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2200 - KOA Corporation - Garvey Avenue Specific Plan - Traffic Analysis ec Aft M Cl 7 7 O 1 fit' ORATED 0'3'3 PROFESSIONAL SERVICES AGREEMENT GARVEY AVENUE SPECIFIC PLAN — TRAFFIC ANALYSIS (KOA CORPORATION) 1. PARTIES AND DATE. This Agreement is made and entered into this 2.9 day of 6r___„ 202b (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 KOA Corporation with its principal place of business at 1100 Corporate Center Drive, Suite 201, Monterey Park, CA 91754 ("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 traffic study 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 ongoing general public works and professional engineering services ("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 traffic study services necessary for the Project ("Services"). The Services and hourly rates are KOA CORPORATION Page 2 of 11 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 Effective Date shown above to June 30, 2017, 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, 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 Consultants 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 KOA CORPORATION Page 3 of 11 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 City 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 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 Mr. Brian Marchetti, or his/her 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. KOA CORPORATION Page 4 of 11 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. 3.2.10.1 Time for Compliance. Consultant shall maintain prior to the beginning of and for the entire duration of this Agreement an insurance coverage and policy 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 under this Agreement, as specified in the attached Consultant proposal (i.e., hourly rates, expenses, etc.), but not to exceed Five Thousand Two Hundred Dollars ($5,200.00) per fiscal year. Such payments shall be made on an as-needed basis as directed by the City. 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 KOA CORPORATION Page 5 of 11 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 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. KOA CORPORATION Page 6 of 11 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. 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: KOA Corporation 1100 Corporation Center Drive, Suite 201 Monterey Park, CA 91754 Attn: Brian Marchetti Tel: (323) 260-4705 CITY: City of Rosemead P.O. Box 399 Rosemead, CA 91770 Attn: Rafael M. Fajardo, P.E., City Engineer 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, KOA CORPORATION Page 7 of 11 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 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 other, 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. 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 or incident to any alleged acts, omissions or willful misconduct of Consultant, its officials, officers, employees, agents, consultants and contractors arising out of or in connection with the performance of the Services, the Project or this Agreement, including without limitation the payment of all consequential damages and KOA CORPORATION Page 8 of 11 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. 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. • KOA CORPORATION Page 9 of 11 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. 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. KOA CORPORATION Page 10 of 11 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] KOA CORPORATION Page 11 of 11 CITY OF ROSEMEAD KOA CORPORATION By: I3 12- ^av'�u.� `1 .z 1 .R0 t0 By: awl . L 1- 17-7,o l‘ Bill R. Manis, City Manager Date Date Name: - Mid)/ LIJ Attest: a. /2 ` ivo Title: P(e4olevt ity Clerk Date [If Corporation, TWO SIGNATURES, President OR Vice President AND Secretary, AND CORPORATE SEAL OF CONTRACTOR REQUIRED] By: Itet Name: Joel •nk}er Title: Seca:t4ri EXHIBIT A SCOPE OF SERVICES/ HOURLY RATES A-1 1100 Corporate Center Or..Suise 201 PPP KOA CORPORATION 260-47 Monterey Park,CA 9ns4 PLANNING a ENGINEERING c 323-260-4703 E 323-260-4705 www koacorporationsom June I,2016 Mr.Jonathan Wu, P.E. Public Works Manager City of Rosemead 8838 East Valley Boulevard Rosemead,CA 91770 Subject Proposal for Corridor Traffic Analysis—Garvey Avenue Corridor,Rosemead (KOA Corporation proposal M861144) Dear Mr.Wu: Thank you for requesting a proposal from KOA Corporation for the preparation of a Corridor Traffic Analysis for a limited segment of the Garvey Avenue corridor within the City of Rosemead. It is undo to d that this study would potentially provide mitigation measures that could be considered by the City of osemead for future implementation within this corridor, as part of a current Metro Call for Projects grant oject implementation effort andlor via long-term project contributions under the Specific Plan (to be completed and adopted). Under the Specific Plan effort, the mitigation measures recommended through this analysis may replace those included in the draft Specific Plan traffic study or may be included with feasible physical mitigation measures to fully mitigate impacts of that long-term plan. The draft Specific Plan traffic study, last modified on May 26,2016, identified significant impacts under the Realistic Land Use Plan scenario at the following six intersections: • San Gabriel Boulevard& Hellman Avenue • New Avenue&Garvey Avenue • Del Mar Avenue&Garvey Avenue • Kelburn Avenue&Garvey Avenue • San Gabriel Boulevard &Garvey Avenue • Walnut Grove Avenue&Garvey Avenue Mitigation measures within the draft Specific Plan included an increase in primary travel lanes on Garvey Avenue from four to six(total, both directions). This additional vehicle capacity is planned to be provided through a roadway reconfiguration funded by the Call for Projects source. Additional improvements were necessary for mitigation at the intersections of Del Mar Avenue/Garvey Avenue and San Gabriel Boulevard/Garvey Avenue, The analysis would focus on these two locations,to see if the identified additional physical improvements could be offset by corridor signal synchronization improvements. In order to properly analyze vehicle progression through multiple signalized Intersections,however,it is recommended that five intersections Including these two locations be examined in the analysis. The scope of work would build upon traffic counts, area projects, ambient growth, Intersection approach lane configurations and control, and other data collected and compiled for the Specific Plan traffic study effort. LOS ANGELES ONTARIO ORANGE SAN DIEGO SOUTH BAY KOA CORPORATION PLANNING & ENGINEERING KOA coordinated with you to define the major components and general breadth of the study. A scope of work and estimated fee for the study are provided below for review by City of Rosemead (Client). Scope of Work A Peak-period analysis will be conducted, using traffic data from the Specific Plan traffic study effort, for weekday a.m. and weekday p.m. periods, at five signalized corridor intersections. The future buildout-year analysis period will be defined by data from the Specific Plan. KOA requires that the City provide signal timing plans for the included intersections,to start the analysis after this proposal is authorized. B. KOA will use the Synchro software to examine level of service, queuing timing splits, corridor synchronization, etc Traffic counts from the traffic study will be applied to the analysis, at five signalized study Intersections. C. Impact standards defined by the City traffic study guidelines will be applied to the analysis, but the overall goal of the Plan will be to identify improvements that would bring Level of Service (LOS) values of E or F back by one value or more. The traffic analysis will also identify needed intersection improvements Including peak-hour parking restrictions, new swiped lane configurations, changes in phasing. timing, and synchronization, in anticipation of new corridor development and general long-term growth under the Specific Plan D. Any required mitigation measures will be analyzed at a planning-level of detail. Construction engineering drawings for such mitigations could be produced, if necessary, under an approved addendum to this scope of work If the benefits of the synchronization scheme allow for a removal of physical Intersection improvement measures from the Specific Plan mitigation package, these instances will be highlighted. E. The Traffic Analysis and Improvements Plan will be created that summarizes the traffic analysis efforts. KOA will provide a draft Plan for review by the City. KOA will then respond to one set of comments from the City and produce a final version for the Client and City. Concepts and Ideas will be shared with the City, throughout the extent of the Plan development, as solutions are developed by KOA. Coordination and Meetings KOA will coordinate with the City throughout the study effort as necessary. KOA has estimated that in-person meetings with the City will not be necessary for the completion of the analysis, other than one review meeting after the draft document is complete. Any additional meetings, if deemed necessary by the City, could be provided for on a time-and-materials basis acceptable to both the City and KOA. An hourly rate summary for applicable staff is provided within the fee section of this proposal. Proposal for Corridor Traffic Analysis-Garvey Avenue Corridor,Rosemead Page 2 Prepared for City of Rosemead 11861144 June 1,2016 pipKOA CORPORATION PLANNING& ENGINEERING Out of Scope Work Services rendered for out-of-scope work will be billed based on a negotiated maximum fee basis. Out-of-scope work generally Includes any requests for items not covered in the tasks defined in writing within this proposal and specifically indudes the following: • Collection/compilation of new traffic counts; • Collection of any area on-street parking demand data; • Preparation of cost estimates for improvement measures;and • Preparation of any civil/construction design plans Schedule Upon receiving an executed agreement, WA can complete a draft analysis summary document within two weeks of that date. Please note that KOA requires that the City provide signal timing plans for the Included intersections,to start the analysis after this proposal is authorized. KOA will respond to one full set of comments from the City on the study document. City comments, unless substantial, can be incorporated Into the report within two business days. Further revisions could require authorization of additional scope and fee by the City. Fee Estimate • KOA will perform the work specified in the work scope above for the fee described in the table below. TASKS FEE Synchro analysis setup $ 1,800 Operations and Improvements analysis $ 2200 Plan report—draft/final $ 1,200 TOTAL: $ 5,200 Any additional services required by Client would be initiated through written approval of a scope/fee addendum by the Client, using the following billing rates: • Principal Transportation Planner: $225/hour • Senior Transportation Planner: $195/hour • Associate Engineer/Planner: $125/hour • Assistant Planner: $100/hour KOA will bill the City by task and the percent of effort complete for major task groups. The lump sum budget is based upon the work scope and level of effort presented above and includes the cost of all related technical and administrative services. Receipt of a signed copy of this proposal and the requested deposit authorizes us to begin work. Proposal for Corridor Traffic Analysis—Garvey Avenue Corridor,Rosemead Page 3 Prepared for City of Rosemead MB61144 June I,2016 PIPKOA CORPORATION PLANNING A ENGINEERING The work scope is considered complete upon receipt of the final impact analysis report by the City. Any additional services requested after the defined tasks are complete will be considered as extra work and those fees will be negotiated prior to the start of work and will need to be secured in writing. If the work described within this letter is not authorized in 30 days, if changes occur in the work scope or level of effort, or if our work is suspended for more than 180 days due to any circumstances beyond the control of KOA, we reserve the right to revise the work scope, budget and schedule to reflect current conditions. Such revisions will be effected through mutually agreed upon amendments or modifications to this agreement. The proposal Is valid for 30 days and is subject to a 5%annual adjustment. Also, any individual tasks that are not authorized within 30 days of the date of this proposal are also subject to fee adjustments. Invoicing Invoices will be submitted monthly, based upon our estimated percentage of completion. Accounts are past due after 30 days. All work will be immediately stopped if any Invoice is unpaid for 60 days or more, and such delinquent invoice payments may be subject to a late payment penalty of 1.5 percent per month and/or turned over to a collections agency at our discretion. In any lawsuit brought to enforce the terms of this contract, the prevailing party shall be entitled to their reasonable attorneys fees. Termination The City or KOA may terminate this agreement by giving the other party ten days written notice of such termination. KOA shall receive fee payments from the City proportionate to the services completed as of the date of termination. The Client will be entitled to receive deliverables at the level of completion relative to the fee payments received by KOA. All outstanding valid invoices shall be paid to KOA. Insurance KOA Is fully able to meet the Insurance requirements of projects of this type. The firm has coverage in the following areas: Professional Liability($1 million per claim, $2 million aggrepte),Automobile Liability ($2 million) and General Liability ($5 million). Our Worker's Compensation coverage meets the insurance requirements of California State law. Project Manager Our proposed Project Manager for this project is Bran Marchetti, but may be subject to change. If you have any questions about this proposal and our scope of services, please contact us at(323)260-4703. Proposal for Corridor Traffic Analysis—Garvey Avenue Corridor,Rosemead Page 4 Prepared for City of Rosemead MB61144 June 1,2016 KOA CORPORATION PLANNING 3 ENGINEERING Authorization The signature below indicates acceptance of this proposal and authorization to proceed. Please return a signed copy of this form to our office. The City of Rosemead(Client)has carefully renewed this Sincerely proposal and hereby i dicateizes KOA the twrns and to commence work as Indicated within the terms and conditions of this proposal. Brian A. Marchetti,AICP 4 149: VP/Senior Transportation Planner / prr KOA CORPORATION Signature et4t775 ? CA.t/NO.f/ Name (Please Print) _kitt/if*? AC/siarrk ent illgnr'✓ fife (Please Print) Date Proposal for Corridor Traffic Analysis—Garvey Avenue Corridor, Rosemead Page 5 Prepared for City of Rosemead Meal 144 June 1,2016 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. 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 Million 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 B-1 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 B-2 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. 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 Consultant for the cost of additional insurance coverage required by this B-4 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 Accnro CERTIFICATE OF LIABILITY INSURANCE CATEImWnDIYYYY) 9/28/2016 THIS CERTIFICATE I5 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 he 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). CONTACT PRODUCER NAME Marie Swaney _ t Dealey, Renton&Associates PHONE n 626844-3070 IFAX Na __ 199 S Los Robles Ave Ste 540 E.mA — - - _- - Pasadena, CA 91101 ADDRESS.,mswaney @dealeyrenton.corn Lie#0020739 INSURER(S)AFFORDING COVERAGE , NAlcw INSURER RATravelers Property Casualty Co Of A _ 256]4 INSURED KOACORPOR INSURER e:Travelers Indemnity Co. of Connecti 125682 KOA Corporation INSURER cAmerican Automobile Ins. Co. 121849 1100 Corporate Center Dr#201 - Monterey Park. CA 91754 suRERD:ACE American Insurance Company _ `226fi7 323-260-4703 _INSURERE: __ . 1 _ I COVERAGES CERTIFICATE NUMBER:410433920 INSURER F 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 cONTRAC r OP OTHER DOCUMENT VNTH 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 CIAIMS. INSR _ _ ICY/YYYYI I POLICY EL GENERAL INSURANCE 840 POLICY NUMBER 'v) LIMITS LBR x COMMERCIAL GENERAL LIABILITY Y Y 60070751840 3/13/2016F 313/2017 DAMAOCCURR TED 51000000 I . PREMISES TO RENTED CLAIMS MADE X1 061]H I I . /E s e-currencel S1,000,000 X I Contractual Lau I pI=O EXP(Any one Demon) 510,000•K %CU Included sisSONAL&ACV INJURY 51.000.000 GENT AGGREGAie uMl APPLIES POP ''. GENERA_AGGREGATE $2,000,000 POLICY X I °co- 1 1:LOC PRODUCTS ONP/OPASS i$2,000,000 0 R. A AUTOMOBILE LIABILITY Y 1 Y BA2A439568 3/13/2016 3/13/2017 ' tY/MEINEU SINGLE LIMIT 51,000,000 _ �aace) _ X ANY AUTO POD!_in INJURY!Per person) S T,I,T�ti 3VTOEDi HOLLY HO _Y INJURY!Per auiden:l S I x HIREDAVios x NON-CANED I i PROPE?lY DAMAGE $ AUTOS (Per accident) 5_. B X UMBRELLA LIAB X DOCJR Y Y 6502075L840 3/13/2013 3/13/2017 EACH OCCU.RENCE _ $5,000,000 EXCESS LIAB I CLAIMS MADE AGGREGATE _ $5,000,000 DOD X l RETENTION S0 I 5 O I WORKERS COMPENSATION Y WZP81035047 19/19/2016 9/15/2017 X I GER 0 - I_ `OR AN EMPLOYERS'LIABILITY Y/NI - EO p NF - UTV —. I N/A E ACCIDENT 51000,000!OFFICER/MEMBER Mand RMy in EXCLUDED?R (fyya ch NHI - _ DISEASE EA EMPLOYES$1,000,000 DESCRIPTION Oa OPERAT ONS beam I I TL DISEASE-POLICY LIMIT 51,000,000 D ,Professional Debility 023631684011 3/13r2U16 3113/2017 $2,000000 Per Claim 'Claims Made Form I $7,000,000 Annual Aggregate DESCRIPTION OF OPERATIONS!LOCATIONS/VEHICLES ACORD ID1,Additional Remarks Sehedule,may be attached if more space is required) General Lability excludes claims arising out of the performance of professional services. Umbrella Policy is £ol:ow-form. '_o underlying GL/AUTO/employers Liabilityepolicies RE: KOA KJ261L44, Rosemead C r vey Ave Corridor Study -- The City of Rosemead named as additional insured as espeCLS general & auto li ability for claims arising from the operations of the an named insured as required per written contract or agreement. Coverage afforded the additional insured is primary and See Attached. . . CERTIFICATE HOLDER CANCELLATION 30 day NOC/10 day for nonpay of prem SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Rosemead THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Attn:Jonathan Wv,PW ACCORDANCE WITH THE POLICY PROVISIONS. 8838 E Valley Blvd Rosemead CA 91770 AUTHORIZED REPRESENTATIVE Obn Cy ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25(2014/01) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: KOACORPOR LOC#: ACORO ADDITIONAL REMARKS SCHEDULE Page I of AGENCY R rpo Deal M Dealey, Renton & Associates 110 Corporation 1100 Corporate Center Dr 42 01 POnCY NI1 M9 ER Monterey 03<, CA 9_J59 323 2 so 4705 CARRIER NAR CODE _I ErrEervE Dam- ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE non-contributory as respects to general liability coverage. Insurance coverage Icludes waiver of subrogation per the attached endorsement(s) . SSE CANCELLATION SECTION of Certificate far 30 Day Notice of Cancellation /10 Day for Non-Payrrent of Premium. ACORD 101 (2008/01) ©2008 ACORD CORPORATION. MI rights reserved. The ACORD name and logo are registered marks of ACORD POLICY NUMBER: SA2A439568 COMMERCIAL AUTO CA 20 48 10 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. DESIGNATED INSURED FOR COVERED AUTOS LIABILITY COVERAGE This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by this endorsement. This endorsement identifies person(s) or organization(s) who are "insureds" for Covered Autos Liability Coverage under the Who Is An Insured provision of the Coverage Form. This endorsement does not alter coverage provided in the Coverage Form. This endorsement changes the policy effective on the inception date of the policy unless another date is indicated below. Named Insured: KOA Corporation Endorsement Effective Date:3/13/2016 SCHEDULE Name Of Person(s)Or Organization(s): RE: KOA #J861144, Rosemead Garvey Ave Corridor Study -- The City of Rosemead Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Each person or organization shown in the Schedule is an "insured"for Covered Autos Liability Coverage, but only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Paragraph A.1. of Section II — Covered Autos Liability Coverage in the Business Auto and Motor Carrier Coverage Forms and Paragraph D.2. of Section I — Covered Autos Coverages of the Auto Dealers Coverage Form. CA 20 48 10 13 ©Insurance Services Office, Inc., 2011 Page 1 of 1 POLICY NUMBER: 68020I5L840 COMMERICAL GENERAL LIABILITY ISSUE DATE:9/28/2016 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED (ARCHITECTS, ENGINEERS AND SURVEYORS) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE NAME OF PERSON(S) OR ORGANIZATION(S): Caty of Rosemead Attn: Jonathan Wu, PW 8838 3 Valley Elvd Rosemead CA 91770 PROJECT/LOCATION OF COVERED OPERATIONS: RE: KOA #J661144, Rosemead Garvey Ave Corridor Study -- The City of Rosemead PROVISIONS A The following is added to WHO IS AN INSURED The insurance provided to such additional (Section II): insured is limited as follows: The person or organization shown in the Sched- ule above is an additional insured on this Cover- d. This insurance does not apply to the render- age Part, but only with respect to liability for bed- ing of or failure to render any "professional ily injury'', 'property damage" or 'personal injury services'. caused, in whole or in part, by your acts or omis- sions or the acts or omissions of those acting on e. The limits of insurance afforded to the add- your behalf: tional insured shall be the limits which you agreed in that'contract or agreement requir- a. In the performance of your ongoing oper- mg insurance" to provide for that additional ations; insured, or the limits shown in the Declarations for this Coverage Part, b. In connection with premises owned by or whichever are less. This endorsement does rented to you:or not increase the limits of insurance stated in the LIMITS OF INSURANCE(Section III) for C. In connection with your work and included this Coverage Part. within the 'products-completed operations hazard.' B. The following is added to Paragraph a. of 4 Other Insurance in COMMERCIAL GENERAL Such person or organization does not qualify as LIABILITY CONDITIONS(Section IV): an additional insured for"bodily injury'', "property However, if you specifically agree in a contract or damage"or"personal injury'for which that person agreement requiring insurance that, for the addi- or organization has assumed liability in a contract tional insured shown n the Schedule, the insur- or agreement ante provided to that additional insured under this CG D3 82 09 07 Pagel ©2007 The Travelers Companies,Inc. Includes the copyrighted material of Insurance Services Office Inc.,with its permission COMMERICAL GENERAL LIABILITY Coverage Part must apply on a primary injury" arising out of your work" on or for the basis, or a primary and non-contributory project, or at the location, shown in the basis, this insurance is primary to other Schedule above, performed by you, or on insurance that is available to such additional your behalf, under a "contract or agreement insured which covers such additional insured requiring insurance' with that additional as a named insured, and we will not share insured. We waive these rights only where with the other insurance, provided that: you have agreed to do so as part of the "contract or agreement requiring insurance' (1) The "bodily injury" or "property damage" with that additional insured entered into by for which coverage is sought occurs; you before, and in effect when, the "bodily and injury' or "property damage" occurs, or the "personal injury" offense is committed. (2) The"personal injury" for which coverage is sought arises out of an offense D. The following definition is added to committed; DEFINITIONS (Section V): after you have entered into that "contract or "Contract or agreement requiring insurance" agreement requiring insurance' for such means that part of any contract or additional insured. But this insurance still is agreement under which you are required to excess over valid and collectible other include the person or organization shown in insurance, whether primary, excess, the Schedule as an additional insured on contingent or on any other basis, that is this Coverage Part, provided that the "bodily available to the additional insured when the injury' and "property damage" occurs, and additional insured is also an additional the "personal injury" is caused by an offense insured under any other Insurance. committed' C. The following is added to Paragraph 8. a. After you have entered into that contract Transfer Of Rights Of Recovery Against or agreement; Others To Us in COMMERCIAL GENERAL LIABILITY CONDITIONS (Section IV): b While that part of the contract or agreement is in effect; and We waive any rights of recovery we may have against the additional insured shown in c. Before the end of the policy period. the Schedule above because of payments we make for "bodily injury', "property damage'or"personal CG D3 82 09 07 Page 2 ©2007 The Travelers Companies, Inc. includes the copyrighted material of Insurance Services Office Inc.,with its permission Workers' Compensation and Employers' Liability Insurance Policy Waiver of Our Right to Recover From Others Endorsement - California WC 04 03 06 If the following information is not complete, refer to the appropriate Schedule attached to the policy. Insured:KOA Corporation Policy Number WZP81035047 Producer: Dealey, Renton& Associates Effective Date 9/19/2016 Schedule Person or Organization Job Description City of Rosemead RE: KOA #JB61144, Rosemead Garvey Ave Attn: Jonathan Wu, PW Corridor Study -- The City of Rosemead 8838 E Valley Blvd Rosemead CA 91 /70 Additional Premium % We have the right to recover our payments from any- You must maintain payroll records accurately segre- one liable for an injury- covered by this policy. We gating the remuneration of your employees while cn- will not enforce our right against the person or gaged in the work described in the Schedule_ organization named in the Schedule. (This agreement applies only to the extent that you perform work The additional premium for this endorsement shall be under a written contract that requires you to obtain the percentage, as shown in the Schedule applicable this agreement from us.) to this endorsement, of the California workers' compensation premium otherwise due on such remuneration. Authorized Representative WC040306 COMMERCIAL AUTO Pal. icy $BA2A939561 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following. BUSINESS AUTO COVERAGE FORM GARAGE COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorse- required of you by a written contract executed ment, the provisions of the Coverage Form apply prior to any "accident" or "loss", provided that the unless modified by the endorsement. "accident" or "loss" arises out of the operations Paragraph 5. Transfer of Rights Of Recovery contemplated by such contract. The waiver ap- Against Others To Us of the CONDITIONS section plies only to the person or organization desig- is replaced by the following sated in such contract. 5. Transfer Of Rights Of Recovery Against Oth- ers To Us We waive any right of recovery we may have against any person or organization to the extent CA T3 40 08 08 'a 2009 The Travelers Companies, Inc. Page 1 of 1 • Policy #BA2A439368 Auto insurance always follows the car, not the owner. Thus the vehicle owner's insurance is always primary.Below are the excerpted paragraphs from the ISO Business Auto Coverage form which explains the coverage_ Section II Liability Coverage, A. Coverage, 1. Who Is An Insured, c. anyone liable for the conduct of an "insured"described above but only to the extent of that liability Section IV Business Auto Conditions, B. General Conditions, 5. Other Insurance c. Regardless of the provisions of Paragraph a. shove, this Coverage Form's Liahility Coverage is primary for any liability assumed under an"insured contract"_ Section V Definitions, II. "Insured contract'means:, 5. That part of any other contract or agreement pertaining to your business (including an indemnification of a municipality in connection with work performed for a municipality) under which you assume the tort liability of another to pay for "bodily injury"or"property damage" to a third party or organization. Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. By California state law the Insured's Auto insurance will always he primary with respect to the Insured's owned autos. Policy #13A2A439S63 COMMERCIAL AUTO b. Return the stolen properly, at our ex- 5. Other Insurance pense. We will pay for any damage that a. For any covered "auto you own This results to he'auto"from the theft; or coverage form orovidos primary insur- c. Take fill or any part of the damaged or ance. For any covered "auto' you don't stolen property at an agreed cr appraised own, the nsurarce provided by this ccv- value. erage form is excess over any other col- If we pay for the Boss" our payment will in- lectible insurance However, while a coy- dude the applicable sales tax for the dam- ered "auto" which is a "trailer" is car- agea or stolen property. necled to another vehicle, he Liability Cuveraye this coverage form provides for 5. Transfer Of Rights Of Recovery Against the "trailer"Is Others To Us (1) Excess while it is connected to a mo- lt any person or organization to or far whom tor vehicle you do nut own we make payment under this coverage corn (2) Primary while it is connected :o a has rights to recover damages from arother, those rights are transferred to us. That person covered "auto"you own. or crganization Has_do everything necessaiy b, For Hired Auto Physical Damage Cover- to secure our rights and must do nothing after age, any covered "auto" you lease, hire, "accident"or"loss"to impair them rent or borrow is deemed to be a covered B. General Conditions "auto" you own. I lowever. any "auto" that is leased, hired, rented or borrowed with 1. Bankruptcy a driver is not a covered "auto". Bankruptcy or inso'vency of the "insured" or c. Regardless of Inc provisions of Para- the "insured's'estate will not relieve us of any graph a. above, this coverage form's I obligations under this coverage form. ability Coverage is primary for any liability 2. Concealment, Misrepresentation Or Fraud assumed under an "insured contract". This coverage form is void in any case of d. When this coverage form and any other fraud by you at any time as I' to this coverage form or pot cy covers or the coverage form. It is also void if you or any same basis, either excess or primary we other"insured at any time, intentionally con- will pay only our share. Our share is the real or misrepresent a material fact concern- proporiun that the Lirdt of Insurance of Hg our coverage form bears to the rota of a. This coverage form: the limits of all the coverage forms and pal cies covering on rho same basis. b. The covered "auto"; 6. Premium Audit c. Your interest in the covered "auto": or a. The estimated premium for this coverage d. A claim under this coverage form, form is based on the exposures you told 3. Liberalization us you would have when this policy he- gan. We will compute the final premium If we revise this coverage form to provide due when we delermure om actual ex: snore coverage without additional premium y ensures the estimated total premium will charge, your policy will automatically provide he credited against the final premium due the additional coverage as of the day the re- and the first Named Insured will be billed vision is effective in your state. for for the balance, if any. The due date for 4, No Benefit To Bailee — Physical Damage the Final premium or retrospective pre- Coverages miurn is the date shown as the due date We will notecognize any assignment or an the bill, If the estimated total premium grant any coverage for the benefit of any per- exceeds the final premium due, the first son or organization holding, storing or trans- Named Insured will get aefund. porting properly for a fee regardless of any b. If this policy is issued for more than one other provision or this coverage farm. year, the premium for this coverage form will be computed annually based on our rates cr premiums in effect at the be fi- ning of each year of the policy CA 00 01 03 10 (aev.oar) ©Insurance Services Off ce, Irc., 2009 Page 9 of 12