl) X X HIRED AUTOS NON-0WNEDAUTOS PROPERTY DAMAGE $ (Per acadenl) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO AUTO ONLY: AGO S EXCESS/UMBRELLA LIABILITY EACH OCCURPENCE $ OCCUR CLAIMS MADE AGGREGATE $ 8 $ DEDUCTIBLE $ RETENTION $ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR,PARTNER/EXECUTIVE 006572-18 06/25/2009 06/25/2010 XI WC STATUS OTH. TORY LIMITER E. L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE$ 11000,000 OFFICER/MEMBER EXCLUDED? B yes, describe ander SPECIAL PROVISIONS below ( roof only) E.L. DISEASE - POLICY LIMIT E 1,000,000 OTHER DESCRIPTION OF OPERATIONSILOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS The following certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #AB9189 8-07 and required by contract). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk Rafael Fajardo 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001/08) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LWBILDY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE 9ancy Grimshaw/NLG O ACORD CORPORATION 1988 0 Lawrence R. Moss and Associates, Inc. A.S.L.A. Revised Agreement Date: February 18, 2009 LAWRENCE R MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE CA 91208 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This revised agreement from the Lawrence R. Moss and Associates, Inc. A.S.L.A. agreement dated February 5, 2009 is 3458 Ocean View Boulevard made between: Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax and the Client: Mr. William Ornelas Public Services Manager City of Rosemead 8301 East Garvey Avenue Rosemead, California 91770 (626) 569-2292 telephone (626)569-2299 fax wornelasncityofrosemead.or email for the following services: Landscape Architectural for the following project: Ramona Beautification Project North Rosemead, California Dear Mr. Ornelas: We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: PHASE I - CONCEPTUAL DESIGN AND DESIGN DEVELOPMENT The initial purpose of this phase is to establish design parameters and Client objectives relating to project image, level of desired landscape treatment and budget parameters. Once a clear design direction has been determined, the conceptual plan will be further refined to a point whereby the preparation of construction drawings may begin. Services will include: I. Meetings with Client and confirmation of requirements and standard to be utilized in the design. 2. Inventory of conditions existing on-site, including, but not limited to utilities, orientations, sun and shade,conditions, grading, and overall site measurements. 3. Research materials and meet with Client to review design alternatives. Develop a preferred option incorporating design and budget input from Client. RosemeadRamona4.doc LANDSCAPE ARCHITECTURE 0 4. Prepare presentation materials for City Council approval: a. Conceptual Design Board b. Plant palette board 5. Prepare cost estimate based on selected project elements: PHASE It - CONSTRUCTION DOCUMENTS As authorized by the Client, and upon approval of the preliminary plans, LRM will develop the necessary drawings and technical specifications for submittal to all local agencies prior to construction. We shall: I. Prepare all base layout sheets for landscaped areas. 2. Prepare one (1) set of wet -stamped and signed construction documents on mylar for hardscape, planting, and irrigation (Five sheets total). 3. Prepare technical specifications responding to local conditions. 4. Prepare a final detailed cost estimate. 5. Plan corrections as result of plan review. FEE: $7,700.00 FEE SCHEDULE: I Due upon completion of conceptual design and design development: $1500.00 Due upon 100% completion of construction documents on mylar and submittal: $4,200.00 The following shall not be considered part of the above fee and will be charged for as noted: Additional revision(s) beyond those described above shall be charged for at the rate of $135.00 per hour. 2. Site visits, if requested, shall be charged for at the rate of $135.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. 4. Soil testing, if requested, will be billed separately and is not a part of listed fee. RosemcadRamons-0.doe ! 0 TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terns. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreeme Consulting Services: Lawrence R. Moss, President William Ornelas, Public�Services Manager LAWRENCE R. MOSS AND ASSOCIATES, PUBLIC SAFETY SERVECES INC. A.S.L.A: License #1201 CITY OF ROSEMEAD Date: �d /'ol 0 � Date: RosemeadRamona4.doc IDDI ACORD,,6/7.8_CERTIFICATE OF LIABILITY INSURANCE OA EIMM200099 PRODUCER (818)249-1144 FAX: (618)957-3931 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA INSURERS AFFORDING COVERAGE NAIC N _91506 INSURED Lawrence R. Moss S Associates __-INSURER.AFThe American Ins. Co. 3458 Ocean View Blvd gIn�1c1.�._�g Y��y7�'+="R1.Republic Indemnity o7- Cal _ Glendale CA 91P08 o nnnn NSURF-R D (USURER E. I jull t L LuwJ THE POLICIES OF INSURANCE LISTED BELO HAVE BEEN ISSUED TO 'fHE INSl1RED NAMED" HOVE FOR THE POLICY PERIOD INDICA TED. IJOTWITHSTANDINLi ANY REQUIREMENT. TERM OR CONDITION OF CppI�,lyo�y,,yy+'C.1 PR;07fAm.ngQ ;Ujv1Fr_Ta VJ�jH. ES' ECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OF: MAY PERTAIN, THE INSURANCE AFFORDED OV THE POLI -IE$. DD SQRIBED.HEREIN. IS., U5J2CT`I: AL THE TERMS, CXCLL'SIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE IMI FG H VVN MAY HAVEBEE REDUCED 8Y PAID CLAIMS INSR LTR ADD'L INSRDI TYPE OF INSURANCE IL �� ROLlC1 N11MBF-ROATE•teMMIDONY POLICY EFFECTIVE POLICY EXPIRATION DATE MMIDDNY) LIMITS --r AZC80813525 A X �f_I� GENERAL LIABILITY Y}I COMMERCIAL GENERAL LIABILITY CLAIMS MADE LX7 OCCUR 3/15/2009 3!'1512010 C ACH nCCURRB..r I IAJF L]11 HTED PIif M�tiF yla �_� _ ___2,000,000 9 100,000 MED_<t y0 EP=A PFRSONAL X ADV INJURY g _ 10,000 $— 2, 000, 000 1I $ 4,000,000 Ij 4_GENLAGGPER X� POLICY I JFCT LOC _CENERALAGGREGAIF RODlICTO-GOMPIOPA G 8_ 4000,000 A AUTOMOBILE LIABILITY ANY AUTO �'LowNEO AUTOS AzC80813525 3J15/2009 I 3/15/2010 COMBINE❑SINGLE LIMIT' FIJVPINEO _ IIY INP RY ¢ 2,000,000 SCHEDULED AUTOS o.c X HIFE(I AUTOS _— X rJON-ONMED AtI?US (Per an::rienp �S PHOPElt 11 DAMAGE (Per ai ,ioonp GARAGE LIABILITY NJ I O UNI Y - EA ACCIDC-N T fJ UltHR 1L,N VAACC_------ ANY AUTO AION!Y UD EXCESSFiMBREL. LA LIABILITY EAO_IIgsQLjFRENC E_-__ $ _] OCCUR C-� CLAIMS MADE AjGREGAIF S $ DEDUCTIBLE $ $ - _FFIENTION $ WORKERS COMPENSATION AND EMPLOYERSLIABILITY ANY PROPRIETORTARTNERIEXFCUTIVE 006572-10 06/25! 2009 05!25 /2010 X TVRV LI III O�R F.. L. EACH. ACCIDENT $ 1,000,000 IA - O'/EB D SEEA EMPL .". 1, 000,000 OFFICERIMEMBER EXCLUDED" It.I_ Yes. descnbc L InticL SPECIAL PROVISIONS bel., (proof only) -EL _F___ ELDIIiFASF- POLICY LIMP 3 I,000,000 OTHER � � DESCRIPTION OE OPERA TIONSILOCATIONSNEHICI_ESIEXCLUSIONS ADDEO BY ENDORSEMENTISPECIAL PROVISIONS The foll.ow:Lng certificate holder is included as an additional insured on this policy with respects to onerat,ons performed by the named insured (as stipulated per attached form #AB9189 B-07 and required by contract.). *30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. (626)307-9218 City of Rosemead City Clerk Attn: Gloria Molleda 8838 E. Valley Blvd Rosemead, CA_ 91.770 ACORD 25 (2001108) INS025 mioei oaa TION SHOULD ANY OF THIF ABOVE' DESORIBEU POLICIES BE CANCELLED BEFORE THF EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MNL 10 DAYS WRITTEN NOTICE TO THE CERTIFGATE. HOLDER NAMED TU THE LEFT. BUT' FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KING UPON THE AUTHORIZED REPRESENTATIVE C ACORD CORPORATION 9988 w,� I of :➢ AC—ORD- CERTIFICATE OF LIABILITY INSURANCE a --( 7DATE(M M/DD/09 /16/ 2009 PRODUCER (303) 756-9909 FAX: (303)756-88 HIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ----^--"'--� •� M Keller -Lowry Insuranc€YIh@�� J NLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE ]HOLDER.THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1777 S Harrison St #700 - .-� n �Zj!;yLlLTER avF`�Y �k' THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # Denver C 802 0 INSURED {II JUL IN URERA. James River Insurance CO 12203 INs RERB. IINs RERC Lawrence R. Moss S As5ociates;_Inc._--- 3458 Ocean View -Blvd CITY Ci-,�'.R t5 O F.i IC INARER D: INSURER E' Glendale rnVici THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN 15 SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADD` TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM/DD/YY POLICY EXPIRATION DATE MM/OD/YY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE TO RENTED PREMISES Ea occurrerest S - - S— - - - - COMMERCIAL GENERAL LIABILITY - - - - - - - - MED EXP (Any one erson $ CLAIMS MADE ❑ OCCUR PERSONAL 8 ADV INJURY $ GENERAL AGGREGATE $ GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS- COMPfOPAGG S PRO- POLICY F7 JECT I I LOC AUTOMOBILE LIABILITY ANYAUTO COMBINED SINGLE LIMIT (Ea accident) $ BODILY INJURY (Per person) $ ALL OWNED AUTOS SCHEDULED AUTOS BODILY INJURY (Per accident) $ HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ ANY AUTO AUTO ONLY: AGG $ EXCESS/UMBRELLA LIABILITY EACH 0 CURRENCE $ OCCUR FICLAIMS MADE AGGREGATE $ $ $ DEDUCTIBLE RETENTION WORKERS COMPENSATION AND '_MPLOYERS'LIABILITY W", ATU- OTH- -_ ANY PROPRIETOWPARTNEREXECUTIVE E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ OFFICERIMEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below E. L. DISEASE - POLICY LIMIT $ A OTHER PROFESSIONAL 000053065 7/12/2009 7/12/2010 PER AGGREGATE $2,000,000 LIABILITY PER OCCURRENCE $1,000,000 DED $10,000 DESCRIPTION OF OPERATIONS/LOCATIONSNEHICLESIEXCLUSIONS ADDED BY ENDORSEMENTISPECIAL PROVISIONS CERTIFICATE HOLDER CANCELLATION (626)307-9218 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE City of Rosemead, City Clerk EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL Attn; Ericka Hernandez - 6636 E. Valley 30 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT Rosemead, CA 917701770 , FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE _ T Sibelius, CIC/TMH �- ACORD 25 (2001108) INS025 (o1D8)A8a C ACORD CORPORATION 1988 Page 1 of 2 ACORD„ CERTIFICATE OF LIABILITY INSURANCE 2/1372009' PRODUCER (818)249-1144 FAX: (818)957-3931 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION Russ Humphreys and Associates ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR 1812 W. Olive Ave ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. Burbank CA 91506 INSURERS_AFFQRPING COVERAGE NAIC # INSURED Lawrence R. Moss & Associates, Inc. INSURER A'. The a J11 an" . `Cul. 3458 Ocean View Blvd INSURER 8: �.� ... 7 l!1 inR INSURER C'. INSURER D: i{ Glendale CA 91208 INSURER E: 1 rnVFRAr,PR 4 I I IES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE NG THE TF EWITH TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT RE8 ECi'TG wN1CF1'fitt3'C�1i1N-AY�'M U D ORSMAY PIERTANN, REQUIREMENT, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMg,-VEXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMI H WN MAY HAVE BEEN REDUCED BY PAIDCLAIMS. INSR LTR ADD'L INSR TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE MM/DDIVV POLICY EXPIRATION DATE MMIDD/YY LIMITS GENERAL LIABILITY EACH OCCURRENCE $ 2,000,000 PRMAGE TO RENTED EMSES Ea oodd,endei S 100,000 X COMMERCIAL GENERAL LIABILITY A X CLAIMSMADE OCCUR AZC80813525 3/15/2009 3/15/2010 MED EXP (Any oneperson) $ 10,000 PERSONAL B ADV INJURY $ 2,000,000 GENERAL AGGREGATE $ 4,000,000 GENT AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGO $ 4.000,000 X POLICY JECT LOC AUTOMOBILE LIABILITY MYAUTO COMBINED SINGLE LIMIT 0 Ea accident) $ 2,000,000 BODILY INJURY (Per person) $ A ALL OWNED AUTOS SCHEDULED AUTOS AZC80813525 3/15/2009 3/15/2010 BODILY INJURY $ (Per accident) X X HIRED AUTOS NON -OWNED AUTOS PROPERTY DAMAGE $ (Per accident) GARAGE LIABILITY AUTO ONLY - EA ACCIDENT $ OTHER THAN $ ANYAUTO AUTO ONLY: AGG $ EXCESSIUMBRELIA LIABILITY EACH OCCURRENCE $ OCCUR CLAIMS MADE AGGREGATE $ $ $ DEDUCTIBLE $ RETENTION WORKERS COMPENSATION ANDTW RSTAT - OE H- EMPLOVERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE E.L. EACH ACCIDENT $ E.L. DISEASE - EA EMPLOYEE $ OFFICERIMEMBER EXCLUDED? yes, tle under SPECIAL PROVISIONS below SPRO EL DISEASE -POLICY LIMIT S OTHER DESCRIPTION OF OPERATIONS/LOCATIONSA/EHICLES/EXCLUSIONS ADDED BY ENDORSEMENT/SPECIAL PROVISIONS The following certificate holder is included as an additional insured on this policy with respects to operations performed by the named insured (as stipulated per attached form #1LB9189 8-07 and required by contract). +30 day notice of cancellation, except 10 day notice of cancellation for non-payment of premium. CERTIFICATE HOLI (626)307-9218 City of Rosemead City Clerk Attn: Gloria Molleda 8838 E. Valley Blvd Rosemead, CA 91770 ACORD 25 (2001/08) Inlcrnc,,,. no,. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 10 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT. BUT FAILURE TO 00 SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE AUTHORIZED REPRESENTATIVE 4ancy Grimshaw/NLG 0 ACORD CORPORATION 1988 Pane l n( � ABC MultiCover - AB 9189 08 07 This endorsement modifies insurance provided under the following: American Business Coverage Your policy is broadened and clarified as follows: 1. Non Employment Discrimination Liability Unless Personal Injury or Advertising Injury is excluded from this policy: A. Section DI - Definitions, Item 17. Personal Injury is amended to include: f. Discrimination B. Section III - Definitions, Item 2. Advertising Injury is amended to include: e. Discrimination C. Section III - Definitions is amended to in- clude: 30. Discrimination means the unlawful treat- ment of individuals based on race, color, ethnic origin, gender, religion, age, or sexual preference. D. Section D - Liability Coverage, Part H. Ex- clusions, Item i.p Personal Injury or Adver- tising Injury is amended to include: (11) Arising out of discrimination directly or indirectly related to the past employ- ment, employment or prospective em- ployment of any person or class of persons by any insured; or (12) Arising out of discrimination directly or indirectly related to the sale, rental, lease or sub -lease or prospective sale, rental; lease or sub -lease of any dwelling, permanent lodging, or premises by or at the direction of any insured; or (13) Arising out of discrimination, if insurance thereof is prohibited by law; or (14) Fines, penalties, specific performance, or injunctions levied or, imposed by a go- vernmental entity, or governmental code, law, or statute because of discrimination. 2. Blanket Additional Insured Section H - liability Coverage, Part I. Who Ill An Insured, Item 2. is amended to include: f. Any person or organization that you are re- quired by a written insured contract to include as an insured, subject to all of the following provisions: (1) Coverage is limited to their liability aris- ing out of: (a) the ownership, maintenance or use of that part of the premises, or land owned by, netted to, or leased to you; or (b) your ongoing operations performed for that insured; or (c) that insured's financial control of you; or (d) the maintenance, operation or use by you of equipment leased to you by such persons) or organization(s); or This Form must be attached to Change Endorsement when issued atter the policy is written. One of the FGrernaa's Fund Insurance Companies as named in the policy Se,Xt,y A10w li[ f � 40C_o President t AB9199 t-07 Page 1 of 6 ( i a i Eli S n t5 0 (e) a state or political subdivision per- assumption of liability in a contract mit issued to you. or agreement. This exclusion does not apply to liability for damages (2) Coverage does not apply to any occur- that the vendor would have in the fence or offense: absence of the contract or agree - (a) which took place before the exe- went; cution of, or subsequent to the b. Any express warranty unauthorized completion or expiration of, the by you; written insured contract, or c. Any physical or chemical change in (b) which takes place after you cease to the product made intentionally by be a tenant in that premises. the vendor, (3) With respect to architects, engineers, or d. Repackaging, unless unpacked solely surveyors, coverage does not apply to the purpose of inspection, dem- Bodily Injury, Property Damage, Per Bodily onstrafor testing, the subsns Injury or Advertising Injury arising er tutiontiof lotion of parts under instructions out of the rendering or the failure to from the manufacturer, and then re - render any professional services by or for packaged in the original container. you including: (a) The preparing, approving, or failing e. Any failure to make such in. to prepare or approve maps, draw- spections, adjustments, tests or ser- ings, opinions, reports, surveys, vicing as the vendor has agreed to change orders, designs or specifica- make or normally undertakes to tions; and make in the usual course of busi- ness, in connection with the distrib- (b) Supervisory, inspection, or engi- ution or sale of the products; neering services. f. Demonstration, installation, servic- If an Additional Insured endorsement is attached ing or repair operations, except such to this policy that specifically names a person or operations performed at the vendor's organization as an insured, then this coverage does premises in connection with the sale not apply to that person or organization. of the product; 3. Blanket Additional Insured for Vendors g. Products which, after distribution sale you, have been labeled or Unless the Products -Completed Operations Haz- rt re d used as a part relabeled and is excluded from this Section II - U- p°�' ie othecontr ter, or ingredient of any other thing or ability Coverage, Part I. Who Is an Insured, Item substance by or for the vendor. 2. is amended to include: g Any vendor but only with respell to Bodily 2 . Thus insurance does not apply to any in - Injury or Property Damage arising out of your hosureperson or organization, from w whom you have acquired such products, products which are distributed or sold in the r any ingredient, part or container, en• regular course of the vendor's business, sub- tering into, accompanying or containing t ject to the following additional exclusions: such products. 1. The insurance afforded the vendor does not apply to: If an Additional Insured -Vendors endorsement is attached to this policy that specifically names a a. Bodily Injury or Property Damage person or organization as an insured, then this for which the vendor is obligated to coverage does not apply to that person or organ - pay damages by reason of the ization. A89189 &a7 Page 2 of 6 4. 5. Blanket Waiver of Subrogation Section D - Liability Coverage, Part K. Liability and Medical Payments General Conditions, is amended to include: 6. Transfer of Rights of Recovery Against Oth- ers to us and Blanket Waiver of Subrogation a. If the insured has rights to recover all or pan of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair those rights. At our request, the insured will bring suit or transfer those rights to us and help us enforce them. b. If required by a written insured contract, we waive any right of recovery we may have against any person or organization because of payments we make for injury or damage arising out of your operations or your work for that person or organ- ization Broadened Named Insured Section H - liability Coverage, Pan L Who Is An Insured, Item 4. is replaced with: 4. All of your subsidiaries, companies, corpo- rations, firms, or organizations, as now or hereafter constituted, qualify as Named In- sured under this policy if. (a) you have the responsibility of placing in- surance for each such entity; and (b) coverage for the entity is not otherwise more specifically provided; and (c) the entity is incorporated or organized under the laws of the United States of America. But each entity is insured only while you own, during the policy period, a controlling interest in such entity of greater than 50% of the stock or assets. However. (a) Coverage under this provision is afforded only until the end of the policy period, or the 12 month anniversary of the policy inception date, whichever is earlier, (b) Coverage C does not apply to bodily in- jury or property damage that occuaed A69189 8.07 before you acquired or formed the or- ganiration; (c) Coverage C does not apply to personal injury or advertising injury arising out of an offense committed before you ac- quired or formed the organization 6. Medical Payments Unless Coverage D. Medical Payments is excluded from this policy: A. Section II -liability Coverage, Part H. Ex- clusions. xclusions, Item 2.f is replaced with: f. Included within the products -completed operations hazard. However, this exclu- sion does not apply to expenses for den- tal services. B. Section H - Liability Coverage, Part G. Cov- erage, Item 2., is amended to include: c. Coverage D. Medical Payments is pri- mary and not contributing with any other insurance, even if that other insur- ance is primary also. 7. Tenant's Legal Liability A. Section IH - liability Coverage, Part J. Li- ability and Medical Payments Lits of In- surance, Item 3. is replaced with. 3. The most we will pay under Coverage C - Liability for damages because of prop- erty damage to premises while rented to you, temporarily occupied by you with the permission of the owner, or managed by you under a written agreement with the owner a. arising out of any Covered Cause of Loss shall be the greater of: (1) $1,000,000; or (2) The Tenant's Legal Liability limit shown in the Declarations. 8. Chartered Aircraft Section H - Liahility Coverage, Coverage C, Part H. Exclusions, Item l.g. is amended to include: (5) An aircraft in which you have no ownership interest and that you have chartered with crew. Page 3 of 6 9. Coverage Territory Broadened Section III - Definitions, Item 5.a is replaced with: a The United States of America (including its territories and possessions), Puerto Rico, Ca- nada, Bermuda, the Bahamas, the Cayman Islands and the British Virgin Islands. 10. Broadened Advertising Injury Payments Definitions, Items 17.b., d. and e. are replaced with: b. Malicious prosecution or abuse of process; d. Oral, written, televised or videotaped publica- tion of material that slanders or libels a person or organization or disparages a person's or organizations goods, products or services; Unless Advertising Injury is excluded from this e. Oral, written, televised or videotaped publica- tion of material that violates a person's right o policy: i of privacy; cy; `�— A. Section III - Definitions, Item 2. is replaced 12. Broadened Personal or Advertising Injury i� 2. Advertising Injury means injury arising Unless Personal Injury or Advertising Injury is MW out of one or more of the following of- excluded from this policy, Section H - liability fenses: Coverage, Coverage C, Part H. Exclusions, Item Lp.(4) Exclusions is deleted in its entirety. a Oral, written, televised or videotaped publication of material that slanders 13. Fellow Employees Coverage or libels a person or organization or Section II - Liability Coverage, Part I. Who Is an disparages a person's or organza- Insured Item 2.a.(1) is amended as follows: a tion's goods, products or services; E o b. Oral, written, televised or videotaped Injury you or to a yce (1) Philo publication of material that violates employment, in se his or her employment, while in the course a person's right of privacy; d, or the spouse, child, fetus, embryo, house - brother, sister or any member of the house - c. Misappropriation of advertising hold of that employee or co -employee as a ideas or style of doing business; or consequence of such Personal Injury, or for any obligation to share damages with or repay d. Infringement of trademark, copy- someone else who must pay damages because right, title or slogan. of the injury; or B. Section II - Liability Coverage, Coverage C, 14. Mental Anguish Is Included in Bodily Injury Part H. Exclusions, Items l.p.(1) and (2) are replaced with: Section IH - Definitions, Item 4. is replaced with: (1) Arising out of oral, written, televised or 4. Bodily injury means bodily injury, sickness or N videotaped publication of material, if disease sustained by a person. It includes z done by or at the direction of the insured death or mental anguish which result at any with knowledge of its falsity; time from such physical harm, physical sick - ness or physical disease. Mental anguish me - (2) Arising out of oral, written, televised or ans any type of mental or emotional illness videotaped publication of material whose or disease. o fust publication took place before the beginning of the policy period; 15. Unintentional Failure to Disclose Hazards n O 11. Broadened Personal Injury Section H - Liability Coverage, Part K. Liability Unless Personal Injury is excluded from this pol- and Medical Payments General Conditions, is N icy, Section HI - Property, liability and Medical amended to include: U W Page 4 of 6 IA09ta9 � 6. Unintentional Failure to Disclose Hazards If you unintentionally fail to disclose any ha- zards existing at the inception date of your policy, we will not deny coverage under this Coverage Form because of such failure. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. 16. Supplementary Payments, Increase Limits Section H - liability Coverage, Part G. Coverage; Items lee. (2) and (4) are replaced with: (2) The cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to famish these bonds. (4) All reasonable expenses incurred by the m- sured at our request to assist us in the inves- tigation or defense of the claim or suit including substantiated loss of earnings up to $500 a day because of time off work. 17. Per Location Aggregate A. Section H - liability Coverage, Part J. Limits of Insurance, Item 4. is amended to include: The Aggregate Limit of Insurance applies se- parately to each location owned by you, rented to you, or occupied by you with the permission of the owner. B. Section III - Property, Liability and Medical Payments Definitions, is amended to include: 31. Location means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway, waterway or right-of- way of railroad. 18. Amended Duties in the Event of an Occurrence, Offense Claim or Suit Section H - Liability Coverage, Part K. Liability and Medical Payments General Conditions, Items 2a. and b. are replaced with: a. In the event of an occurrence, offense, claim, or suit, you must promptly notify us. Your duty to promptly notify us is effective when your executive officers, partners, members, or AB9I89 8-07 legal representatives are aware of the General Liability occurrence, offense, claim, or suit. Knowledge of an occurrence, offense, claim, or suit by other employee(s) does not imply you also have such knowledge. b. To the extent possible, notice to us should include: (1) How, when and where the occurrence or offense took place; (2) The names, addresses, and telephone numbers of any injured persons and wit- nesses; and (3) The nature and location of any injury or damage arising out of the occurrence, of- fense, claim, or suit. 19. Common Policy Conditions (AB 00 09 A 01 87), Part H. Other Insurance, Item 2. is replaced with: 2. Coverage C - Liability If other valid and collectible insurance is available to any insured for a loss we cover under Coverage C of this Coverage Part our obligations are limited as follows: a. The insurance provided under this policy is primary if you are required by a written insured contract to include any person or organization as an insured, but only with respect to that insured's liability arising out of the ownership, mainte- nance, or use of that part of the premises owned by or rented to you, or your work for that insured by or for you. Any other insurance available to that person or or- ganization is excess and noncontributory with this insurance, or, b. Except for the circumstance described in 2.a., above, the insurance provided under this policy is excess over any other Ii - ability insurance available to any insured whether such other insurance is written as primary, excess, contingent or any other basis. An exception applies when any insured specifically has purchased excess insurance to apply in excess of the limits of insurance shown in the Decla- rations of this Coverage Part for Cover- age C. Page 5 of 6 20. Damage to Invitees' Automobiles from Falling Trees or Tree Limbs - Limited Coverage The policy applies to direct physical damage to automobiles owned by invitees subject to all of the following: 1. Provided such damage originates from prem- ises owned, managed, leased or rented by an insured; 2. Coverage applies only to invitees of an in- sured or an insured's tenant; 3. Such damage is directly caused by wind -driven falling trees or tree limbs; 4. The most we will pay for any one loss is the lesser of the actual cash value of the damaged automobile as of the time of the loss; or the cost of repairing or replacing the damaged automobile with another automobile of like I 0 0 8 0 0 u kind and quality; subject to a limit of $25,000 in any one policy period; and S. This coverage is not subject to the General Liability General Aggregate Limit. 21. Expected or Intended Injury - Amendment to Ex- clusion SECTION 1. - 2. EXCLUSIONS a. Expected or Intended Injury, is replaced by the following: a. Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the insured. This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or prop- erty. All other terms and conditions of the policy apply. o AB9129 a-ar Page 6 of 6 • 0 f itch osemead 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 Lawrence R. Moss and Associates, Inc. A.S.L.A 3458 Ocean View Boulevard Glendale, California 91208 Dear Mr. Lawrence R. Moss and Associates, Inc. A.S.L.A: Letter of Agreement for Lawrence R Moss and Associates, Inc. A.S.L.A This letter shall be our Agreement regarding the Landscape Architectural Services described below to be provided by Lawrence R. Moss and Associates, Inc. A.S.L.A as an independent contractor to the City of Rosemead for the City's Ramona Boulevard Landscaping Project. The Services to be provided include the following: The Services to be provided are more particularly described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. [See Exhibit A]. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed [See Exhibit A]. However, unless expressly agreed to in writing in advance by the City, the cost to the City for the Services shall not exceed $7,500. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance' projects. If the Services are being performed as part of an applicable "public works' or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each A' E M S MAYOR: O F JOHN A, MAYOR PRO TEM: PRO JOHN NUNEZ AV COUNCILMEMSERS: MARGARET CLARK POLLY LOW GARY A. TAYLOR ogrowe. `M< September 3, 2008 f itch osemead 8838 E. VALLEY BOULEVARD • P.O. BOX 399 ROSEMEAD, CALIFORNIA 91770 TELEPHONE (626) 569-2100 FAX (626) 307-9218 Lawrence R. Moss and Associates, Inc. A.S.L.A 3458 Ocean View Boulevard Glendale, California 91208 Dear Mr. Lawrence R. Moss and Associates, Inc. A.S.L.A: Letter of Agreement for Lawrence R Moss and Associates, Inc. A.S.L.A This letter shall be our Agreement regarding the Landscape Architectural Services described below to be provided by Lawrence R. Moss and Associates, Inc. A.S.L.A as an independent contractor to the City of Rosemead for the City's Ramona Boulevard Landscaping Project. The Services to be provided include the following: The Services to be provided are more particularly described in the Scope of Services attached hereto as Exhibit A and incorporated herein by reference. [See Exhibit A]. Contractor shall perform all Services under this Letter of Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California, and consistent with all applicable laws. Contractor represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. Compensation for the above services shall be based on the actual amount of time spent in adequately performing the Services, and shall be billed [See Exhibit A]. However, unless expressly agreed to in writing in advance by the City, the cost to the City for the Services shall not exceed $7,500. Contractor is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance' projects. If the Services are being performed as part of an applicable "public works' or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Contractor agrees to fully comply with such Prevailing Wage Laws. City shall provide Contractor with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Contractor shall make copies of the prevailing rates of per diem wages for each A' Lawrence R. Moss and Associates, Inc. A.S.L.A 3458 Ocean View Boulevard Glendale, California 91208 September 3, 2008 Page 2 of 4 craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Contractor's principal place of business and at the project site. Contractor shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. Contractor shall provide proof of commercial general liability and automobile insurance to the City in amounts and with policies, endorsements and conditions required by the City for the Services. If Contractor is an employer or otherwise hires one or more employees during the term of this Project, Contractor shall also provide proof of workers compensation coverage for such employees, which meets all requirements of state law. If consultant is an engineer, designer or other type of professional for which professional errors and omissions insurance is appropriate, you may include the following sentence: Contractor shall also provide errors and omissions professional liability insurance appropriate to its profession in an amount, with conditions and for a term acceptable to the City. Invoices shall be submitted to the City monthly as performance of the Services progresses. City shall review and pay the approved charges on such invoices in a timely manner. Services on the Project shall begin immediately and be completed by upon 100% completion of construction of the work, unless extended by the City in writing. The City may terminate this Letter of Agreement at any time with or without cause. If the City finds it necessary to terminate this Letter of Agreement without cause before Project completion, Contractor shall be entitled to be paid in full for those Services adequately completed prior to the notification of termination. Contractor may terminate this Letter of Agreement for cause only. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers.] Lawrence R. Moss and Associates, Inc. A.S.L.A 3458 Ocean View Boulevard Glendale, California 91208 September 3, 2008 Page 3 of 4 Contractor warrants that the individual who has signed this Agreement has the legal power, right and authority to make this Agreement and bind the Contractor hereto. If you agree with the terms of this Letter of Agreement, please indicate by signing and dating two original agreements where indicated below and return both to the undersigned. Once the documents are fully executed, one original will be returned to you for your records. 0 0 EXHIBIT A Lawrence R. Moss and Associates, Inc. A.S.L.A. Agreement Date: August 1, 2008 This agreement is made between: and the Client: for the following services: for the following project: Dear Mr. Omelas: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818)248-6574 fax Mr. William Omelas Field Services Manager Public Safety Services City of Rosemead 8301 E. Garvey Avenue Rosemead, California 91770 (626) 569-2292 telephone (626) 569-2299 fax Landscape Architectural Ramona Boulevard Plantings along CalTrans wall Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include: PHASE I - CONCEPTUAL DESIGN AND DESIGN DEVELOPMENT The initial purpose of this phase is to establish design parameters and Client objectives relating to project image, level of desired landscape treatment and budget parameters. Once a clear design direction has been determined, the conceptual plan will be further refined to a point whereby the preparation of construction drawings may begin. Services will include: 1. Meetings with Client and confirmation of requirements and standard to be utilized in the design. Inventory of conditions existing on-site, including, but not limited to utilities, orientations, sun and shade conditions, grading, and overall site measurements. Soil testing to determine condition and soil recommendations will be completed by a sub - consultant and charged as an additional expense. Rosemeadit mona.doc L 4. Research materials and meet with Client to review design alternatives. Develop a preferred option incorporating design and budget input from Client. 5. Prepare presentation materials for City Council approval: a. `Before' and `After' photo renderings b. Plant palette board 6. _ Prepare cost estimate based on selected project elements. 7. Assist in researching grant funding opportunities. PHASE H - CONSTRUCTION DOCUMENTS As authorized by the Client, and upon approval of the preliminary plans, LRM will develop the necessary drawings and technical specifications for submittal to all local agencies prior to construction. We shall: Prepare all base layout sheets for landscaped areas. 2. Prepare construction documents for hardscape/planting plan(s), irrigation plan, and construction details as appropriate. 3. Prepare technical specifications responding to local conditions. 4. Prepare a final detailed cost estimate. 5. Plan corrections as result of plan review. FEE: $7,500.00 FEE SCHEDULE: Due upon completion of conceptual design and design development: $3,500.00 Due upon 100% completion of construction documents: $4,000.00 The following shall not be considered part of the above fee and will be charged for as noted: I. Revision(s) to any previously approved drawings shall be charged for at the rate of $135.00 per hour. 2. Site visits, if requested, shall be charged for at the rate of $135.00 per hour. 3. Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. 4. Soil testing will be billed separately and is not a part of listed fee. RosemeadRamona.doc Lawrence R. Moss and Associates 3458 Ocean View Boulevard Glendale, California 91208 September 3, 2008 Page 4 of 4 CITY OF ROSEMEAD Attest:, Gloria Molleda City Clerk 02/08 Document4 0 Inc. A.S.L.A LAWRENCE R. MOSS AND ASSOCIATES, INC. A.S.L.A Reviewed and Accepted by Contractor: 1 Lawrf- u- R. Moss Name lore,s 1, ate- Y) Title ,;4 �,. l8 200$' Dat TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Teytiis of re ment for Consulting Services: 1 Lawrence R. Moss, President Willi, LAWRENCE R. MOSS AND ASSOCIATES, PUBI INC. A.S.L.A; License #1201 CITY Date: 1 d ,/ Date: RosemeadRamona.doc SERVICES CITY OF ROSEMEAD PROFESSIONAL SERVICES AGREEMENT PARTIES AND DATE. This Agreement is made and entered into this 22nd day of May, 2008 by and between the City of Rosemead, a municipal organization organized under the laws of the State of California with its principal place of business at 8838 E. Valley Blvd., Rosemead, California 91770 ("City") and Lawrence R. Moss and Associates, Inc., A.S.L.A., a corporation, with its principal place of business at 3458 Ocean View Boulevard, Glendale, CA 91208 ("Consultant'). City and Consultant are sometimes individually referred to herein as "Party" and collectively as `Parties." 2. RECITALS. 2.1 Consultant. Consultant desires to perform and assume responsibility for the provision of certain professional services required by the City on the terms and conditions set forth in this Agreement. Consultant represents that it is experienced in providing landscape architectural design services to public clients, is licensed in the State of California, and is familiar with the plans of City. 2.2 Project. City desires to engage Consultant to render such services for the Garvey Park Master Plan project ("Project') as set forth in this Agreement. 3. TERMS. 3.1 Scope of Services and Term. 3.1.1 General Scope of Services. Consultant promises and agrees to furnish to the City all labor, materials, tools, equipment, services, and incidental and customary work necessary to fully and adequately supply the professional full service landscape architectural consulting services necessary for the Project ("Services"). The Services are more particularly described in Exhibit "A" attached hereto and incorporated herein by reference. All Services shall be subject to, and performed in accordance with, this Agreement, the exhibits attached hereto and incorporated herein by reference, and all applicable local, state and federal laws, rules and regulations. 3.1.2 Term. The term of this Agreement shall be from June 15, 2008 to October 31, 2008, unless earlier terminated as provided herein. Consultant shall complete the Services within the term of this Agreement, and shall meet any other established schedules and deadlines. 3.2 Responsibilities of Consultant. Lawrence R. Moss an Associates, Inc., A.S.L.A. • Page 2 of 11 3.2.1 Control and Payment of Subordinates; Independent Contractor. The Services shall be performed by Consultant or under its supervision. Consultant will determine the means, methods and details of performing the Services subject to the requirements of this Agreement. City retains Consultant on an independent contractor basis and not as an employee. Consultant retains the right to perform similar or different services for others during the term of this Agreement. Any additional personnel performing the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant shall pay all wages, salaries, and other amounts due such personnel in connection with their performance of Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: social security taxes, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. 3.2.2 Schedule of Services. Consultant shall perform the Services expeditiously, within the term of this Agreement, and in accordance with the Schedule of Services set forth in Exhibit `B" attached hereto and incorporated herein by reference. Consultant represents that it has the professional and technical personnel required to perform the Services in conformance with such conditions. In order to facilitate Consultant's conformance with the Schedule, City shall respond to Consultant's submittals in a timely manner. Upon request of City, Consultant shall provide a more detailed schedule of anticipated performance to meet the Schedule of Services. 3.2.3 Conformance to Applicable Requirements. All work prepared by Consultant shall be subject to the approval of City. 3.2.4 Substitution of Key Personnel. Consultant has represented to City that certain key personnel will perform and coordinate the Services under this Agreement. Should one or more of such personnel become unavailable, Consultant may substitute other personnel of at least equal competence upon written approval of City. In the event that City and Consultant cannot agree as to the substitution of key personnel, City shall be entitled to terminate this Agreement for cause. As discussed below, any personnel who fail or refuse to perform the Services in a manner acceptable to the City, or who are determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a threat to the safety of persons or property, shall be promptly removed from the Project by the Consultant at the request of the City. The key personnel for performance of this Agreement are as follows: Tori Kjer and Jaime Yamashita. 3.2.5 City's Representative. The City hereby designates the Parks and Recrecreation Director, or his or her designee, to act as its representative for the performance of this Agreement ("City's Representative"). City's Representative shall have the power to act on behalf of the City for all purposes under this Contract. Consultant shall not accept direction or orders from any person other than the City's Representative or his or her designee. Lawrence R. Moss anfAssociates, Inc., A.S.L.A. • Page 3 of 11 3.2.6 Consultant's Representative. Consultant hereby designates Lawrence R. Moss, or his designee, to act as its representative for the performance of this Agreement ("Consultant's Representative"). Consultant's Representative shall have full authority to represent and act on behalf of the Consultant for all purposes under this Agreement. The Consultant's Representative shall supervise and direct the Services, using his/her best skill and attention, and shall be responsible for all means, methods, techniques, sequences and procedures and for the satisfactory coordination of all portions of the Services under this Agreement. 3.2.7 Coordination of Services. Consultant agrees to work closely with City staff in the performance of Services and shall be available to City's staff, consultants and other staff at all reasonable times. 3.2.8 Standard of Care; Performance of Employees. Consultant shall perform all Services under this Agreement in a skillful and competent manner, consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Consultant represents and maintains that it is skilled in the professional calling necessary to perform the Services. Consultant warrants that all employees and subcontractors shall have sufficient skill and experience to perform the Services assigned to them. Finally, Consultant represents that it, its employees and subcontractors have all licenses, permits, qualifications and approvals of whatever nature that are legally required to perform the Services, including a City Business License, and that such licenses and approvals shall be maintained throughout the term of this Agreement. As provided for in the indemnification provisions of this Agreement, Consultant shall perform, at its own cost and expense and without reimbursement from the City, any services necessary to correct errors or omissions which are caused by the Consultant's failure to comply with the standard of care provided for herein. Any employee of the Consultant or its sub -consultants who is determined by the City to be uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat to the safety of persons or property, or any employee who fails or refuses to perform the Services in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant and shall not be re-employed to perform any of the Services or to work on the Project. 3.2.9 Laws and Regulations. Consultant shall keep itself fully informed of and in compliance with all local, state and federal laws, rules and regulations in any manner affecting the performance of the Project or the Services, including all Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable for all violations of such laws and regulations in connection with Services. If the Consultant performs any work knowing it to be contrary to such laws, rules and regulations and without giving written notice to the City, Consultant shall be solely responsible for all costs arising therefrom. Consultant shall defend, indemnity and hold City, its officials, directors, officers, employees and agents free and harmless, pursuant to the indemnification provisions of this Agreement, from any claim or liability arising out of any failure or alleged failure to comply Lawrence R. Moss Associates, Inc., A.S.L.A. • Page 4 of 11 with such laws, rules or regulations. 3.2.10 Insurance. 3.2.10.1 Time for Compliance. Architect shall maintain prior to the beginning of and for the direction of this Agreement insurance coverage as specified in Exhibit D attached to and part of this agreement. 3.2.11 Safety. Contractor shall execute and maintain its work so as to avoid injury or damage to any person or property. In carrying out its Services, the Contractor shall at all times be in compliance with all applicable local, state and federal laws, rules and regulations, and shall exercise all necessary precautions for the safety of employees appropriate to the nature of the work and the conditions under which the work is to be performed. Safety precautions as applicable shall include, but shall not be limited to: (A) adequate life protection and life saving equipment and procedures; (B) instructions in accident prevention for all employees and subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks, confined space procedures, trenching and shoring, equipment and other safety devices, equipment and wearing apparel as are necessary or lawfully required to prevent accidents or injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety measures. 3.3 Fees and Payments. 3.3.1 Compensation. Consultant shall receive compensation, including authorized reimbursements, for all Services rendered under this Agreement at the rates set forth in Exhibit C attached hereto and incorporated herein by reference. The total compensation shall not exceed sixty-six thousand dollars ($66,000) without advance written approval of the City Council's project manager. Extra Work may be authorized, as described below, and if authorized, will be compensated at the rates and manner set forth in this Agreement. 3.3.2 Payment of Compensation. Consultant shall submit to City a monthly itemized statement which indicates work completed and hours of Services rendered by Consultant. The statement shall describe the amount of Services and supplies provided since the initial commencement date, or since the start of the subsequent billing periods, as appropriate, through the date of the statement. City shall, within 45 days of receiving such statement, review the statement and pay all approved charges thereon. 3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any expenses unless authorized in writing by City. 3.3.4 Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, "Extra Work" means any work which is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the execution of VLawrence R. Moss aAssociates, Inc., A.S.L.A. • Page 5 of 11 this Agreement. Consultant shall not perform, nor be compensated for, Extra Work without written authorization from City's Representative. 3.3.5 Prevailing Wages. Consultant is aware of the requirements of California Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations, Title 8, Section 1600, et seq., ("Prevailing Wage Laws"), which require the payment of prevailing wage rates and the performance of other requirements on "public works" and "maintenance" projects. If the Services are being performed as part of an applicable "public works" or "maintenance" project, as defined by the Prevailing Wage Laws, and if the total compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in effect at the commencement of this Agreement. Consultant shall make copies of the prevailing rates of per diem wages for each craft, classification or type of worker needed to execute the Services available to interested parties upon request, and shall post copies at the Consultant's principal place of business and at the project site. Consultant shall defend, indemnify and hold the City, its elected officials, officers, employees and agents free and harmless from any claim or liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. 3.4 Accounting Records. 3.4.1 Maintenance and Inspection. Consultant shall maintain complete and accurate records with respect to all costs and expenses incurred underthis Agreement. All such records shall be clearly identifiable. Consultant shall allow a representative of City during normal business hours to examine, audit, and make transcripts or copies of such records and any other documents created pursuant to this Agreement. Consultant shall allow inspection of all work, data, documents, proceedings, and activities related to the Agreement for a period of three (3) years from the date of final payment under this Agreement. 3.5 General Provisions. 3.5.1 Termination of Agreement. 3.5.1.1 Grounds for Termination. City may, by written notice to Consultant, terminate the whole or any part of this Agreement at any time and without cause by giving written notice to Consultant of such termination, and specifying the effective date thereof, at least seven (7) days before the effective date of such termination. Upon termination, Consultant shall be compensated only for those services which have been adequately rendered to City, and Consultant shall be entitled to no further compensation. Consultant may not terminate this Agreement except for cause. 3.5.1.2 Effect of Termination. If this Agreement is terminated as provided herein, City may require Consultant to provide all finished or unfinished Documents and Data and other information of any kind prepared by Consultant in Lawrence R. Moss an'PAssociates, Inc., A.S.L.A. • Page 6 of 11 connection with the performance of Services under this Agreement. Consultant shall be required to provide such document and other information within fifteen (15) days of the request. 3.5.1.3 Additional Services. In the event this Agreement is terminated in whole or in part as provided herein, City may procure, upon such terms and in such manner as it may determine appropriate, services similar to those terminated. 3.5.2 Delivery of Notices. All notices permitted or required under this Agreement shall be given to the respective parties at the following address, or at such other address as the respective parties may provide in writing for this purpose: CONSULTANT: Lawrence R. Moss and Associates, Inc., A.S.L.A. CITY: 3458 Ocean View Boulevard Glendale, CA 91208 Attn: Larry Moss City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Parks & Recreation Director Such notice shall be deemed made when personally delivered or when mailed, forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to the party at its applicable address. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 3.5.3 Ownership of Materials and Confidentiality. 3.5.3.1 Documents & Data; Licensing of Intellectual Property. This Agreement creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense any and all copyrights, designs, and other intellectual property embodied in plans, specifications, studies, drawings, estimates, and other documents or works of authorship fixed in any tangible medium of expression, including but not limited to, physical drawings or data magnetically or otherwise recorded on computer diskettes, which are prepared or caused to be prepared by Consultant under this Agreement ("Documents & Data"). Consultant shall require all subcontractors to agree in writing that City is granted a non-exclusive and perpetual license for any Documents & Data the subcontractor prepares under this Agreement. Consultant represents and warrants that Consultant has the legal right to license any and all Documents & Data. Consultant makes no such representation and warranty in regard to Documents & Data which were prepared by design professionals other than Consultant or provided to Consultant by the City. City shall not be limited in any Lawrence R. Moss anVAssociates, Inc., A.S.L.A. • Page 7 of 11 way in its use of the Documents and Data at any time, provided that any such use not within the purposes intended by this Agreement shall be at City's sole risk. 3.5.3.2 Confidentiality. All ideas, memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other Documents and Data either created by or provided to Consultant in connection with the performance of this Agreement shall be held confidential by Consultant. Such materials shall not, without the prior written consent of City, be used by Consultant for any purposes other than the performance of the Services. Nor shall such materials be disclosed to any person or entity not connected with the performance of the Services or the Project. Nothing furnished to Consultant which is otherwise known to Consultant or is generally known, or has become known, to the related industry shall be deemed confidential. Consultant shall not use City's name or insignia, photographs of the Project, or any publicity pertaining to the Services or the Project in any magazine, trade paper, newspaper, television or radio production or other similar medium without the prior written consent of City. 3.5.4 Cooperation; Further Acts. The Parties shall fully cooperate with one another, and shall take any additional acts or sign any additional documents as may be necessary, appropriate or convenient to attain the purposes of this Agreement. 3.5.5 Attorney's Fees. If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party reasonable attorney's fees and all other costs of such action. 3.5.6 Indemnification. To the fullest extent permitted by law, Contractor shall defend, indemnify and hold the City, its officials, officers, employees, volunteers, and agents free and harmless from any and all claims, demands, causes of action, costs, expenses, liability, loss, damage or injury, in law or equity, to property or persons, including wrongful death, in any manner arising out of, pertaining to, or relating to any negligence, errors or omissions, recklessness, or willful misconduct of Contractor, its officials, officers, employees, agents, consultants, and contractors arising out of or in connection with the performance of the Contractor's Services, including without limitation the payment of all consequential damages, expert witness fees, and attorneys fees and other related costs and expenses. Contractor shall defend, at Contractor's own cost, expense and risk, any and all such aforesaid suits, actions or other legal proceedings of every kind that may be brought or instituted against City, its directors, officials, officers, employees, agents, or volunteers. Contractor shall pay and satisfy any judgment, award or decree that may be rendered against City or its directors, officials, officers, employees, agents, or volunteers, in any such suit, action or other legal proceeding. Contractor shall reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any and all legal expenses and costs incurred by each of them in connection therewith or in enforcing the indemnity herein provided. Contractor's obligation to indemnify shall not be restricted to Lawrence R. Moss Associates, Inc., A.S.L.A. • Page 8 of 11 insurance proceeds, if any, received by the City, its directors, officials officers, employees, agents, or volunteers. 3.5.7 Entire Agreement. This Agreement contains the entire Agreement of the parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings or agreements. This Agreement may only be modified by a writing signed by both parties. 3.5.8 Governing Law. This Agreement shall be governed by the laws of the State of California. Venue shall be in Los Angeles County. 3.5.9 Time of Essence. Time is of the essence for each and every provision of this Agreement. 3.5.10 City's Right to Employ Other Consultants. City reserves right to employ other consultants in connection with this Project. 3.5.11 Successors and Assigns. This Agreement shall be binding on the successors and assigns of the parties. 3.5.12 Assignment or Transfer. Consultant shall not assign, hypothecate, or transfer, either directly or by operation of law, this Agreement or any interest herein without the prior written consent of the City. Any attempt to do so shall be null and void, and any assignees, hypothecates or transferees shall acquire no right or interest by reason of such attempted assignment, hypothecation or transfer. 3.5.13 Construction; References; Captions. Since the Parties or their agents have participated fully in the preparation of this Agreement, the language of this Agreement shall be construed simply, according to its fair meaning, and not strictly for or against any Party. Any term referencing time, days or period for performance shall be deemed calendar days and not work days. All references to Consultant include all personnel, employees; agents, and subcontractors of Consultant, except as otherwise specified in this Agreement. All references to City include its elected officials, officers, employees, agents, and volunteers except as otherwise specified in this Agreement. The captions of the various articles and paragraphs are for convenience and ease of reference only, and do not define, limit, augment, or describe the scope, content, or intent of this Agreement. 3.5.14 Amendment; Modification. No supplement, modification, or amendment of this Agreement shall be binding unless executed in writing and signed by both Parties. 3.5.15 Waiver. No waiver of any default shall constitute a waiver of any other default or breach, whether of the same or other covenant or condition. No waiver, benefit, privilege, or service voluntarily given or performed by a Party shall give the other Party any contractual rights by custom, estoppel, or otherwise. Lawrence R. Moss anOssociates, Inc., A.S.L.A. • Page 9 of 11 3.5.16 No Third Party Beneficiaries. There are no intended third party beneficiaries of any right or obligation assumed by the Parties. 3.5.17 Invalidity; Severability. If any portion of this Agreement is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.5.1 S Prohibited Interests. Consultant maintains and warrants that it has not employed nor retained any company or person, other than a bona fide employee working solely for Consultant, to solicitor secure this Agreement. Further, Consultant warrants that it has not paid nor has it agreed to pay any company or person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift or other consideration contingent upon or resulting from the award or making of this Agreement. Consultant further agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic Interest with the City's Filing Officer as required understate law in the performance of the Services. For breach or violation of this warranty, City shall have the right to rescind this Agreement without liability. For the term of this Agreement, no member, officer or employee of City, during the term of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom. 3.5.19 Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer and it shall not discriminate against any subcontractor, employee or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination. Consultant shall also comply with all relevant provisions of City's Minority Business Enterprise program, Affirmative Action Plan or other related programs or guidelines currently in effect or hereinafter enacted. 3.5.20 Labor Certification. By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code which require every employer to be insured against liability for Worker's Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 3.5.21 Authority to Enter Agreement. Consultant has all requisite power and authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party warrants that the individuals who have signed this Agreement have the legal power, right, and authority to make this Agreement and bind each respective Party. 3.5.22 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. Lawrence R. Moss Associates, Inc., A.S.L.A. • Page 10 of 11 3.6 Subcontracting. 3.6.1 Prior Approval Required. Consultant shall not subcontract any portion of the work required by this Agreement, except as expressly stated herein, without prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement. Lawrence R. Moss Associates, Inc., A.S.L.A. • Page 11 of 11 CITY OF ROSEMEAD LAWRENCE R. MOSS AND ASSOCIATES, INC., A.S.L.A. By: 1t By: Name: L !4(1 le Y ►0 SS Attest:., U Title: -Pk 6S 1 -Pa/J T G oris Mol eda City Clerk (TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTR4CIQR REQUIRED for Approved as to Form: Garcia . _ . .. ; ityo r 02/08 Document 0 EXHIBIT A SCOPE OF SERVICES PHASE I — RESEARCH AND SITE ANALYSIS Phase I will include an assessment of existing conditions including an inventory of the location of park amenities and adjacent municipal facilities, park circulation, parking, views, park character, topography. Additionally, this phase will review for compliance of City codes and ordinances as well as accessibility guidelines. Key Activities Include: Meet with Client to review requirements and standards to be utilized in the planning process. 2. Acquire all data, base sheets and other studies and information relevant to the study areas, such as topographical and utility overlays (provided by the Client). 3. Identify and review relevant sections of codes and regulations relevant to the study area. 4. Develop a site plan with an inventory of existing conditions including, but not limited to, utilities, sun/shade conditions, grading, existing plant material and soil conditions. 5. Inventory of existing park amenities and their conditions including a. 20 t picnic structures b. Two (2) baseball diamonds c. Six (6) tennis Courts d. One (1) unofficial soccer field e. Parking f. Community buildings g. Play equipment h. Pool facility m. Signage n. Fencing o. Lighting p. Adjacent elementary school and desired facilities: 1. Maintenance yard 2. Teen center 3. Skate park 4. Boys and girls auditorium facility q. Two (2) maintenance buildings r. Concession stand/restroom facility s. Gymnasium 6. Compile finding from the site inventory into a site plan. PHASE II — COMMUNITY INVENTORY The emphasis of Phase II is to survey park users and staff to identify what is working with the current park configuration and what they would like to change. The emphasis of this phase is to identify community/park interest groups and their needs. This includes: meeting spaces, tai A-1 0 9 chi, playgroups, sports leagues, school groups, social clubs, park neighbors, the on-site preschool and any other community interests. Key Activities Include: Work with City and Park staff to identify community/park interest groups. 2. Plan and facilitate a thorough inventory of park users and facility staff including: a. Minimum of one (1), and a maximum of three (3) community meetings b. Minimum of two (2), an a maximum of four (4) meetings with park staff (including maintenance staff and any on-site staff) c. Park user surveys including a maximum of six (6) visits to park to conduct on site surveys of park users (weekdays, weekend and evenings) Compile results from meetings and surveys and present initial findings/recommendations to City staff. PHASE III — DEVELOP DRAFT MASTER PLAN During Phase III, the LRM team will work to address the ideas, values and needs identified by park staff and park users during the community survey. Additionally, the.team will evaluate various arrangements of the park facilities including the use of existing buildings, sports fields, playgrounds and parking and identify opportunities that emerged during the inventory phases. The team will compile documentation from the site inventory and community meetings into written and graphic formats. Key Activities Include: Review all information gathered during inventory phases and develop preferred options incorporating design and budget input from Client. 2. Based on community and City feedback from meeting define key park amenities and facilities. Document these in both written and graphic formats. 3. Prepare preliminary cost estimate based on selected project elements (master plan options). 4. Complete draft Master Plan. 5. Present draft Master Plan to applicable City staff. PHASE IV — DEVELOP FINAL MASTER PLAN Phase IV will focus on incorporating City input into a document that clearly presents all design recommendations for the future of Garvey Park. The Final Master Plan will also include a budget and a clear delineation of phasing for any future park work. Key Activities Include: Integrate feedback from City staff into the final written Master Plan document. 2. Prepare reproducible written document and colored presentation boards for presentation. A-2 0 0 3. Prepare a final detailed cost estimate and phasing plan. 4. Present findings to City staff and City Council. KEY PROJECT DELIVERABLES: Reproducible color Master Plan document in book format. The final document will be a comprehensive written summary detailing all findings from the park and community inventories and meetings. Additionally, the document will include any applicable graphics such as existing park layout and proposed park changes. 2. Presentation graphics for community meetings and final presentation to City Council. A-3 E EXHIBIT B SCHEDULE OF SERVICES Phase: June July August September Phase I: Phase: Il: ' Phase III: Phase IV: EXHIBIT C COMPENSATION FEE SCHEDULE Due upon completion of phase I: $ 9,900.00 Due upon completion of phase II: $16,500.00 Due upon completion of phase III: $23,100.00 Due upon completion of phase IV: $16,500.00 The following shall not be considered part of the above fee and will be charged for as noted: 1. Revision(s) to any previously approved drawings shall be charged for at the rate of $135.00 per hour. 2 Expenses including, but not limited to, printing, plotting, deliveries, etc. will be charged for at our cost. 3. Although there is no foreseen need for any subconsultant services, if required, their services shall be covered under a separate contract. C-1 :CII:3kd9] INSURANCE REQUIREMENTS Prior to the beginning of and throughout the duration of the Work, Consultant will maintain insurance in conformance with the requirements set forth below. Consultant will use existing coverage to comply with these requirements. If that existing coverage does not meet the requirements set forth here, Consultant agrees to amend, supplement or endorse the existing coverage to do so. Consultant acknowledges that the insurance coverage and policy limits set forth in this section constitute the minimum amount of coverage required. Any insurance proceeds available to City in excess of the limits and coverage required in this agreement and which is applicable to a given loss, will be available to City. Consultant shall provide the following types and amounts of insurance: Commercial General Liability Insurance using Insurance Services Office "Commercial General Liability" policy form CG 00 01 or the exact equivalent. Defense costs must be paid in addition to limits. There shall be no cross liability exclusion for claims or suits by one insured against another. Limits are subject to review but in no event less than $1,000,000 per occurrence. Business Auto Coverage on ISO Business Auto Coverage form CA 00 01 including symbol 1 (Any Auto) or the exact equivalent. Limits are subject to review, but in no event to be less that $1,000,000 per accident. If Consultant owns no vehicles, this requirement may be satisfied by a non -owned auto endorsement to the general liability policy described above. If Consultant or Consultant's employees will use personal autos in any way on this project, Consultant shall provide evidence of personal auto liability coverage for each such person. Workers Compensation on a state -approved policy form providing statutory benefits as required by law with employer's liability limits no less than $1,000,000 per accident or disease. Excess or Umbrella Liability Insurance (Over Primary) if used to meet limit requirements, shall provide coverage at least as broad as specified for the underlying coverages. Any such coverage provided under an umbrella liability policy shall include a drop down provision providing primary coverage above a maximum $25,000 self-insured retention for liability not covered by primary but covered by the umbrella. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. Policy shall contain a provision obligating insurer at the time insured's liability is determined, not requiring actual payment by the insured first. There shall be no cross liability exclusion precluding coverage for claims or suits by one insured against another. Coverage shall be applicable to City for injury to employees of Consultant, subconsultants or others involved in the Work. The scope of coverage provided is subject to approval of City following receipt of proof of insurance as required herein. Limits are subject to review but in no event less than $ [insert amount] per occurrence. Professional Liability or Errors and Omissions Insurance as appropriate shall be written on a policy form coverage specifically designed to protect against acts, errors or omissions of D-1 • C the consultant and "Covered Professional Services" as designated in the policy must specifically include work performed under this agreement. The policy limit shall be no less than $1,000,000 per claim and in the aggregate. The policy must "pay on behalf of" the insured and must include a provision establishing the insurer's duty to defend. The policy retroactive date shall be on or before the effective date of this agreement. Insurance procured pursuant to these requirements shall be written by insurers that are admitted carriers in the state of California and with an A.M. Bests rating of A- or better and a minimum financial size Vll. General conditions pertaining to provision of insurance coverage by Consultant. Consultant and City agree to the following with respect to insurance provided by Consultant: Consultant agrees to have its insurer endorse the third party general liability coverage required herein to include as additional insureds City, its officials, employees and agents, using standard ISO endorsement No. CG 2010 with an edition prior to 1992. Consultant also agrees to require all contractors, and subcontractors to do likewise. 2. No liability insurance coverage provided to comply with this Agreement shall prohibit Consultant, or Consultant's employees, or agents, from waiving the right of subrogation prior to a loss. Consultant agrees to waive subrogation rights against City regardless of the applicability of any insurance proceeds, and to require all contractors and subcontractors to do likewise. 3. All insurance coverage and limits provided by Contractor and available or applicable to this agreement are intended to apply to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations limits the application of such insurance coverage. 4. None of the coverages required herein will be in compliance with these requirements if they include any limiting endorsement of any kind that has not been first submitted to City and approved of in writing. 5. No liability policy shall contain any provision or definition that would serve to eliminate so-called "third party action over" claims, including any exclusion for bodily injury to an employee of the insured or of any contractor or subcontractor. 6. All coverage types and limits required are subject to approval, modification and additional requirements by the City, as the need arises. Consultant shall not make any reductions in scope of coverage (e.g. elimination of contractual liability or reduction of discovery period) that may affect City's protection without City's prior written consent. 7. Proof of compliance with these insurance requirements, consisting of certificates of insurance evidencing all of the coverages required and an additional insured endorsement to Consultant's general liability policy, shall be delivered to City at D-2 0 0 or prior to the execution of this Agreement. In the event such proof of any insurance is not delivered as required, or in the event such insurance is canceled at any time and no replacement coverage is provided, City has the right, but not the duty, to obtain any insurance it deems necessary to protect its interests under this or any other agreement and to pay the premium. Any premium so paid by City shall be charged to and promptly paid by Consultant or deducted from sums due Consultant, at City option. 8. Certificate(s) are to reflect that the insurer will provide 30 days notice to City of any cancellation of coverage. Consultant agrees to require its insurer to modify such certificates to delete any exculpatory wording stating that failure of the insurer to mail written notice of cancellation imposes no obligation, or that any party will "endeavor" (as opposed to being required) to comply with the requirements of the certificate. 9. It is acknowledged by the parties of this agreement that all insurance coverage required to be provided by Consultant or any subcontractor, is intended to apply first and on a primary, noncontributing basis in relation to any other insurance or self insurance available to City. 10. Consultant agrees to ensure that subcontractors, and any other party involved with the project who is brought onto or involved in the project by Consultant, provide the same minimum insurance coverage required of Consultant. Consultant agrees to monitor and review all such coverage and assumes all responsibility for ensuring that such coverage is provided in conformity with the requirements of this section. Consultant agrees that upon request, all agreements with subcontractors and others engaged in the project will be submitted to City for review. 11. Consultant agrees not to self -insure or to use any self-insured retentions or deductibles on any portion of the insurance required herein and further agrees that it will not allow any contractor, subcontractor, Architect, Engineer or other entity or person in any way involved in the performance of work on the project contemplated by this agreement to self -insure its obligations to City. If Consultant's existing coverage includes a deductible or self-insured retention, the deductible or self-insured retention must be declared to the City. At that time the City shall review options with the Consultant, which may include reduction or elimination of the deductible or selfinsured retention, substitution of other coverage, or other solutions. 12. The City reserves the right at any time during the term of the contract to change the amounts and types of insurance required by giving the Consultant ninety (90) days advance written notice of such change. If such change results in substantial additional cost to the Consultant, the City will negotiate additional compensation proportional to the increased benefit to City. 13. For purposes of applying insurance coverage only, this Agreement will be deemed to have been executed immediately upon any party hereto taking any D-3 steps that can be deemed to be in furtherance of or towards performance of this Agreement. 14. Consultant acknowledges and agrees that any actual or alleged failure on the part of City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on City nor does it waive any rights hereunder in this or any other regard. 15. Consultant will renew the required coverage annually as long as City, or its employees or agents face an exposure from operations of any type pursuant to this agreement. This obligation applies whether or not the agreement is canceled or terminated for any reason. Termination of this obligation is not effective until City executes a written statement to that effect. 16. Consultant shall provide proof that policies of insurance required herein expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Proof that such coverage has been ordered shall be submitted prior to expiration. A coverage binder or letter from Consultant's insurance agent to this effect is acceptable. A certificate of insurance and/or additional insured endorsement as required in these specifications applicable to the renewing or new coverage must be provided to City within five days of the expiration of the coverages. 17. The provisions of any workers' compensation or similar act will not limit the obligations of Consultant under this agreement. Consultant expressly agrees not to use any statutory immunity defenses under such laws with respect to City, its employees, officials and agents. 18. Requirements of specific coverage features or limits contained in this section are not intended as limitations on coverage, limits or other requirements nor as a waiver of any coverage normally provided by any given policy. Specific reference to a given coverage feature is for purposes of clarification only as it pertains to a given issue, and is not intended by any party or insured to be limiting or all- inclusive. 19. These insurance requirements are intended to be separate and distinct from any other provision in this agreement and are intended by the parties here to be interpreted as such. 20. The requirements in this Section supersede all other sections and provisions of this Agreement to the extent that any other section or provision conflicts with or impairs the provisions of this Section. 21. Consultant agrees to be responsible for ensuring that no contract used by any party involved in any way with the project reserves the right to charge City or Consultant for the cost of additional insurance coverage required by this agreement. Any such provisions are to be deleted with reference to City. It is not the intent of City to reimburse any third party for the cost of complying with these ME 0 requirements. There shall be no recourse against City for payment of premiums or other amounts with respect thereto. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the work performed under this agreement. City assumes no obligation or liability by such notice, but has the right (but not the duty) to monitor the handling of any such claim or claims if they are likely to involve City. D-5 0 Lawrence R. Moss and Associates, Inc. Agreement Date: May 3, 2006 LAWRENCE R MOSS ASLA & ASSOCIATES INC 3458 OCEAN VIEW BLVD GLENDALE, CA 91208 818 248-5200 FAX 818 248-6574 CALIF. LICENSE #1201 This Agreement is made between: Lawrence R. Moss and Associates, Inc. A.S.L.A. 3458 Ocean View Boulevard Glendale, California 91208 (818) 248-5200 telephone (818) 248-6574 fax and the Client: Mr. Andrew C. Lazzaretto, City Manager City of Rosemead 8838 East Valley Boulevard Rosemead, California 91770 (626) 569-2101 telephone - alazzaretto(a�c1 fax 626 307 92,18 tvofroseihead.ore email for the following services: for the following project: Dear Mr. Lazzaretto: Landscape Architectural Guidelines Valley Boulevard from Rosemead Boulevard to Muscatel Avenue Rosemead, California We shall provide landscape architectural design services in coordination with you and any other interested parties. Our scope of work will include and will be providing to the City as much as we can possibly do within the framework of this Agreement.: 1. Guidelines for Streetscapes — Pilot Project to be Rosemead Boulevard to Muscatel Avenue on.Valley Boulevard for submittal to you, City Staff, and any.other interested parties or agencies. 2. Develop look and feel of surrounding area on Valley. Boulevard. Rosemead.doc LANDSCAPE ARCHITECTURE • 3. Entrance Signage and Concepts 4. Downtown Revitalization Philosophy, including, but not limited to: a. Bus Stops b. Trees and Planting c. Paving d. Ingress and Egress e. Pedestrian and Civic Involvement f. Colors 5. City Design Review Input 6. Provide Initial Architectural Guidelines 7. Provide Initial Landscape Guidelines 8. Conceptual Design of Amphitheater and Town Center at City Hall and Library. 9. Estimated Costs Fee: Hourly, not to exceed $15,000.00, at the following rates: Principal: Senior Associate: Associate: Support: $110.00 per hour $100.00 per hour $95.00 per hour $ 45.00 per hour Payment will be made monthly based on work completed and invoiced within that period. The following shall not be considered part of the above fee and will be charged for as noted: 1. Revisions(s) to any previously approved drawings shall be charged for at the rate of $100.00 per hour. 2. Expenses including, but not limited to, printing, plotting, deliveries, etc. shall be charged for at our cost. Rosemead.doc TERMINATION This Agreement may be terminated by either party, upon written notice, should the other party fail substantially to perform in accordance with its terms. In the event of termination, Lawrence R. Moss and Associates shall be paid for services provided to the date of termination. APPROVED AND ACCEPTED in accordance with the General Terms of Agreement for Consulting Services: Lawrence R. Moss, President LAWRENCE R. MOSS AND ASSOC., INC. A.S.L.A. Date: hva4a- 3" 0 Ca Rosemead.doc C4 Andrew C. La City Manager CITY OF ROS AD Date: � 4c- � 0;?& O W