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CC - Item 4D - Approval of Professional Services Agreements for on-call Engineering Services S E M F O * '9 O f• ROSEMEAD CITY COUNCIL i civic PRIDE STAFF REPORT /NCORPORATED,o TO: THE HONORABLE MAYOR AND CITY COUNCIL FROM: JEFF ALLRED, CITY MANAGER 141 DATE: JULY 14, 2015 SUBJECT: APPROVAL OF PROFESSIONAL SERVICES AGREEMENTS FOR ON-CALL ENGINEERING SERVICES ' SUMMARY The City utilizes professional consultantservices for the design of major capital projects involving street, landscaping, transportation, and utility improvements. As the work load requires, staff will utilize these firms to perform design services, traffic engineering studies, public works inspection services, review of private development projects, geotechnical services, survey work, and special analyses. The attached on-call professional services agreements will continue to provide the City with the ability to obtain multiple bids for services on a project by project basis and help ensure efficient service delivery to the community. Staff Recommendation It is recommended that the City Council approve the professional services agreements with the attached engineering services firms to provide as needed on-call professional services and authorize the City Manager to execute the agreements. DISCUSSION On-call agreements allow staff to retain specialized services that are regularly needed for various projects. Fees for these services are set for a specific period of time and are typically adjusted annually to account for changes in the Consumer Price Index. Many cities utilize these types of agreements to help supplement City staff with additional expertise on large, detailed projects. Staff has worked with several firms to develop on- call agreements. The City's Capital Improvement Program budget includes several planned projects that will require specialized assistance, including grant-funded highway safety improvement projects, NPDES/Storm Water projects, landscaping/beautification projects and transportation projects, among others. On-call agreements allow staff to streamline the contracting process and expedite project delivery for projects. Having a pool of qualified consultants also allows staff to access competitive rates for professional services. ITEM NUMBER: T. City Council Meeting July 14,2015 Page2of2 City Council approval of this item will authorize staff to receive project proposals from one or more of the selected consultants. Based on the proposals received, staff will negotiate.a project agreement with the most qualified firm. The cost of these services will then be charged directly to specific project accounts. For recurring engineering functions (Traffic Commission support, NPDES compliance activities, regular public works permitting, etc.) the City will be able to use pre-approved rate. schedules to ensure prompt and efficient service delivery. Procurement of services under these on- call services agreements will continue to adhere to the City's purchasing guidelines. FINANCIAL REVIEW Costs for professional services will be based on the attached hourly rates for each consultant and negotiated with staff depending on the services provided. . These agreements do not commit the City to expending a specified amount for professional services, however, each on-call services agreement shall have a not to exceed value of $150,000.00 per fiscal year. Funding is provided through several sources — including transportation funds, grant funds, gas tax funds, and redevelopment bond proceeds. Prepared By: Submitted by: Sean Sullivan Matth w E. Hawkesworth Public Works Manager Assistant City Manager/ Acting Public Works Director Attachments: (1) Engineering Firm Listing (2) Rate Schedules (3) Professional Services Agreement ON-CALL ENGINEERING SERVICES FIRMS • CEG Engineering • CEJ Engineering • Elie Farah, Inc. • Infrastructure Engineers • JLS Engineering and Associates • L.J. LeBlanc • Pine Creek Landscaping • SCB Inspections • Transtech Engineers, Inc. • Willdan Engineering Scope of Services • Electrical Engineering • Civil Engineering • Survey • Public Works Inspection • Traffic Engineering • Grant Preparation/Administration • Transportation Planning • Project Management • Development Review • Landscape Design • Environmental/NPDES/Water Quality Engineering C E=G Engineering Inc. • • . . Consulting Engineers-Group 1543 W Garvey Ave N, #210,West Covina, CA 91790 TEL(626) 308-1268 FAX(626) 308-1216 • 2015 HOURLY RATE SCHEDULE The 2015 Hourly Rate Schedule for professional engineering services performed by CEG Engineering will be at the following rates: Principal Engineer $150.00/hour Senior Engineer $140.00/hour Project Manager $140.00/hour Construction Administration $120.00-$150.00/hour Design Engineer $120.00/hour CAD Operator $100.00/hour Clerical $75.00/hour • I:ICEG EngineeringlProject Proposalsl201512015 CEG HOURLY RATE.doix • CEJ ENGINEERS, INC. Effective July 1, 2015 to June 30, 2016 Hourly Rate Schedule ENGINEERING DIVISION SURVEYING DIVISION Principal Engineer 140.00 Senior Surveyor 140.00 Project Manager 130.00 Senior Survey Analyst 130.00 Senior Project Engineer 120.00 Survey Analyst II 115.00 Senior Engineer 110.00 Survey Analyst I 100.00 Associate Engineer 100.00 Survey Party Chief 105.00 Design Engineer 95.00 Field Party (Three) 190.00 Designer/CADD Drafter 90.00 Field Party (Two) 175.00 Clerical/Technical Aide 65.00 Field Party(One) 110.00 CONSTRUCTION MANAGEMENT/INSPECTION LANDSCAPE ARCHITECTURE Operations Manager 110.00 Senior Landscape Architect 105.00 Supervising Public Works Observer 100.00 Associate Landscape Architect 95.00 Construction Manager 110.00 Construction Engineer 85.00 REIMBURSABLE EXPENSES Reproduction Cost Subconsultant Services Cost plus 10% Automobile Transportation Current rate Delivery, Freight, Courier Cost Agency Fees Cost Commercial Travel / Subsistence Cost Additional billing classifications may be added to the above listing during the year as new positions are created.The above schedule is for straight time.Blueprinting, reproduction,messenger services,and printing will be invoiced at cost plus ten percent(10%).A subconsultant management fee of ten percent(10%)will be added to the direct cost of all subconsultant services to provide for the cost of administration,consultation,and coordination.Valid July 1,2015 thru June 30,2016, thereafter,the rates may be raised once per year to the value of change of the Consumer Price Index for the Los Angeles/Orange County area,but not more than five percent per year. Elie Farah, Inc. Cc uF notoradi%moil 1tAdam% 0411.3:i410 Civil arid Traffic Engineering Land Surveying&Construction Management RCE 42080,`IR.l 926,:LS 8258;,' QSD/QSP 21962,REB1095310 7 003 ll.ipv,ts,)a tJ1 vt..„(Amu*aa.`a^\cvniE 'dl '11 L tGig' iE - i l -00 ,iP14 MD-724T T VII) 6��11�ijfr.L t r limit '9�ti1 ii'a�iargC vCcco, n]` Way u W:IirG311 iir 6hlli.crou ; I III 1g 721s. 15 TITLE HOURLY RATE Principal Traffic Engineer/Principal Surveyor $115.00 Senior Transportation Engineer/Senior Surveyor $105.00 Traffic/Transportation Engineer $100.00 Project Engineer/Civil Engineer $95.00 Associate Engineer $90.00 Engineering Draftsperson/CADD $80.00 Engineering Aide/Technician/ $65.00 Project Administrator/Clerical $55.00 Word Processing $55.00 Survey Crew(1-man crew) $115.00 Survey Crew(2-man crew) $170.00 Traffic Counts: 24-hour ADT Count-per direction per day $100.00 Turning Movement Count-per 2-hr.period-One person Smaller Intersections $150.00 Turning Movement Count-per 2-hr.period-two persons- Large Intersections $300.00 Parking Occupancy. Count—per person-hour $50.00 Project expenses will be billed at cost plus ten percent for service and handling. Project expenses include project-related costs such as transportation, reproduction, postage, computer charges and subcontractor services. Hourly rates apply to travel as well as to working time. 1 of 1 Elie Farah, Inc 2014 HOURLY RATE SCHEDULE 4 INFRASTRUCTURE Aa of May 1, 2014 ENGINEERS Principal in Charge $185 Interim City Manager $185 Assistant/Deputy City.Manager $155 Civil Engineering I Program Management Project Manager $149 Project Director $165 Geo®Technical Engineer $139 Program Manager $139 Senior Engineer $129 Sr. Program Coordinator $100 Senior Plan Check Engineer $129 Program Assistant $69 Engineering Associate $98 Engineering Assistant $85. Municipal Engineering Support Engineering Technician $80 CAD Manager $119 City Engineer $149 CAD Operator $85 City Traffic Engineer $140 Deputy Engineer $129 Traffic Engineering Dep.City Traffic Engineer $135 �r Plan Checker $129 Principal Engineer $149 CIP Manager $129 Senior Traffic Engineer $129 Traffic Engineer $119 1 Building & Safety Plan Checker $105 — "m""r- Engineering Associate $98 Building Official $139 Engineering Assistant $85 Plan Check Engineer $130 Engineering Technician $79 Senior Building Inspector $89 Transit Planner $120 Building Inspector $79 Technician $69 I Surveying Clerical Project Manager $149 Survey Analyst $129 Organizer/Supervisor $95 Plan Checker(Subdivision a Survey Document) $129 Clerk Typist $69 Construction Management 'Other Charges Construction Manager $149 Delivery $65 Resident Engineer $129 Mileage $0.60/Mile Scheduler/Controller $98 Travel Cost+ 15% Senior Inspector $75 Reimbursements Cost+15% Inspector $69 Technician $70 Labor Compliance $79 Additional billing classifications may be added to the above list throughout the year as new positions are created. The above schedule is for straight time. Overtime will be charged at 1.5 times. Sundays and holidays are charged at 2.0 times the standard time. 181'5 E. Heim Ave Ste. 100. Orange, CA 9286'5. Tel (714)940-0100. Fax (714)940-U700. www.infeng.co JLS ENGINEERING& ASSOC. 1107 Hare Avenue Diamond Bar, CA 91789 (909) 598-5030 office (626) 705-4305 cell June 2, 2015 Mr. Sean Sullivan City of Rosemead Department of Public Works 8838 East Valley Boulevard Rosemead, CA 91770 Subject: Hourly rate for on-call service for fiscal year 2015-2016 Dear Mr. Sullivan: JLS Engineering is pleased to submit the hourly rates for on-call engineering services. Principal Engineering- $90.00 per hour Auto Cad Drafting- $50.00 per hour Administration Services - $40.00 per hour Thank you for considering JLS Engineering for the City's on-call engineering services. Should you have any questions, please feel free to contact me at(626) 705-4305. Sincerely Jose Loera, T.E. Principal Engineer May 10, 2015 Dear Mr. Fajardo, Reference is made to your request for proposal to provide on-call consulting services for the Public Works Engineering department of the City of Rosemead. In response to your request is the following proposal: It is proposed that all on-call consulting services be provided at an hourly rate of $140.00 per hour to be billed in increments of 0.1 hours for work done at our home office located in La Canada. When it is required to physically provide services at City Hall, time charged for such services shall include 0.5 hours travel time one-way from our home office in La Canada to City Hall in lieu of any mileage charges. It is further proposed, that a certificate of Liability Insurance be provided, for both Automobile Liability & Commercial Liability in the amount of $1,000,000, naming the City of Rosemead as additionally insured. All costs for providing and maintaining said insurance policies shall be considered as paid for as part of the hourly rate charged for services provided and no additional charges shall be due therefore from the City of Rosemead. Attached for your information and consideration is my current resume outlining my qualifications and experiences. Please note that should "expert witness" testimony or court appearances on behalf of the city of Rosemead be required, a separate proposal for those services shall be made available upon request should the need arise. It is proposed that invoices for services be presented at the end of each month for which services are provided and be due and payable thirty (30) days after presentation. Thank you for this opportunity to be of service, I look forward to working with you. Respectfull ubmitted, /1 Lucien J. Le anc 1200 Homewood Lane, La Canada, CA 91011 (818) 399-3802 (M) (818) 790-6359 Rosemead Proposal 2015 PINE CREEK LANDSCAPING STANDARD RATE SCHEDULUE EFFECTIVE JULY 1, 2015 —JUNE 30, 2016 CATEGORY HOURLY RATE Inspector $63 2973 Park Avenue San Bernardino, CA 92404 Telephone: (909) 534-1228 Email: grwilli(a�netscape.com SCB INSPECTIONS STANDARD RATE SCHEDULUE EFFECTIVE JULY 1, 2015 —JUNE 30, 2016 CATEGORY HOURLY RATE Inspector $63 Telephone: (626) 940-7413 Email: pwinspector64(c�gmail.com 3. STANDARD HOURLY RATES Page 3.1 TRANSTECH ENGINEERS, INC. STANDARD HOURLY RATES Effective thru 12/31/2015 Classification Hourly Rate Senior Engineer $155 j to $175 Project Manager $140 1 to $170 Project Engineer $140 ? to $160 Staff Engineer/Associate Engineer $120 to $145 CADD Designer $100 to $125 Sr. Planner $120 to $145 Associate Planner $100 to $120 Funds and Grants Manager $130 ' to $150 Funds Analyst $100 to $120 Transportation Analyst $130 to $160 Plan Checker $100 to $135 Construction Manager $150 to $170 Inspector, PW $115 to $135 Building Official $125 to $145 Inspector, Building $80 to $120 Engineering Technician $65 to $75 Building Technician $65 to $75 Administrative/Clerical $60 to $65 2-Man Survey Crew $275 Reimbursable direct expenses are billed at cost plus 5%. Fees are adjusted annually based on the Consumer Price Index (CPI) for the local County area in which the City is located for Cost of Living Adjustment. SOQ,ON-CALL ENGINEERING SERVICES TRANSTECH WILLDAN ENGINEERING Schedule of Hourly Rates Effective July 1, 2015 to June 30, 2016 I.,m__ ____.__r___ ._ENGINEERING ______ ________ ______s ? ________..__ LANDSCAPE ARCHITECTURE __ _ ______.__j Technical Aide $90.00 Assistant Landscape Architect 106.00 Drafter I 101.00 Associate Landscape Architect 122.00 Drafter II 106.00 Senior Landscape Architect 133.00 Senior Drafter 117.00 Principal Landscape Architect 155.00 GIS Analyst I 122.00 Principal Project Manager 185.00 GIS Analyst II 138.00 GIS Analyst III 155.00 1 ., _____._ ______ _BUILDING AND SAFETY _! Design Engineer I 122.00 Assistant Code Enforcement Officer 74.00 Design Engineer II 127.00 Plans Examiner Aide 80.00 Designer I 122.00 Assistant Construction Permit Specialist 90.00 Designer II 127.00 Construction Permit Specialist 85.00 Senior Design Engineer I 133.00 Code Enforcement Officer 85.00 Senior Design Engineer II 138.00 Assistant Building Inspector **101.00/116.00 Senior Designer 138.00 Senior Code Enforcement Officer 101.00 Associate Engineer 143.00 Senior Construction Permit Specialist 106.00 Design Manager 143.00 Supervising Construction Permit Specialist 111.00 Senior Design Manager 154.00 Building Inspector **111.00/116.00 Senior Engineer 154.00 Supervisor Code Enforcement 122.00 Supervising Engineer 165.00 Senior Building.Inspector 122.00 Program Manager 185.00 Plans Examiner 122.00 Project Manager 185.00 Supervising Building Inspector 133.00 City Engineer 185.00 Senior Plans Examiner 133.00 Principal Project Manager 185.00 Inspector of Record 149.00 Deputy Director 195.00 Deputy Building Official 149.00 Director 201.00 Plan Check Engineer 149.00 Principal Engineer 215.00 Building Official 155.00 Supervising Plan Check Engineer 155.00 i CONSTRUCTION MANAGEMENT - Principal Project Manager 185.00 Labor Compliance Specialist 101.00 Deputy Director 195.00 Labor Compliance Manager 127.00 Director 201.00 Utility Coordinator 133.00 Assistant Construction Manager 127.00 __ ,_._. _ �_.,rI _ PLANNING_ _ ':l 1:_.. ,,' ,J Construction Manager 154.00 Community Development Technician 90.00 Senior Construction Manager 160.00 Planning Technician 90.00 Project Manager 185.00 Assistant Planner 111.00 Deputy Director 195.00 Assistant Community Development Planner 111.00 Director 201.00 Associate Community Development Planner 122.00 Associate Planner 122.00 r INSPECTION SERVICES _ _ __ Senior Community Development Planner 138.00 Assistant Public Works Observer **106.00/ 116.00 Senior Planner 138.00 Public Works Observer **106.00/116.00 Principal Community Development Planner 155.00 Senior Public Works Observer 117.00 Principal Planner 155.00 Supervising Public Works Observer 127.00 Deputy Director 195.00 Director 201.00 ____ MAPPIPIG AND EXPERT SERVICES_ Survey Analyst I 106.00 L_ ADMINISTRATIVE _._ .__ ._, i Survey Analyst II 122.00 Computer Data Entry 69.00 Calculator I 106.00 Clerical 69.00 Calculator II 117.00 Word Processing 69.00 Calculator III 128.00 _ _ _ Senior Survey Analyst 138.00 Mileage reimbursement will be charged at the current Federal Supervisor-Survey&Mapping 160.00 guideline rate at the time of billing. Vehicles will be charged at a Principal Project Manager 185.00 monthly rate of$500.00. **Prevailing Wage Project, Use$116.00 Additional billing classifications may be added to the above listing during the year as new positions are created. Consultation in connection with litigation and court appearances will be quoted separately. The above schedule is for straight time.Overtime will be charged at 1.5 times,and Sundays and holidays,2.0 times the standard rates. Blueprinting, reproduction, messenger services,and printing will be invoiced at cost plus fifteen percent(15%). A sub consultant management fee of fifteen percent (15%)will be added to the direct cost of all sub consultant services to provide for the cost of administration,consultation,and coordination.Valid July 1,2014 thru June 30, 2015, thereafter, the rates may be raised once per year to the value of change of the Consumer Price Index for the Los Angeles/Orange County/Sacramento/San Francisco/San Jose area,but not more than five percent per year. E M F 5 Q O 4 9 O CIVIC PRIDE 101604:27-7 .ji 14r PORATED 199 PROFESSIONAL SERVICES AGREEMENT ON-CALL ENGINEERING SERVICES (CONSULTANT) 1. PARTIES AND DATE. This Agreement is made and entered into this day of , 20 (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 (Consultant) with its principal place of business at (Address) ("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 (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)services for the(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 (services) 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 (CONSULTANT) Page 2 of 10 and regulations. 3.1.2 Term: The term of this Agreement shall be from the Effective Date shown above to June 30, 2018 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 cannotagree 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. 3.2.5 City's Representative: The City hereby designates the Director of Public • (CONSULTANT) Page 3 of 10 Works, 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. 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. (CONSULTANT) Page 4 of 10 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 One Hundred Fifty Thousand Dollars ($ 150,000.00) per fiscal year. 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 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 (CONSULTANT) Page 5 of 10 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/ 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: (CONSULTANT) Page 6 of 10 CONSULTANT: (Contractor) (Address) (City, State, Zip) Attn: (Principal) Phone: (Contact) CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Director of Public Works Phone: (626) 569-2100 Fax: (626) 307-9218 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 (CONSULTANT) 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 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, 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. (CONSULTANT) 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 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 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. (CONSULTANT) Page 9 of 10 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. [Signatures on next page] (CONSULTANT) Page 10 of 10 CITY OF ROSEMEAD (CONSULTANT) By: By: Jeff Allred, City Manager Date Date Name: Attest: Title: City Clerk Date [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONSULTANT REQUIRED] Approved as to Form: By: Date Name: Rachel H. Richman Date City Attorney Title: (CONSULTANT) EXHIBIT A SCOPE OF SERVICES SEE REQUEST FOR PROPOSAL (RFP) AND CONSULTANT'S PROPOSAL A-1 (CONSULTANT) 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. B-1 (CONSULTANT) 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: 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 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. B-2 (CONSULTANT) 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. B-3 (CONSULTANT) 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 B-4 (CONSULTANT) 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. B-5