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HomeMy WebLinkAboutA8877 - Marks Architect, Inc. dba Urrutia Marks Architects_—AL MARKARC-01 KATHAI FV ACORN CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DDNYYY) 6/14/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER License # OE67768 IOA Insurance Services 4370 La Jolla Village Drive Suite 600 San Diego, CA 92122 CONTACT Elizabeth Tenuto NAME: PHONE FAX (A/C, No, Ext): (858) 754-0071 (FAX No): ApRIE : Elizabeth.Tenuto@ioausa.com INSURERS AFFORDING COVERAGE NAIC # INSURER A:RLIInsurance Company 13056 INSURED INSURER B: Arch Insurance Company 11150 INSURER C : Marks Architects, Inc. INSURER D : 2643 4th Avenue San Diego, CA 92103 INSURER E INSURER F : COVFRAGFS CFRTIFICATF NIIMRFR- RFVICInN NI IMRFR- THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR POLICY NUMBER POLICY EFF MMIDDrTMI POLICY EXPLTR LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE a OCCUR Cont Liab/Sev of Int X X PSB0006166 2/28/2021 2/28/2022 EACH OCCURRENCE $ 2,000,000 DAMAGETO Rocco ante $ 1,000,000 X MED EXP (Any oneperson) $ 10,000 PERSONAL & ADV INJURY $ 2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY FX-] JECT LOC GENERAL AGGREGATE $ 4,000,000 PRODUCTS - COMP/OP AGG $ 4,000,000 Deductible 0 OTHER: A AUTOMOBILE LIABILITY EOM�BIINdEeDISINGLE LIMIT $ 2,000,000 BODILY INJURY Per erson $ ANY AUTO X PSB0006166 2/28/2021 2/28/2022 OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY Per accident $ X perOacEcidentDAMAGE $ AUTOS ONLY X NON-OWNED ONL� Autos Owned X UMBRELLA LIAB OCCUR EACH OCCURRENCE $ AGGREGATE $ EXCESS LIAR CLAIMS -MADE DED I I RETENTION $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY PROPRIETOR/PARTNER/EXECU I IVE Y / N OFFICER/MEMBER EXCLUDED? (Mandatory in NH) N / A X PSW0004566 2/28/2021 2/28/2022 X PTAT TE ER E.L. EACH ACCIDENT 1,000,000 1,000,000 $ E.L. DISEASE -EA EMPLOYEE $ 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT 1,000,000 B Prof Liab/Clms Made IPAAEP0093203 2/28/2021 2/28/2022 Per Claim 1,000,000 B Ded.: $15K Per Claim PAAEP0093203 2/28/2021 2/28/2022 Aggregate 1,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) City of Palm Springs is Additional Insured with respect to General/Hired & Non -Owned Auto Liability per the attached endorsement as required by written contract. Insurance is Primary and Non -Contributory. Waiver of Subrogation applies General Liability and Workers Compensation. 30 Days Notice of Cancellation with 10 Days Notice for Non -Payment of Premium in accordance with the policy provisions. L�:t u a Lh_u a: L•�•I n a :� SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Palm Springs Proof of insurance only AUTHORIZED REPRESENTATIVE Attn: Vonda Teed, Engineering Division 7- 3200 E. Tahquitz Canyon Way ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Named Insured: Marks Architects, Inc. Policy Number: PSB0005166 RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° FOR PROFESSIONALS BLANKET ADDITIONAL INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM - SECTION II — LIABILITY I. C. WHO IS AN INSURED is amended to include as an additional insured any person or organization that you agree in a contract or agreement requiring insurance to include as an additional insured on this policy, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused in whole or in part by you or those acting on your behalf: a. In the performance of your ongoing operations; b. In connection with premises owned by or rented to you; or c. In connection with "your work" and included within the "product -completed operations hazard". 2. The insurance provided to the additional insured by this endorsement is limited as follows: a. This insurance does not apply on any basis to any person or organization for which coverage as an additional insured specifically is added by another endorsement to this policy. b. This insurance does not apply to the rendering of or failure to render any "professional services". c. This endorsement does not increase any of the limits of insurance stated in D. Liability And Medical Expenses Limits of Insurance. 3. The following is added to SECTION III H.2. Other Insurance — COMMON POLICY CONDITIONS (BUT APPLICABLE ONLY TO SECTION II — LIABILITY) However, if you specifically agree in a contract or agreement that the insurance provided to an additional insured under this policy must apply on a primary basis; or a primary and non-contributory basis, this insurance is primary to other insurance that is available to such additional insured which covers such additional insured as a named insured, and we will not share with that other insurance, provided that: a. The "bodily injury" or "property damage" for which coverage is sought occurs after you have entered into that contract or agreement; or b. The "personal and advertising injury" for which coverage is sought arises out of an offense committed after you have entered into that contract or agreement. 4. The following is added to SECTION III K. 2. Transfer of Rights of Recovery Against Others to Us — COMMON POLICY CONDITIONS (BUT APPLICABLE TO ONLY TO SECTION II — LIABILITY) We waive any rights of recovery we may have against any person or organization because of payments we make for "bodily injury", "property damage" or "personal and advertising injury" arising out of "your work" performed by you, or on your behalf, under a contract or agreement with that person or organization. We waive these rights only where you have agreed to do so as part of a contract or agreement with such person or organization entered into by you before the "bodily injury" or "property damage" occurs, or the "personal and advertising injury" offense is committed. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 304 02 12 Page 1 of 1 Policy Number: PSB0005166 RLI Insurance Company THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. RLIPack° HIRED AUTO AND NON -OWNED AUTO LIABILITY This endorsement modifies insurance provided under the following: BUSINESSOWNERS COVERAGE FORM Schedule Coverage Additional Premium Limit of Insurance A. Hired Auto Liability $ g5 $ 1,000,000 Per Occurrence B. Non -owned Auto Liability $ Included $ 1,000,000 Per Occurrence A. Insurance is provided only for those coverages for which a specific premium charge is shown in the Declarations or in the Schedule. 1. Hired Auto Liability The insurance provided under Paragraph A.I. Business Liability in SECTION II — LIABILITY applies to "bodily injury" or "property damage" arising out of the maintenance or use of a "hired auto" by you or your "employees" in the course of your business. 2. Non -owned Auto Liability The insurance provided under Paragraph A.I. Business Liability in SECTION II — LIABILITY applies to "bodily injury" or "property damage" arising out of the use of any "non -owned auto" in your business by any person. B. For insurance provided by this endorsement only: 1. The exclusions under Paragraph B.I. Appli- cable To Business Liability Coverage in SECTION II — LIABILITY, other than Exclusions a., b., d., f. and i. and the Nuclear Energy Liability Exclusion, are deleted and replaced by the following: a. "Bodily injury" to: (1) An "employee" of the insured arising out of and in the course of: (a) Employment by the insured, or (b) Performing duties related to the conduct of the insured's business: or (2) The spouse, child, parent, brother or sister of that "employee" as a conse- quence of Paragraph (1) above. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity, and (2) To any obligation to share damages with or repay someone else who must pay damages because of injury. This exclusion does not apply to: (1) Liability assumed by the insured under an "insured contract"; or (2) "Bodily injury" arising out of and in the course of domestic employment by the insured unless benefits for such injury are in whole or in part either payable or required to be provided under any work- ers' compensation law. b. "Properly damage" to: (1) Property owned or being transported by, or rented or loaned to the insured; or (2) Property in the care, custody or control of the insured. 2. Paragraph C. Who Is An Insured in SECTION II — LIABILITY is replaced for the purposes of this endorsement by the following 1. Each of the following is considered an insured to the extent that it is: a. You; PPB 321 11 10 Page 1 of 2 Policy Number: PSB0005166 b. Any other person using a "hired auto" with your permission; c. For a "non -owned auto": (1) Any partner or "executive officer" of yours; or (2) Any "employee" of yours; but only while such "non -owned auto' is being used in your business; and d. Any other person or organization, but only for their liability because of acts or omissions of an insured under a., b. or c. above. However, none of the following is an insured: a. Any person engaged in the business of his or her employer for "bodily injury" to any co -"employee" of such person in- jured in the course of employment, or to the spouse, child, parent, brother or sis- ter of that co -"employee" as a conse- quence of such "bodily injury", or for any obligation to share damages with or re- pay someone else who must pay dam- ages because of the injury; b. Any partner or "executive officer" for any "auto" owned by such partner or officer or a member of his or her household; c. Any person while employed in or otherwise engaged in duties in connection with an "auto business", other than an "auto business" you operate; d. The owner or lessee (of whom you are a sublessee) of a "hired auto" or the owner of a "non -owned auto' or any agent or "employee" of any such owner or lessee; or e. Any person or organization for the con- duct of any current or past partnership or joint venture that is not shown as a Named Insured in the Declarations. RLI Insurance Company C. Limit of Insurance The Limit of Insurance under this endorsement is shown in the schedule above. The Limit of Insurance will apply separately to each "occurrence" resulting from Hired Auto Liability or Non -owned Auto Liability. For Hired Auto Liability and Non -owned Auto Liability covered by this endorsement, the Limit of Insurance is the most we will pay for the total of all damages resulting from any one 'occurrence" regardless of the number of: a. Insureds; b. "Autos"; c. Claims that are made or "suits" that are brought; or d. Persons or organizations making claims or bringing "suit". D. For the purposes of this endorsement only, Para- graph H. Other Insurance in SECTION III — COM- MON POLICY CONDITIONS is replaced by the following: This insurance is excess over any other valid and collectible insurance, whether primary or excess, covering the "hired auto" or "non -owned auto". E. The following additional definitions apply: 1. "Auto business" means the business or occu- pation of selling, repairing, servicing, storing or parking "autos". 2. "Hired auto' means any "auto' you lease, hire, rent or borrow. This does not include any "auto' you lease, hire, rent or borrow from any of your "employees", your partners or your "executive officers" or members of their households. 3. "Non -owned auto" means any "auto" you do not own, lease, hire, rent or borrow which is used in connection with your business. This includes "autos" owned by your "employees", your partners or your "executive officers", or members of their households, but only while used in your business or your personal affairs. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED. PPB 321 11 10 Page 2 of 2 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WC 04 03 06 (Ed. 4-84) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT—CALIFORNIA We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) You must maintain payroll records accurately segregating the remuneration of your employees while engaged in the work described in the Schedule. The additional premium for this endorsement shall be 2% of the California workers' compensation premium otherwise due on such remuneration. Person or Organization Schedule Job Description All persons or organizations that are party to a contract that Jobs performed for any person or organization that you requires you to obtain this agreement, provided you executed have agreed with in a written contract to provide this the contract before the loss. agreement. This endorsement changes the policy to which it is attached and is effective on the date issued unless otherwise stated. (The Information below is required only when this endorsement Is Issued subsequent to preparation of the policy.) Policy Number: PSW0004566 Insured Insurance Company Marks Architects, Inc. RLI Insurance Company Countersigned By @1998 by the Workers' Compensation Insurance Rating Bureau of California. All rights reserved. CITY OF PALM SPRINGS PROFESSIONAL SERVICES AGREEMENT ON -CALL ARCHITECTURAL DESIGN SERVICES THIS PROFESSIONAL SERVICES AGREEMENT (hereinafter "Agreement") is made and entered into, to be effective this 1st day of Jam, 2021,by and between the CITY OF PALM SPRINGS, a California charter city and municipal corporation, (hereinafter referred to as "City") and MARKS ARCHITECTS, INC. dba URRUTIA MARKS ARCHITECTS, (hereinafter referred to as "Consultant"). City and Consultant are sometimes hereinafter individually referred to as "Party" and are hereinafter collectively referred to as the "Parties." RECITALS A. City has determined that there is a need for As -Needed, "On -Call" Architectural Design Services for a variety of future capital improvement projects, (hereinafter the "Project"). B. Consultant has submitted to City a proposal to provide As -Needed, "On -Call" Architectural Design Services for a variety of future capital improvement projects to City pursuant to the terms of this Agreement. C. Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided herein. D. City desires to retain Consultant to provide such professional services. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are . hereby acknowledged, the Parties agree as follows: 1.0 SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit "A," which is attached hereto and is incorporated herein by reference (hereinafter referred to as the "Services" or "Work"). The Services shall be more particularly described in the individual Task Order issued by the City. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that this Agreement requires specialized skills and abilities and is consistent with this understanding, Consultant is a provider of first class work and professional services and that Consultant is experienced in performing the Work contemplated herein and, in light of such status and experience, Consultant covenants that it shall perform the Work in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced, and well qualified members of the profession currently practicing under similar conditions. 1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City's Request for Proposals; (4) the Consultant's signed, original proposal submitted to the City ("Consultant's Proposal"); and (5) the Task Order (as Page 1 of 19 Rev. 5/1/20 55575.18165\32900159.2 defined herein) (collectively referred to as the "Contract Documents"). The City's Request for Proposals and the Consultant's Proposal, which are both attached as Exhibits "B" and "C", respectively, are incorporated by reference and are made a part of this Agreement. The Scope of Services shall include the Consultant's Proposal. All provisions of the Scope of Services, Task Order, the City's Request for Proposals and the Consultant's Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the terms of this Agreement; (2nd) the provisions of the Task Order; (3rd) Scope of Services (Exhibit "A"), as may be amended from time to time; (4th) the provisions of the City's Request for Proposal (Exhibit `B"); and (5th) the provisions of the Consultant's Proposal (Exhibit "C"). 1.3 Compliance with Law. Consultant warrants that all Services rendered hereunder shall be performed in accordance with all applicable federal, state, and local laws, statutes, and ordinances and all lawful orders, rules, and regulations promulgated thereunder, including without limitation all applicable Cal/OSHA requirements. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. 1.4 Licenses, Permits, Fees and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work under this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the Work required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services hereunder. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City. 1.6 Care of Work. Consultant shall adopt reasonable methods during the term of the Agreement to furnish continuous protection to the Work and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Work by the City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good Page 2 of 19 Rev. 5/1/20 55575.18165\32900159.2 faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. 1.8 Performance of Services. City Manager, Director of Development Services, or City Engineer as provided in Section 2.1 of this Agreement, shall have the right at any time during the term of this Agreement to order the performance of services as generally described in the Scope of Services to perform extra or additional work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from such Work. No Work may be undertaken unless a written order is first given by the City Manager, Director of Development Services, or City Engineer to the Consultant, incorporating therein the identification and description of the Work to be performed, a maximum or not to exceed amount for such Work, and the time to perform the Work. 1.9 Unauthorized Aliens. Consultant hereby represents and warrants that it will comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of any Work under this Agreement, and should any liability or sanctions be imposed against City for such use of unauthorized aliens, Consultant hereby agrees to reimburse City for any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, or penalties which arise out of or are related to such employment, together with any and all costs, including attorneys' fees, incurred by City. 2.0 COMPENSATION 2.1 Maximum Contract Amount. City and Consultant hereby acknowledge and agree that the Services required by this Agreement will vary dependent upon the number, type, and extent of the Services the Consultant shall provide; and no guarantee of the extent or the type of Services required of Consultant under the terms of this Agreement is made by the City. The annual level of services required by this Agreement is unknown and may significantly increase or decrease from year to year. In acknowledgement of the fact that the number and type of projects requiring the Consultant's Services has not been identified for this Agreement, City and Consultant hereby acknowledge and agree that a specific "Maximum Contract Amount" shall be imposed on each separate project that the City may assign Consultant as provided in Section 1.8 and in this Section 2.1. Each such separate project shall be identified as a Task Order authorized by the City Manager, Director of Development Services, or City Engineer as provided in this Section 2.1. The method of compensation for each separate City authorized Task Order may include: (i) a lump sum payment upon completion, (ii) payment for time and materials based upon the Consultant's Schedule of Hourly Billing Rates as shown on Exhibit "D", or (iii) such other methods as may be specified in the Schedule of Compensation. Compensation shall include reimbursement for actual and necessary expenditures for reproduction costs, telephone expense, transportation expense, and all other necessary expenditures required to perform the professional services under this Agreement. Compensation shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City; Consultant shall not be entitled to any additional compensation for attending said meetings. Consultant hereby acknowledges that it accepts the risk that the Services to be provided pursuant to the Scope of Services may be more costly or time consuming than Consultant anticipates, and that Consultant shall not be entitled to additional compensation, therefore. Page 3 of 19 Rev. 5/1/20 55575.18165\32900159.2 It is expressly agreed that the maximum contract amount of this Agreement is undefined and is subject to the number and type of projects requiring the Consultant's Services throughout the duration of the term of this Agreement, if any. Consultant's compensation shall be limited to the Maximum Contract Amount identified on each separate, individually authorized Task Order corresponding to a project requiring the services of the Consultant. By approval of this Agreement, the City Council hereby authorizes the subsequent approval of individual Task Orders (Purchase Orders) in those amounts sufficient to cover the cost of required Services necessary for the projects. 2.2 Method of Payment. Unless some other method of payment is specified in the Schedule of Compensation (Exhibit "D"), in any month in which Consultant wishes to receive payment, no later than the tenth (10) working day of such month, Consultant shall submit to the City, in a form approved by the City's Finance Director, an invoice for Services rendered prior to the date of the invoice. Such requests shall be based upon the amount and value of the Services performed by Consultant and accompanied by such reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or a soon thereafter as is reasonably practical. There shall be a maximum of one payment per month. 2.3 Changes in Scope. In the event any change or changes in the Scope of Services is requested by the City, the Parties shall execute a written amendment to this Agreement, setting forth with particularity all terms of such amendment, including, but not limited to, any additional professional fees. An amendment may be entered into: (a) to provide for revisions or modifications to documents or other work product or work when documents or other work product or work is required by the enactment or revision of law subsequent to the preparation of any documents, other work product, or work; and/or (b) to provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant's profession. 2.4 Appropriations. This Agreement is subject to and contingent upon funds being appropriated therefore by the Palm Springs City Council for each fiscal year covered by the Agreement. If such appropriations are not made, the City Manager may terminate this Agreement as provided in Section 8.3 of this Agreement; otherwise, there shall be no funding for any Services and Consultant shall not be entitled to payment for any Services that Consultant may provide. 3. SCHEDULE OF PERFORMANCE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. The time for completion of the Services to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the Work of this Agreement according to the agreed upon Schedule of Performance for each Task Order. Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non -performing Party. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. 3.2 Schedule of Performance. Consultant shall commence the Services pursuant to this Agreement upon receipt of a written Task Order and shall perform all Services within the time period(s) Page 4 of 19 Rev. 5/1/20 55575.18165\32900159.2 established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension. 3.3 Force Maieure. The time for performance of Services to be rendered under each Task Order may be extended because of any delays due to a Force Majeure Event, if Consultant notifies the Contract Officer within ten (10) days of the commencement of the Force Maj eure Event. A Force Maj eure Event shall mean an event that materially affects the Consultant's performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, "orders of governmental authorities," includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Consultant notification, the Contract Officer shall investigate the facts and the extent of any necessary delay and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer's judgment, such delay is justified. The Contract Officer's determination shall be final and conclusive upon the Parties to this Agreement. The Consultant will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 3.4 Term. Unless earlier terminated under the terms of this Agreement, this Agreement shall commence on July 1, 2021 and continue in full force and effect for three (3) years. At the sole discretion of the City Manager, upon written notice to Consultant and mutual agreement, the term of this Agreement may be extended for two (2) additional one (1) year terms. C��ZIZI 9 1)ill : 1► 1 . 1 4.1 Representative of Consultant. The following principal of Consultant is hereby designated as being the principal and representative of Consultant authorized to act in its behalf with respect to the Services to be performed under this Agreement and make all decisions in connection therewith: David W. Clarke, Vice President. It is expressly understood that the experience, knowledge, education, capability, expertise, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. 4.2 Contract Officer. The Contract Officer shall be such person as may be designated by the City Manager of City and is subject to change by the City Manager. It shall be the Consultant's responsibility to ensure that the Contract Officer is kept fully informed of the progress of the performance of the Services, and the Consultant shall refer any decisions which must be made by City to the Contract Officer. Unless otherwise specified herein, any approval of City required hereunder shall mean the approval of the Contract Officer. The Contract Officer shall have authority to sign all documents on behalf of the City required hereunder to carry out the terms of this Agreement. Page 5 of 19 Rev. 5/1/20 5 5575.18165\32900159.2 4.3 Prohibition Against Subcontractintz or Assisnments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provision making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subconsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subconsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest herein may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City. Transfers restricted hereunder shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability hereunder without the express written consent of City. 4.4 Independent Consultant. A. The legal relationship between the Parties is that of an independent Consultant, and nothing herein shall be deemed to make Consultant a City employee. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City's offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant's employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them, including but not limited to social security income tax withholding, unemployment compensation, workers' compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint venturer or a member of any joint enterprise with Consultant. B. Consultant shall not incur or have the power to incur any debt, obligation, or liability against City, or bind City in any manner. C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or Page 6 of 19 Rev. 5/1/20 5 5575.18165\32900159.2 indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services hereunder. If for any reason any court or governmental agency determines that the City has financial obligations, other than pursuant to Section 2 and Subsection 1.8 herein, of any nature relating to salary, taxes, or benefits of Consultant's officers, employees, servants, representatives, subconsultants, or agents, Consultant shall indemnify City for all such financial obligations. 4.5 California Labor Code Requirements. A. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects ("Prevailing Wage Laws"). 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 $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable "public works" or "maintenance" project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and expense, in a form and content satisfactory to City, the insurance described herein for the duration of this Agreement, including any extension thereof, or as otherwise specified herein, against claims which may arise from or in connection with the performance of the Work hereunder by Consultant, its agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified herein. Except as otherwise authorized below for professional liability (errors and omissions) insurance, all insurance provided pursuant to this Agreement shall be on an occurrence basis. The minimum amount of insurance required hereunder shall be as follows: Page 7 of 19 Rev. 5/1/20 55575.18165\32900159.2 A. Errors and Omissions Insurance. Consultant shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two -million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification pursuant to (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services pursuant to this Agreement. (2) If the policy of insurance is written on a "claims made" basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended "tail" coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an "occurrence" basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement. B. Workers' Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers' compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City and to require each of its subconsultants, if any, to do likewise under their workers' compensation insurance policies. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations. Page 8 of 19 Rev. 5/1/20 5 55 75.18165\32900159.2 D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non - owned, leased, and hired cars. E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease. 5.2 Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must be declared to and approved by the City Manager prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self -insured retentions. City reserves the right to reject deductibles or self -insured retentions in excess of $10,000, and the City Manager may require evidence of pending claims and claims history as well as evidence of Consultant's ability to pay claims for all deductible amounts and self -insured retentions proposed in excess of $10,000. 5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant pursuant to this Agreement: A. For any claims related to this Agreement, Consultant's coverage shall be primary insurance as respects City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall not contribute with it. B. Any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers. C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made, or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage. D. None of the insurance coverages required herein will be in compliance with these requirements if they include any limiting endorsement which substantially impairs the coverages set forth herein (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing. E. Consultant agrees to require its insurer to modify insurance endorsements 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 endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of Page 9 of 19 Rev. 5/1/20 55575.18165\32900159.2 the Project. It is Consultant's obligation to ensure timely compliance with all insurance submittal requirements as provided herein. F. Consultant agrees to ensure that subconsultants, and any other parties involved with the Project who are 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 subconsultants and others engaged in the Project will be submitted to the City for review. G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights hereunder in this or any other regard. H. 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. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage. I. Requirements of specific insurance 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. J. 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. K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of 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, or to reduce or dilute insurance available for payment of potential claims. L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant's activities or the activities of any person or person for which the Consultant is otherwise responsible. 5.4 Sufficiency of Insurers. Insurance required herein shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best's Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances. Page 10 of 19 Rev. 5/1/20 55575.18165\32900159.2 5.5 Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant's insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers' Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured... " ("as respects City of Palm Springs Contract No. or 'for any and all work performed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self-insurance the City may have..." ("as respects City of Palm Springs Contract No._" or' for any and all work performed with the City" may be included in this statement). C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant's obligation to provide them. 6. INDEMNIFICATION 6.1 To the fullest extent permitted by law, Consultant shall indemnify and hold harmless the City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, claims, demands, losses. costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of persons (Consultant's employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner Page 11 of 19 Rev. 5/1/20 55575.18165\32900159.2 arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification obligation or other liability under this Agreement. Consultant's indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 6.2 If Consultant's obligation to indemnify, and/or hold harmless arises out of Consultant's performance as a "design professional" (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault. 7. REPORTS AND RECORDS 7.1 Accountin2 Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement as the Contract Officer shall require. Consultant hereby acknowledges that the City is greatly concerned about the cost of the Work to be performed pursuant to this Agreement. For this reason, Consultant agrees that if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Work contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of such fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subconsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Page 12 of 19 Rev. 5/1/20 55575.18165\32900159.2 Consultant, and the City shall indemnify the Consultant for all damages resulting therefrom. Consultant may retain copies of such documents for its own use. Consultant shall have an unrestricted right to use the concepts embodied therein. Consultant shall ensure that all its subconsultants shall provide for assignment to City of any documents or materials prepared by them, and in the event Consultant fails to secure such assignment, Consultant shall indemnify City for all damages resulting therefrom. 7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. 7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant's books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Consultant's performance under this Agreement. Consultant shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. 8. ENFORCEMENT OF AGREEMENT 8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such County, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 8.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 8.3 Termination. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall Page 13 of 19 Rev. 5/1/20 5 5575. l 8 165 \32900159.2 not be entitled to payment for unperformed Services and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 8.4 Default of Consultant. A. Consultant's failure to comply with any provision of this Agreement shall constitute a default. B. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for any and all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing herein shall limit City's right to terminate this Agreement without cause pursuant to Section 8.3. C. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 8.4.13, take over the work and prosecute the same to completion by contract or otherwise, and the Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages), and City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant's liability for completion of the Services as provided herein. 8.5 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions hereof. 8.6 Rights and Remedies Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 8.7 Legal Action. In addition to any other rights or remedies, either Parry may take legal action, in law or in equity, to cure, correct or remedy any default, to recover damages for any default, to Page 14 of 19 Rev. 5/1/20 55575.18165\32900 l 59.2 compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 8.8 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non -prevailing Party all reasonable costs and expenses, including but not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 9.1 Non -liability of City Officers and Employees. No officer or employee of the City shall be personally liable to the Consultant, or any successor -in -interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter this Agreement, and in executing this Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. 10. MISCELLANEOUS PROVISIONS 10.1 Patent and Copyright Infringement. A. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise, it is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale thereof arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall Page 15 of 19 Rev. 5/1/20 55575.18165\32900159.2 pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant's expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City's alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright. B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement thereof, Consultant shall not be obligated to indemnify City under any settlement made without Consultant's consent or in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant's expense. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto. 10.2 Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by pre -paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission, and shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows: To Ci : City of Palm Springs Attention: City Manager 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Telephone: (760) 323-8204 Facsimile: (760) 323-8332 To Consultant: Marks Architects, Inc. dba Urrutia Marks Architects Attention: David W. Clarke 165 N. Luring Drive Palm Springs, CA 92262 Telephone: (760) 327-6800 10.3 Entire Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter hereof. No amendments or other modifications of this Agreement shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees. Page 16 of 19 Rev. 511/20 55575. l 8165\32900159.2 10.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties' successors and assignees. 10.6 Third Party Beneficiary. Except as may be expressly provided for herein, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third -party beneficiary or otherwise, upon any entity or person not a parry hereto. 10.7 Recitals. The above -referenced Recitals are hereby incorporated into the Agreement as though fully set forth herein and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound. 10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. [SIGNATURES ON FOLLOWING PAGE] Page 17 of 19 Rev. 5/1/20 55575.18165\32900159.2 SIGNATURE PAGE TO ON -CALL PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND MARKS ARCHITECTS, INC. dba URRUTIA MARKS ARCHITECTS IN WITNESS WHEREOF, the City and the Consultant have caused this Agreement to be executed the day and year first above written. ATTEST: CITY F PALM SPRINGS, CA By t ny Mejia, ity Date: APPROVED AS TO FORM: By Jeffrey ' Bafidger, JKy Attorney Date: av-11 P 2 [" Z dZ CONSULTANT CONTENTS APPROVED: By Justin C on, City M ager Date: -01)(0/aDaI APPROVED BY CITY COUNCIL: DateI �e� / (0Agreej �mnt No. � Name: Marks Architects, Inc. dba Urrutia Marks Architects Check one: _Individual _Partnership _Corporation Corporations require two notarized signatures: One signature must be from Chairman of Board, President, or any Vice President. The second signature must be from the Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial Officer. Address: 165 N. Luring Drive Palm Springs, CA 92262 By: Signature (notarized) Name: �avcd W. Goarke Title: OCe !"fres'rofenJ - By: Signature (notarized) Name: Pory d W. C/arke Title:y(C e Pre s 4ey �- Page 18 of 19 Rev. 5/1/20 55575.18165\32900159.2 CALIFORNIA ALL-PURPOSE ACMOWLEDGMENT CIVIL CODE § 1189 ,., . A rctwy public or other afficer corrplamn8 thin cam veri5se a* the identity of the st*iadual wtm awed the documem to which this camficats ra arched and not the tru&Mneas• accost% or Yd" of that doewmnt State of Califamie / } County oRf Iy eySrGt -le ) - 'n p on O b k/3 /� !'l i-1 before mo. c, r 71W lY O on e. r 1 D � 1 Q L p Date Here kmert and Trtre of the OA r pe—nafay appeared ID —Val NA-8k) Of who proved to nne an the basis of satisfactory evidence to be the person(s) whose name(s) istam subscribed to the wither ctahument and acknowledged to me that hefahaAhey erg the acme in hia/herAtm& autxmzed capacdKwa). and that by hi air signabaes) on the mattument the persoWs). ar the entity upon behalf of which the persan(s) sated, executed the irmhurnent- I certify under PENALTY OF PERJURY urrder the leers of the State of Caftfomis that the foregoing paragraph MYRTA M. APOS7C is true and correct Notary Public • California Vi YTNFSS my and official deal. Riverside County z— �^ Commission T 2265310 My Comm. Expires M12.2023 aY 8ignatu srgraahrre of Notary is Place nramry sear Above OPTIONAL Though tires secimn is opSwrmf, compleffW thm infavmadon can deter affarakan of the document or fr®udrrdent reattaehrnerrt of flats lhrtra to an unintended document Deacnpbm of Attached Doaunent TrUa or Type of Docwnent Number of Pages_ Signer(a) other Than Named Above: CapeciWes) Claimed by Sig-r(a) Signers Name: ❑ Corpnrade Officer — Title(ay ❑ Partner — ❑ Limited ❑ General ❑ Individusl ❑ Attorney in Fed ❑ Tnwtse ❑ Other - ❑ Guardian or Conaervator Signer Is Representing: aigner'a Name: ❑ Corporate officer — TM*): ❑ Partner — ❑ Limiter! ❑ General ❑ ir►dividual ❑ Attorney in Fed ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: ®2014 NaWna, Notary Aasociatm • www.Nat7ma-Whiry-org • 14KO-US NDTAFYY 0-800-87543827) Item #5807 Page 19 of 19 Rev. 5 5 5 7 5.1816 5 \32 90015 9.2 5/1 /20 EXHIBIT "A" SCOPE OF SERVICES The selected firms shall provide first-rate architectural services on an as -needed basis for various City projects as assigned. Responsibilities may include, but are not limited to, the following: 1. Lead a team to prepare architectural, structural, mechanical, electrical, plumbing, safety systems, landscaping and other drawings as needed for new infrastructure, upgrades or improvements for municipal buildings and structures. 2. Preparation of conceptual drawings, plans and renderings as may be requested by the City for projects being contemplated or visioning sessions with the community. 3. Move assigned projects through all City entitlement processes, including but not limited to, architectural review, planning approval, building & safety, engineering and construction, including City Council approval if applicable. 4. Architectural services for designated historical buildings, as well as completely new construction, alteration and renovation projects on historic sites. This includes project design, research, evaluation, planning, handicapped accessibility, and engineering services (civil, structural, MEP, land surveying, etc.) incidental to the project. 5. Attend meetings and prepare presentations for staff reports to City advisory board, commissions, and the City Council when said meetings relate to projects covered by this contract, and as warranted or directed by the City Manager or his/her designee. 6. Feasibility studies for new, renovation, and alteration projects. 7. Facility assessment, studies and/or audits to determine compliance with various federal, state, and local regulations (ADA, Building Code, Fire Code, energy efficiency, etc.) 8. Preparation of reports that may be needed for preliminary documents, working drawings, permitting, construction drawings, specifications, bid documents, and construction cost estimates. 9. Coordinate with a sub -consultant to provide plans and construction drawings for the installation of fire sprinklers and fire alarm systems in new or existing buildings. This may be part of a larger project or a standalone project to install fire sprinklers and fire alarm systems in an existing building. 10. Provide construction advisement and/or construction management services, value engineering and advice on projects that need to be constructed in phases. 11. Provide documentation, assist in warranty review, participate in project close-out, and provide as -built record drawings as -needed. Rev. 511 /20 55575.18165\32900159.2 12. Cooperate, coordinate, and communicate with all internal City departments and divisions as necessary. Coordinate meetings with City staff, contractors and other stakeholders as the project may require. It will be the responsibility of the successful firms to determine the necessary staffing level required to perform the scope of service of each project assigned. The City will not provide dedicated work space or office space, City staff, or City resources, printing or copying services, or clerical assistance for the performance of this agreement. All services shall be performed in compliance with the industry and professional standards and all applicable federal, state, and local laws, ordinances, and regulations including the Americans with Disabilities Act (ADA), current California Building Code, and the rules and ordinances of the County of Riverside and the City of Palm Springs. The City further reserves the right, when applicable and in the best interests of the City, to require the architect to engage sub -consultants with special expertise when the unique circumstances of a particular project warrants such additional services. The City may provide recommendations to the architect for consideration and reserves the right of approval of any sub -consultant selected by the architect on any project. All proposals must be made on the basis of the requirements contained herein. Individual tasks may require supervision, sub -consultants, materials, equipment and supplies necessary to complete any services required. When the City has an available project or task for our on -call architect firms, they will provide a general scope, details, and budget for that project. This will be sent to all selected on -call firms. Since all firms have already been screened for qualifications, the City will ask firms will respond with a short proposal containing just a detailed list of services that will be provided for the project, identification of staff assigned to the project, and a cost proposal. If for any reason, a firm is not able to submit a proposal, a response stating as such will be required. If no response and no proposals are received on multiple occasions, it may be grounds for the City to not execute the one-year extensions to an on -call architectural firm. Rev. 5/1 /20 5 55 75.18165\32900159.2 EXHIBIT "B" CITY'S REQUEST FOR PROPOSALS Rev 511/20 55575.18165'329001592 U4 km 2021 REQUEST FOR TENT OF.DUALIFICATION Date Issued- February 22, 2021 Proposals Due: March 24, 2021 SOQ#08-2 ON -CALL ARCHITECTURAL SERVICES CITY OF PALM SPRINGS, CALIFORNIA SOQ#08-21 REQUEST FOR STATEMENT OF QUALIFICATIONS (SOQ) The City of Palm Springs ("City") is seeking qualified architects ("Consultants") to provide "on -call" architectural services for a variety of City projects, as may be assigned. The objective of this solicitation is to hire multiple Consultants to provide such services to the City. There is no promise or guarantee of work, made or implied, by the City and all work that may be assigned is subject to approval and funding of each project. BACKGROUND The City is a charter city located in eastern Riverside County, California, with a population of over48,000. The City owns and operates Palm Springs International Airport (PSP), as well as many other public facilities within the community such as City Hall, Fire Stations, Police Headquarters, a Pavilion and Leisure Center, a Convention Center, a Visitors Center, an Animal Shelter, Plaza Theater, a Wastewater Treatment Plant, Downtown Parking Structures, and the Main Library, to name a few. The City has on -going requirements to maintain, improve or expand their public facilities over the next five (5) years. The types of projects that may be contemplated as part of these on -call architectural services include, but are not limited to, the following: remodeling, repurposing, refurbishing existing public buildings; restoration or refurbishing of designated historical public structures; design of new municipal public structures; space allocation planning; infrastructure upgrades; 2 demolition plans for unused facilities; signage design; upgrade of mechanical, electrical, and plumbing (MEP) equipment; coordinating the design from a sub -consultant for installation of fire sprinkler and alarm systems in existing buildings; door and window replacements for energy efficiency; and remodel of existing interior restrooms for ADA compliance. The selected Consultants shall be required to demonstrate successful experience and capacity to provide architectural services to a municipal government agency for the types of projects named above. Projects that are funded with Federal or State grant funds may be excluded from the contract resulting from this Request for SOQ pursuant to the applicable term and conditions of the grant requirements. Also architectural services for large projects, as determined by City staff, may be solicited by a separate procurement, to obtain the best qualified professionals to meet the needs of that project and to participate in community engagement that will likely be a part of the process. Under this Request for SOQ, the City intends to award one or more contracts for on -call architectural services with an initial term of three (3) years, with two (2) one-year extensions upon approval of the City Manager and mutual consent of the selected firms, for a total maximum of five years, unless mutually extended by the parties for more than five (5) years. SCOPE OF WORK The selected Consultants shall provide first-rate professional architectural services on an as - needed basis for various City projects as assigned. Responsibilities may include, but are not limited to, the following: 1. Leading a team to prepare architectural, structural, mechanical, electrical, plumbing, safety systems, landscaping and other drawings as needed for new infrastructure, upgrades or improvements for City buildings and structures. 2. Preparing conceptual drawings, plans and renderings as may be requested by the City for projects being contemplated or visioning sessions with the community. 3. Moving assigned projects through all City entitlement processes, including but not limited to, architectural review, planning approval, building & safety, engineering and construction, including City Council approval if applicable. 4. Providing architectural services for designated historical buildings, as well as new construction, alteration and renovation projects on historic sites. This includes project design, research, evaluation, planning, handicapped accessibility, and engineering services (civil, structural, MEP, land surveying, etc.) incidental to the project. 5. Attending meetings and preparing presentations for staff reports to City advisory board, commissions, and the City Council as warranted or directed by the City Manager or his/her designee. 6. Preparing feasibility studies for new, renovation, and alteration projects. 3 7. Preparing facility assessment, studies and/or audits to determine compliance with various federal, state, and local regulations (ADA, Building Code, Fire Code, energy efficiency, etc.) 8. Preparing reports for preliminary documents, working drawings, permitting, construction drawings, specifications, bid documents, and construction cost estimates. 9. Coordinating with a sub -consultant to provide plans and construction drawings for the installation of fire sprinklers and fire alarm systems in new or existing buildings. This may be part of a larger project or a standalone project to install fire sprinklers and fire alarm systems in an existing building. 10. Providing construction advisement and/or construction management services, value engineering and advice on projects constructed in phases. 11. Providing documentation, assist in warranty review, participate in project close-out, and provide as -built record drawings as -needed. 12. Cooperating, coordinating, and communicating with all internal City departments and divisions as necessary. Coordinate meetings with City staff, contractors and other stakeholders as the project may require. It will be the responsibility of selected Consultants to determine the necessary staffing level required to perform the scope of service of each project assigned. The City will not provide dedicated work space or office space, City staff, or City resources, printing or copying services, or clerical assistance for the performance of the services. All services shall be performed in compliance with the industry and professional standards and all applicable federal, state, and local laws, ordinances, and regulations including the Americans with Disabilities Act (ADA), current California Building Code, and the rules and ordinances of the County of Riverside and the City of Palm Springs. The City further reserves the right, when applicable and in the best interests of the City, to require the selected Consultant to engage sub -consultants with special expertise when the unique circumstances of a particular project warrants such additional services. The City may provide recommendations to the selected Consultant for consideration and reserves the right of approval of any sub -consultant on any project. All SOQs must be made on the basis of the requirements contained herein. Individual tasks may require supervision, sub -consultants, materials, equipment and supplies necessary to complete any services required. When the City makes available a project or task for a selected Consultant, the selected Consultant will provide a general scope, details, and budget for that project. This request will be sent to all selected Consultants. Since all selected Consultants will have already been screened for qualifications, the City will ask selected Consultants to respond with a short proposal containing a detailed list of services that will be provided for the project, identification of staff assigned to the 4 project, and a cost proposal. If for any reason a selected Consultant is not able to submit a proposal, a response stating as such will be required. If no response and no proposals are received on multiple occasions, it may be grounds for the City to not execute the one-year extensions to the contract with the selected Consultant. STATEMENT OF QUALIFICAITONS REQUIREMENTS Consultants must submit their SOQ in the order provided below. The SOQ must be in an 8'/2" x 11" format and not more than thirty (30) pages. In an effort to be sustainable, submissions will be electronic pdf format only. Consistent with the City's Municipal Code for the acquisition of professional architectural services, price is NOT an evaluation criteria. Cost proposals shall be submitted as a separate pdf file, which will not be considered until after evaluation of the SOQ by the Evaluation Committee. Upon selection of the most qualified Consultants, the associated cost proposals will be used as a basis for contract negotiations. The City reserves the right to enter into agreements with more than one Consultant. 1. Cover letter. The SOQ shall include a cover letter that at minimum identifies the company, mailing address, main point of contact, email and phone number for contact, and reason for submitting the SOQ. 2. Firm and Staff Qualifications. This section shall describe the qualifications of the Consultant and its ability to provide on -call architecture services to the City. You may include a list of other public agencies your firm is providing similar on -call architecture services. Discuss your firm's experience in the various processes, approvals, and procedures associated with providing such services for a public agency. Discuss your firm's familiarity and any unique issues that come with providing architectural services in the City and Coachella Valley. Identify any key or critical issues that you foresee may be encountered while providing on -call architectural services. Describe your firm's method to ensure its projects are delivered to clients on time and within your clients budget. Identify staff assigned to provide these services. Include relevant and/or specific examples that demonstrate their experience, technical expertise, licenses, specialties and/or ability to provide the requested services. Include an organizational chart to show the team of staff and possibly sub -consultants your firm may use to provide the scope of services. (40 points) 3. Scope of Work. This section shall provide a detailed description on the Consultant's approach or methodology in providing each item in the scope of work. The descriptions provided shall demonstrate the Consultant's ability to provide on -call architectural services to satisfactorily complete the requirements of each scope of work item. (40 points) 5 Please note: This Request for SOQ cannot identify each specific, individual task required to implement the on -call services requested. The City relies on the professionalism and competence of the selected Consultant(s) to be knowledgeable of the general areas identified in the scope of work and to include in its SOQ and cost proposal all required tasks and subtasks, personnel commitments, man-hours, direct and indirect costs, etc., needed to provide the on -call services. The City will not approve amendments to the selected Consultant's agreement which do not involve a substantial change from the general scope of work identified in this Request for SOQ. 4. Reference Project. Identify one example project for which your firm and staff provided on - call architectural services. (15 points) • Provide a short description of the project and the location of the project. • Provide the approximate cost of your services on that project • Provide the date range your firm provided those services • Provide contact information for someone who can verify your work on the project. • Include any pictures that demonstrates yourfirm's work on the project. Also, describe how your firm applied its skills and abilities in the following areas: (any that may apply) • Responsiveness and attentiveness to client needs • Knowledge and understanding of the latest architectural and construction trends • Creative design • Green building design such as LEED Certified, solar panels, water conservation, drought tolerant planting, smart technologies, etc. • Historic preservation • Sensitivity to funding constraints • Public Private Partnerships (P3) • Working with a Tribe or the indigenous peoples of the United States • Analysis of a complex situation, or a challenging problem encountered and how you solved it • Oral and written communication skills, including staff or council reports • Preparation of presentations to meetings, neighborhoods, stakeholders • Interaction with the client's organization, (i.e. other divisions or departments, Boards, Commissions, Councils) 5. Local Business Preference Program. (up to 5 points) Pursuant to Palm Springs Municipal Code Section 7.09.030 Local Business Preference Program, the Local Preference in Services does apply. In order for a local business to be eligible to claim the local preference, the local business must request the consideration of the local preference 6 program (see Attachment A) in this section of the SOQ and provide a copy of its current business license from a jurisdiction in the Coachella Valley showing the address of the business is located in the Coachella Valley. "Local business" means a vendor, contractor, or consultant who has a valid physical business address located within the Coachella Valley, at least six months prior to bid or proposal opening date, from which the vendor, contractor, or consultant operates or performs business on a day-to-day basis, and holds a valid business license by a jurisdiction located in the Coachella Valley. Post office boxes are not verifiable and shall not be used for the purpose of establishing such physical address. "Coachella Valley" means the area between the Salton Sea on the south, the San Jacinto and Santa Rosa Mountains on the west, and the Little San Bernardino Mountains on the east and north. For the purposes of this definition, "Coachella Valley" includes the cities of Beaumont and Banning and the unincorporated areas between Banning and the City of Palm Springs. Consultants that request the local preference and qualify as a local business will be awarded the full five (5) points. A Consultant that qualifies as a local business but does not request the local preference or a Consultant that does not qualify as a local business will earn zero (0) points for the Local Business Preference Program. 6. Forms. The following attachments must be included in the SOQ. These attachments do not count towards the thirty (30) page limit. • Attachment A — Signature and Addenda Acknowledgement Form • Attachment B — Non -Collusion Declaration Form • Attachment C — Conflict of Interest and Non -Discrimination Certification • Attachment D — Public Integrity Disclosure Form (do not include instructions) • Attachment E — Sample Professional Services Agreement for On -Call Services (Please see instructions for submitting in Attachment E) 7. Cost Proposal (separate file). Provide a cost proposal that identifies a schedule of hourly rates for each person and/or position assigned to perform the requested services and include any other rates or direct costs that may apply to this Request for SOQ. Cost increases to the schedule of hourly rates shall be allowed once per calendar year. Updated 7 rates must be submitted in writing and received by January 31 of each calendar year. If no updated rate schedule is received by the end of January, the previously approved rate schedule shall continue. If any overhead rate is applied to sub -consultant work, the terms must clearly be identified in the cost proposal. QUESTIONS OR CLARIFICATIONS It shall be the Consultant's responsibility to ask questions, request clarifications, or otherwise advise the City of any language, specification, or requirements of the Request for SOQ that is ambiguous or contradictory. Questions and requests for clarification regarding this Request for SOQ shall be submitted in writing to: Leigh Gileno, Acting Procurement & Contracting Manager at: Leigh. Gileno(a)-palmspringsca.gov by 3:00 PM, on March 17, 2021. Questions and requests for clarification received after that date and time will not be answered. Requests for time extensions will not be approved. Interpretations or clarifications considered necessary in response to such questions and request for clarification will be resolved by the issuance of formal Addenda to the Request for SOQ. Only questions and request for clarification that have been resolved by formal written Addenda via the Department of Procurement and Contracting will be binding. Oral and other interpretations or clarifications will be without legal or contractual effect. Consultants, their representatives, agents or anyone else acting on their behalf are specifically directed NOT to contact any City employee, commission member, committee member, council member, or other agency employee or associate for any purpose related to this Request for SOQ other than as directed above. Contact with anyone other than as directed above may be cause for rejection of a submittal. W SUBMITTAL OF SOQ Consultants must upload two (2) separate files. The first file shall be the SOO. The second file shall be the cost proposal. Each file must be labeled with the SOO number, firm name, and either the words "SOQ" or "Cost Proposal'. Consultants must label their files this way or files may be lost or rejected. Firms may not use any special characters (*;&@#) in the name of the files, only dashes may be used. Example: SOO 08-21-YourCompanylnc-SOQ SOO 08-21-YourCompanylnc-Cost Proposal Electronic submittals shall be uploaded to the following site via the link below. All submissions will be time and date stamped upon submittal. Submittals shall be received by the deadline of 3:00 PM, March 24, 2021. Late submissions will be rejected. https://spaces.hightail.com/uplink/Procurement INFORMATION REGARDING STATEMENT OF QUALIFICATIONS PRIOR CITY WORK: If your firm has prior experience working with the City, DO NOT assume all members of the evaluation committee know about said prior work done by your firm. All Consultants are evaluated on the information contained in their SOO, information obtained from references (including the City and past performance if applicable), and presentation, if requested. SOQs should be prepared as if the evaluation committee members have no knowledge of the Consultant, their qualifications or past projects. COST RELATED TO SOQ PREPARATION: The City will NOT be responsible for any costs incurred by any Consultant responding to this Request for SOO in the preparation of their SOO or participation in any presentation if requested, or any other aspects of the entire Request for SOO process. RESPONSIBILITY OF CONSULTANTS: All Consultants responding to this Request for SOO shall be responsible. If it is found that a Consultant is not responsible (e.g., has not paid taxes, is not a 9 legal entity, submitted an SOQ without an authorized signature, falsified any information in the SOQ, etc.), the SOQ may be rejected. NONCOLLUSION: All Consultants must execute the Non -Collusion Declaration Form provided as Attachment "B" in this Request for SOQ and include it with their SOQ. COMPLIANCE WITH LAW: Consultant warrants that all services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations. PUBLIC RECORD: All documents submitted in response to this solicitation will become the property of the City and are subject to the California Code Section 6250 et seq., commonly known as the California Public Records Act ("CPRA"). Information contained in the documents, or any other materials associated with the solicitation, pursuant to CA Government Code 6255 during the negotiation process, may be made public after the City's negotiations are completed, and staff has agendized the recommendation to the City Council for the award of a contract to a specific Consultant, but before final action is taken by the City Council to award the contract. Although the CPRA recognizes that certain confidential trade secret information may be protected from disclosure, the City may not be in a position to establish that the information submitted in a proposal is a trade secret. If a request is made for information marked "Confidential," "Trade Secret," Proprietary," or any other similar designation, the City will provide the Consultant submitting such information with reasonable notice to allow the Consultant to seek protection from disclosure by a court of competent jurisdiction. If a submitting Consultant contends that a portion of the submittal is confidential even under the CPRA, the firm: 1) must clearly label each document and/or page deemed a confidential document 2) the legal rationale supporting such contention including specific references to applicable provisions of the CPRA 3) must actively defend against any request for disclosure of information which the Consultant has determined should not be released, and 4) must indemnify and hold harmless the City from any loss, claim or suit, including attorneys' fees, brought by a person challenging the City's refusal to release the documents. The City will not, under any circumstances, incur any expenses, or be responsible for any damages or losses incurred by a Consultant submitting a submittal or any other person or entity, because of the release of such information. The City will not return the original or any copies of the submittal or other information or documents submitted to the City as part of this Request for SOQ process. Note that the City may NOT recognize submittals where all of the information, via a blanket statement, is submitted as proprietary information or a trade secret. Such submittals may be found non -responsive. INVESTIGATIONS: The City reserves the right to make such investigations as it deems necessary to determine the ability of the Consultant responding to this Request for SOQ to perform the services and the Firm shall furnish to the City all such information and data for this purpose as the 10 City may request. The City reserves the right to reject any SOQ if the evidence submitted by or investigation of such Firm fails to satisfy the City that such Firm is properly qualified to carry out the obligations of the Agreement and to complete the services contemplated therein. LICENSES, PERMITS, FEES, AND ASSESSMENTS: Consultant represents and warrants to City that it will obtain all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the services requested in this Request for SOQ. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of the Agreement, if so awarded, any license, permit, qualification, or approval that is legally required for Consultant to perform the services under the Agreement, if so awarded. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the services required under the Agreement, if so awarded. Consultants shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City to the fullest extent permitted by law. SOQ TO REMAIN OPEN: Consultants shall guarantee that all contents of their SOQ and cost proposal shall be valid for a period of 120 calendar days from the due date in this Request for SOQ. SIGNED SOQ AND EXCEPTIONS: Submission of a signed SOQ will be interpreted to mean that the Consultant responding to this SOQ has hereby agreed to all the terms and conditions set forth in all of the sheets which make up this Request for SOQ, and the Agreement (as defined herein) in Attachment E Exceptions to any of the language in either the Request for SOQ or the Agreement, including the insurance requirements, must be included in the SOQ and clearly defined. Exceptions to this Request for SOQ or the Agreement may be considered in the evaluation process; however, the City makes no guarantee that any exceptions will be approved. RIGHT TO ACCEPT OR REJECT PROPOSALS: The City reserves the right to waive any informality or technical defect in an SOQ and to accept or reject, in whole or in part, any or all SOQ and to cancel all or part of this Request for SOQ and issue a new Request for SOQ, as best serves the interests of the City. The City furthermore reserves the right to contract separately with others certain tasks if deemed in the best interest of the City. Issuance of this Request for SOQ and receipt of SOQ does not commit the City to award a contract. BUSINESS LICENSE: The selected Consultant will be required to be licensed in accordance with the City of Palm Springs Business License Ordinance, Municipal Code Chapter 3.40 through 3.96, entitled "Business Tax". INSURANCE: Insurance provisions are contained in the Agreement included in this Request for SOQ. Successful Consultants will be required to comply with these provisions. It is recommended 11 that Consultants have their insurance provider review the insurance provisions BEFORE they submit their proposal. FORM OF AGREEMENT: The selected Consultant will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City in accordance with the standard Professional Services Agreement for On -Call Services ("Agreement"). Please note that the exhibits in the Agreement are intentionally not complete. These exhibits will be negotiated with the selected Consultant, and will appear in the final Agreement executed between the parties. We specifically draw your attention to the language in sections of the Agreement entitled "Conflict of Interest" and "Covenants Against Discrimination" and recommend all Consultants carefully consider these contractual requirements prior to submitting an SOQ. Firms that submit an SOQ shall certify the following by submitting Attachment "C" as part of its SOQ: a. Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in the Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of the Agreement and for one year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining the Agreement. b. Covenant Against Discrimination. In connection with its performance under the Agreement, Contractor shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Contractor shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter the Agreement, and in executing the Agreement, Contractor certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Contractor activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Contractor is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting. Failure or refusal to enter into an Agreement as herein provided or to conform to any of the stipulated requirements in connection therewith shall be just cause for an annulment of the award. If the highest ranked Consultant refuses or fails to execute the Agreement, or negotiations are not 12 successful, or the Agreement is terminated, the City may, at its sole discretion, enter negotiations with and award the Contract to the second highest ranked Proposer, and so on. AWARD OF CONTRACT: It is the City's intent to award a contract to Consultants that can provide all of the scope of work, equipment and services identified in this Request for SOQ. However, the City reserves the right to award a contract, or to make no award, whichever is in the best interest of the City. It is anticipated that award of the contract will occur at the next regularly scheduled City Council meeting after the evaluation committee has made its final selection of Consultants to be recommended for award and a contract has been negotiated and put on the agenda for consideration. The decision of the City Council will be final. OTHER PUBLIC AGENCY "PIGGYBACK" CLAUSE: It is intended that any other public agency, at the mutual consent of both parties and consistent with the public agency's policies and procedures, be permitted to purchase under the terms submitted in the response to this procurement. Any participating agency shall take sole responsibility for the placing of orders, arranging for delivery and or services, and making payments to the vendor, contractor, or consultant. The City will not be liable or responsible for any obligations, including but not limited to financial responsibility, in connection with the participation by other public agencies. 13 ATTACHMENT "A" SIGNATURE AND ADDENDA ACKNOWLEDGEMENT FORM 1. Name of Company: Address: Telephone Number: ( ) Contact Person: E-Mail: Tax Identification Number: 2. Type of Firm: ❑ Individual ❑ Partnership ❑ Limited Liability Company ❑ Corporation (State ) ❑ Other (specify) 3. Addenda Acknowledgement: Acknowledgment of receipt of any addenda issued by the City for this Request for SOQ is required to be submitted with your SOQ. Failure to acknowledge issued addenda may result in your SOQ being deemed non -responsive. (If no addenda were issued, leave blank.) I hereby acknowledge receipt of Addendum(s) Numbers 4. Please check below if you are requesting consideration of the Local Business Preference Program according to the Palm Springs Municipal Code Section 7.09.030. (Check all that apply) hereby request consideration of the Local Business Preference Program and a copy of current business license for the firm or sub -consultant is/are included. 5. 1 hereby certify that I have the authority to submit this SOQ to the City of Palm Springs for the above listed individual or company. I certify that I have the authority to bind myself/this company in a contract should I be successful in my SOQ. PRINTED NAME AND TITLE SIGNATURE AND DATE 14 ATTACHMENT "B" NON -COLLUSION DECLARATION FORM The undersigned, deposes and says that he, she or they is/are an authorized representative of the party making the foregoing SOQ. (name of company) • That the SOQ is not made in the interests of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation • That the SOQ is genuine and not collusive or sham • That the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham SOQ, and has not directly or indirectly colluded, conspired, connived, or agreed with any proposer or anyone else to put in a sham SOQ, or that anyone shall refrain from proposing • That the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the SOQ price of the proposer or any other proposer, or to fix any overhead, profit, or cost element of the SOQ price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract • That all statements contained in the SOQ are true • That the proposer has not, directly or indirectly, submitted his or her SOQ price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, proposal depository, or any other member or agent thereof to effectuate a collusive or sham SOQ. • Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute, this declaration on behalf of the bidder. NAME and TITLE of Authorized Representative: (Print) Signature and Date of Authorized Representative: (Sign) 15 (Date) ATTACHMENT "C" CONFLICT OF INTEREST AND NON-DISCRIMINATION CERTIFICATION Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in the Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of the Agreement and for one year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining the Agreement. Covenant Against Discrimination. In connection with its performance under the Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter the Agreement, and in executing the Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. NAME OF COMPANY: NAME and TITLE of Authorized Representative: (Print) Signature and Date of Authorized Representative: (Sign) 16 (Date) OEM IF T.T49201-MAUM I �� pALM sp4 �yN PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM �l1FORN�P 1. Name of Entity 2. Address of Entity (Principle Place of Business) 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State If other than California, is the Entity also registered in California? F1 Yes 7 No 5. Type of Entity ❑ Corporation ❑ Limited Liability Company ❑ Partnership ❑ Trust ❑ Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: if any response is not a natural person, please identify all officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity ❑ Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other ❑ Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other ❑ Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other 17 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE 50% ABC COMPANY, Inc. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] A. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] B. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Date Name, Title l: PUBLIC INTEGRITY DISCLOSURE FORM INSTRUCTIONS FOR APPLICANTS (DO NOT INCLUDE INSTRUCTIONS IN YOUR WORK PROPOSAL) Who Must File? Applicants that are NOT a natural person or group of natural people that will be identified on the application, and seek a City approval determined by a vote of City officials. Examples include corporations, limited liability companies, trusts, etc. that seek a City Council approval, or an approval by one of the City's board or commissions. Why Must I File? The City of Palm Springs Public Integrity Ordinance advances transparency in municipal government and assists public officials in avoiding conflicts of interest. The City's Public Integrity Ordinance, codified in Chapter 2.60 of the municipal code, reflects the City's interest in ensuring that companies (and other legal entities that are not natural people) doing business in the community are transparent and make disclosure as to their ownership and management, and further that those companies disclose the identity of any person, with an ownership interest worth two thousand dollars ($2,000) or more, who has a material financial relationship with any elected or appointed voting City official, or with the City Manager or City Attorney. Note: A material financial relationship is a relationship between someone who is an owner/investor in the applicant entity and a voting official (or the City Manager or City Attorney), which relationship includes any of the following: (1) the owner/investor and the official have done business together during the year prior to the application; (2) the official has earned income from the owner/investor during the year prior to the filing of the application; (3) the owner/investor has given the official gifts worth fifty dollars ($50) or more during the year prior to the filing of the application; or (4) the official might reasonably be anticipated to gain or lose money or a thing of value, based upon the owner/investor's interest in the applicant entity, in relation to the application's outcome. When Must I File? You must file this form at the same time when you file your application for a City approval determined by a vote of City officials, whether elected or appointed. What Must I Disclose? A. The names of all natural persons who are officers, directors, members, managers, trustees, and other fiduciaries serving trusts or other types of organizations (attorneys, accountants, etc.). 1 Note: (1) only trusts or other organizations that are not the fiduciaries, (2) if a second entity that is not a natural person serves the applicant entity (e.g., as a member of an applicant LLC), then all officers, directors, members, managers, trustees, etc., of the second entity must be disclosed). B. The names of persons owning an interest with a value of two thousand dollars ($2,000) or more who have a material financial relationship with an elected or appointed City official who will vote on the applicant's application, or with the City Manager or City Attorney. PENALTIES Falsification of information or failure to report information required to be reported may subject you to administrative action by the City. 20 PUBLIC INTEGRITY DISCLOSURE FORM SUPPLEMENTAL INSTRUCTIONS AND EXAMPLE (DO NOT INCLUDE INSTRUCTIONS IN YOUR WORK PROPOSAL) In an effort to ensure we capture the required business entity information in accordance with the attached instructions, we provide you these supplementary instructions to clearly identify the required information, and the format the information should be provided. If you, as the applicant, are a business entity (i.e. a corporation or limited liability company), and it is also comprised of other business entities as its members or having a financial interest, all other such business entities must also be disclosed, including those entities other business entities, if any. Ultimately, the City's disclosure document requires a listing identifying all natural persons having any financial interest over 5% of the business entities (and any other business entities comprising your business entity). As an example, Applicant is: Acme Brothers, Inc., a California corporation, whose officers are: John Doe, Jill Doe, and Jay Doe, which is owned 50% by Acme Brothers, LLC, a California limited liability company, and John Doe (25% interest) and Jill Doe (25% interest). Acme Brothers, LLC, is managed by Acme Brothers 2, Inc., a California corporation, whose officers are: George Doe, Bill Doe, and Jane Doe, which is owned 100% by Acme Brothers 2, LLC, a California limited liability company, which is managed by George Doe, with George Doe and Jane Doe having 50% interest each. The full business entity disclosure in this example would resemble four copies of the form as follows: 1. Acme Brothers, Inc., a California corporation a. Officers: John Doe, Jill Doe, and Jay Doe (page 1) b. Ownership: (page 2) i. 50% Acme Brothers, LLC, a California limited liability company (since this is not a natural person fill out another form for this company) ii. 25% John Doe iii. 25% Jill Doe 2. Acme Brothers, LLC, a California limited liability company a. Managers: Acme Brothers 2, Inc., a California corporation (page 1) b. Ownership: 100% Acme Brothers 2, Inc., a California corporation (page 2) (since this is not a natural person fill out another form for this company) 3. Acme Brothers 2, Inc., a California corporation a. Officers: George Doe, Bill Doe, and Jane Doe (page 1) b. Ownership: 100% Acme Brothers 2, LLC, a California limited liability company (page 2) (since this is not a natural person fill out another form for this company) 4. Acme Brothers 2, LLC, a California limited liability company a. Managers: George Doe (page 1) b. Ownership: (page 2) i. 50% George Doe ii. 50% Jane Doe (since these are all natural persons stop) If ownership is an Employee Stock Ownership Plan (ESOP) you can stop there. 21 ATTACHMENT "E" SAMPLE PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL SERVICES Please review the Request for SOQ and Agreement. If your company would like to request any modifications to the Agreement or take exception to language in the Request for SOQ, identify all requested changes or exceptions as Attachment "E" in your SOQ. If you have no requested changes or exceptions, then identify that in Attachment "E" of your SOQ. Please note that the exhibits in the attached Agreement are intentionally not complete. These exhibits will be negotiated with the selected Consultant(s) and will appear in the final Agreement executed between the parties. A Sample of the City's Professional Services Agreement for On -Call Services are on the pages that follow 22 PROFESSIONAL SERVICES AGREEMENT (PROJECT NAME AND/OR CONSULTANTS NAME) THIS PROFESSIONAL SERVICES AGREEMENT ( "Agreement") is entered into, and effective on , 20_, between the CITY OF PALM SPRINGS, a California charter city and municipal corporation, ("City") and a , ("Consultant"). City and Consultant are individually referred to as "Party" and are collectively referred to as the "Parties". RECITALS A. City requires the services of a , for ("Project") B. Consultant has submitted to City a proposal to provide to City under the terms of this Agreement. C. Consultant is qualified by virtue of its experience, training, education, reputation, and expertise to provide these services and has agreed to provide such services as provided in this Agreement. D. City desires to retain Consultant to provide such professional services. NOW, THEREFORE, in consideration of the promises and mutual obligations, covenants, and conditions contained herein, and other valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: AGREEMENT 1. SERVICES OF CONSULTANT 1.1 Scope of Services. In compliance with all terms and conditions of this Agreement, Consultant agrees to perform the professional services set forth in the Scope of Services described in Exhibit "A" (the "Services" or "Work"), which is attached and incorporated herein by this reference. As a material inducement to the City entering into this Agreement, Consultant represents and warrants that Consultant is a provider of first class work and professional services and that Consultant is experienced in performing the Work contemplated and, in light of such status and experience, Consultant covenants that it shall perform the Work in a competent, professional, and satisfactory manner consistent with the level of care and skill ordinarily exercised by high quality, experienced and well qualified members of the profession currently practicing under similar conditions. 1.2 Contract Documents. The Agreement between the Parties shall consist of the following: (1) this Agreement; (2) the Scope of Services; (3) the City's Request for Proposals; and, (4) the Consultant's signed, original proposal submitted to the City ("Consultant's Proposal"), (collectively referred to as the "Contract Documents"). The City's Request for 1 Revised: 511120 5 5575. l 8165\32900157.2 Proposals and the Consultant's Proposal, which are both attached as Exhibits "B" and "C", respectively, are incorporated herein by this reference and are made a part of this Agreement. The Scope of Services shall include the Consultant's Proposal. All provisions of the Scope of Services, the City's Request for Proposals and the Consultant's Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1") the provisions of the Scope of Services (Exhibit "A"); (2"1) the provisions of the City's Request for Proposal (Exhibit "B"); (3`d) the terms of this Agreement; and, (41h) the provisions of the Consultant's Proposal (Exhibit 44U) 1.3 Compliance with Law. Consultant warrants that all Services rendered shall be performed in accordance with all applicable federal, state, and local laws, statutes, ordinances lawful orders, rules, and regulations. Consultant shall be liable for all violations of such laws and regulations in connection with the Services and this Agreement. 1.4 Licenses, Permits, Fees, and Assessments. Consultant represents and warrants to City that it has obtained all licenses, permits, qualifications, and approvals of whatever nature that are legally required to practice its profession and perform the Work required by this Agreement. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect at all times during the term of this Agreement, any license, permit, qualification, or approval that is legally required for Consultant to perform the Work and under this Agreement. Consultant shall have the sole obligation to pay for any fees, assessments, and taxes, plus applicable penalties and interest, which may be imposed by law and arise from or are necessary for the Consultant's performance of the Work required by this Agreement. Consultant shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City to the fullest extent permitted by law. 1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City. 1.6 Care of Work. Consultant shall adopt reasonable methods during the term of the Agreement to furnish continuous protection to the Work and the equipment, materials, papers, documents, plans, studies, and/or other components to prevent losses or damages. Consultant shall be responsible for all such damages, to persons or property, until acceptance of the Work by the City, except such losses or damages as may be caused by City's own negligence. 2 Revised: 5/1 /20 5 5575. l 8165\32900157.2 1.7 Further Responsibilities of Parties. Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Parties agree to act in good faith to execute all instruments, prepare all documents, and take all actions as may be reasonably necessary to carry out the purposes of this Agreement. 1.8 Additional Services. City shall have the right at any time during the performance of the Services, without invalidating this Agreement, to order extra work beyond that specified in the Scope of Services or make changes by altering, adding to, or deducting from such Work. No such extra work may be undertaken unless a written order is first given by the City to the Consultant, incorporating any adjustment in (i) the Maximum Contract Amount, as defined below, and/or (ii) the time to perform this Agreement. Any adjustments must also be approved in writing by the Consultant. Any increase in compensation of up to twenty-five percent (25%) of the Maximum Contract Amount or $25,000, whichever is less, or in the time to perform of up to thirty (30) days, may be approved by the City Manager, or his designee, as may be needed to perform any extra work. Any greater increases, occurring either separately or cumulatively, must be approved by the Palm Springs City Council. It is expressly understood by Consultant that the provisions of this section shall not apply to the services specifically set forth or reasonably contemplated within the Scope of Services. 2. COMPENSATION 2.1 Maximum Contract Amount. For the Services rendered under this Agreement, Consultant shall be compensated by City in accordance with the Schedule of Compensation, which is attached as Exhibit "D" and incorporated herein by this reference. Compensation shall not exceed the maximum contract amount of [INSERT NOT TO EXCEED CONTRACT AMOUNT] Dollars, ($ ("Maximum Contract Amount"), except as may be provided under Section 1.8. The method of compensation shall be as set forth in Exhibit "D." Compensation for necessary expenditures for reproduction costs, telephone expenses, and transportation expenses must be approved in advance by the Contract Officer designated under Section 4.2 and will only be approved if such expenses are also specified in the Schedule of Compensation. The Maximum Contract Amount shall include the attendance of Consultant at all project meetings reasonably deemed necessary by the City. Consultant shall not be entitled to any increase in the Maximum Contract Amount for attending these meetings. Consultant accepts the risk that the services identified in the Scope of Services may be more costly and/or time- consuming than Consultant anticipates, that Consultant shall not be entitled to additional compensation, and that the provisions of Section 1.8 shall not be applicable to the services identified in the Scope of Services. If the City's Maximum Contract Amount is reached before the Consultant's Services under this Agreement are completed, Consultant shall complete the Work and City shall not be liable for payment beyond the Maximum Contract Amount. 2.2. Method of Payment. Unless another method of payment is specified in the Schedule of Compensation (Exhibit "D"), in any month in which Consultant wishes to receive payment, Consultant shall submit to the City an invoice for Services rendered prior to the date of the invoice. The invoice shall be in a form approved by the City's Finance Director and must be submitted no later than the tenth (10) working day of such month. Such requests shall be based upon the amount and value of the Services performed by Consultant and accompanied by such 3 Revised: 5/1/20 55575.18165\32900157.2 reporting data including an itemized breakdown of all costs incurred and tasks performed during the period covered by the invoice, as may be required by the City. City shall use reasonable efforts to make payments to Consultant within forty-five (45) days after receipt of the invoice or as soon as is reasonably practical. There shall be a maximum of one payment per month. 2.3 Changes in Scone. In the event any change or changes in the Scope of Services is requested by City, Parties shall execute a written amendment to this Agreement, specifying all proposed amendments, including, but not limited to, any additional fees. An amendment may be entered into: A. To provide for revisions or modifications to documents, work product, or work, when required by the enactment or revision of any subsequent law; or B. To provide for additional services not included in this Agreement or not customarily furnished in accordance with generally accepted practice in Consultant's profession. 2.4 Annronriations. This Agreement is subject to and contingent upon funds being appropriated by the City Council for each fiscal year covered by the Agreement. If such appropriations are not made, this Agreement shall automatically terminate without penalty to the City. 3. SCHEDULE OF PERFORMANCE 3.1 Time of Essence. Time is of the essence in the performance of this Agreement. The time for completion of the services to be performed by Consultant is an essential condition of this Agreement. Consultant shall prosecute regularly and diligently the Work of this Agreement according to the agreed upon attached Schedule of Performance (Exhibit "E"), incorporated herein by this reference. Neither Party shall be accountable for delays in performance caused by any condition beyond the reasonable control and without the fault or negligence of the non -performing Party. Delays shall not entitle Consultant to any additional compensation regardless of the Party responsible for the delay. 3.2 Schedule of Performance. Consultant shall commence the Services under this Agreement upon receipt of a written notice to proceed and shall perform all Services within the time period(s) established in the Schedule of Performance. When requested by Consultant, extensions to the time period(s) specified in the Schedule of Performance may be approved in writing by the Contract Officer, but such extensions shall not exceed one hundred eighty (180) days cumulatively; however, the City shall not be obligated to grant such an extension. 3.3 Force Maieure. The time for performance of Services to be rendered under this Agreement may be extended because of any delays due to a Force Majeure Event, if Consultant notifies the Contract Officer within ten (10) days of the commencement of the Force Majeure Event. A Force Majeure Event shall mean an event that materially affects the Consultant's performance and is one or more of the following: (1) Acts of God or other natural disasters occurring at the project site; (2) terrorism or other acts of a public enemy; (3) orders of governmental authorities (including, without limitation, unreasonable and unforeseeable delay in the issuance of permits or approvals by governmental authorities that are required for the Work); 4 Revised: 5/1/20 5 5575.18165\32900157.2 and (4) pandemics, epidemics or quarantine restrictions. For purposes of this section, "orders of governmental authorities," includes ordinances, emergency proclamations and orders, rules to protect the public health, welfare and safety, and other actions of the City in its capacity as a municipal authority. After Consultant notification, the Contract Officer shall investigate the facts and the extent of any necessary delay, and extend the time for performing the Services for the period of the enforced delay when and if, in the Contract Officer's judgment, such delay is justified. The Contract Officer's determination shall be final and conclusive upon the Parties to this Agreement. The Consultant will not receive an adjustment to the contract price or any other compensation. Notwithstanding the foregoing, the City may still terminate this Agreement in accordance with the termination provisions of this Agreement. 3.4 Term. Unless earlier terminated in accordance with Section 4.5 of this Agreement, this Agreement shall continue in full force and effect for a period of (weeks/months), commencing on , 201_, and ending on , 202_, unless extended by mutual written agreement of the Parties. However, the term shall not exceed three (3) years from the commencement date, except as otherwise provided in the Schedule of Performance described in Section 3.2 above. 3.5 Termination Prior to Expiration of Term. City may terminate this Agreement at any time, with or without cause, upon thirty (30) days written notice to Consultant. Where termination is due to the fault of Consultant and constitutes an immediate danger to health, safety, and general welfare, the period of notice shall be such shorter time as may be determined by the City. Upon receipt of the notice of termination, Consultant shall immediately cease all Services except such as may be specifically approved by the Contract Officer. Consultant shall be entitled to compensation for all Services rendered prior to receipt of the notice of termination and for any Services authorized by the Contract Officer after such notice. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. Consultant shall not be entitled to payment for unperformed Services, and shall not be entitled to damages or compensation for termination of Work. Consultant may not terminate this Agreement except for cause, upon thirty (30) days written notice to City. 4. COORDINATION OF WORK 4.1 Representative of Consultant. The following principal of Consultant is designated as being the principal and representative of Consultant authorized to act in its behalf and make all decisions with respect to the Services to be performed under this Agreement: [INSERT NAME], [INSERT TITLE]. It is expressly understood that the experience, knowledge, education, capability, expertise, and reputation of the foregoing principal is a substantial inducement for City to enter into this Agreement. Therefore, the foregoing principal shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services performed hereunder. The foregoing principal may not be changed by Consultant without prior written approval of the Contract Officer. 4.2 Contract Officer. The Contract Officer shall be the City Manager or his/her designee ("Contract Officer"). Consultant shall be responsible for keeping the Contract Officer 5 Revised: 5/1/20 55575.18165\32900157.2 fully informed of the progress of the performance of the Services. Consultant shall refer any decisions that must be made by City to the Contract Officer. Unless otherwise specified, any approval of City shall mean the approval of the Contract Officer. 4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, education, capability, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other individual or entity to perform any Services required under this Agreement without the City's express written approval. In addition, neither this Agreement nor any interest may be assigned or transferred, voluntarily or by operation of law, without the prior written approval of City. Subcontracts, if any, shall contain a provisions making them subject to all provisions stipulated in this Agreement including without limitation the insurance and indemnification requirements. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subConsultant(s) in the same manner as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subConsultant and City. All persons engaged in the Work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. In addition, neither this Agreement nor any interest in this Agreement may be transferred, assigned, conveyed, hypothecated, or encumbered voluntarily or by operation of law, whether for the benefit of creditors or otherwise, without the prior written consent of City. Transfers restricted in this Agreement shall include the transfer to any person or group of persons acting in concert of more than twenty five percent (25%) of the present ownership and/or control of Consultant, taking all transfers into account on a cumulative basis. In the event of any such unapproved transfer, including any bankruptcy proceeding, this Agreement shall be void. No approved transfer shall release Consultant or any surety of Consultant from any liability under this Agreement without the express written consent of City. 4.4 Independent Consultant. The legal relationship between the Parties is that of an independent Consultant, and nothing shall be deemed to make Consultant a City employee. A. During the performance of this Agreement, Consultant and its officers, employees, and agents shall act in an independent capacity and shall not act or represent themselves as City officers or employees. The personnel performing the Services under this Agreement on behalf of Consultant shall at all times be under Consultant's exclusive direction and control. Neither City nor any of its officers, employees, or agents shall have control over the conduct of Consultant or any of its officers, employees, or agents, except as set forth in this Agreement. Consultant, its officers, employees, or agents shall not maintain an office or any other type of fixed business location at City's offices. City shall have no voice in the selection, discharge, supervision, or control of Consultant's employees, servants, representatives, or agents, or in fixing their number, compensation, or hours of service. Consultant shall pay all wages, salaries, and other amounts due its employees in connection with this Agreement and shall be responsible for all reports and obligations respecting them. including but not limited to social security income tax withholding, unemployment compensation, workers' compensation, and other similar matters. City shall not in any way or for any purpose be deemed to be a partner of Consultant in its business or otherwise a joint venturer or a member of any joint enterprise with Consultant. 6 Revised: 5/1/20 5 557 5.18165\32900 l 5 7 2 B. Consultant shall not have any authority to bind City in any manner. This includes the power to incur any debt, obligation, or liability against City. C. No City benefits shall be available to Consultant, its officers, employees, or agents in connection with any performance under this Agreement. Except for professional fees paid to Consultant as provided for in this Agreement, City shall not pay salaries, wages, or other compensation to Consultant for the performance of Services under this Agreement. City shall not be liable for compensation or indemnification to Consultant, its officers, employees, or agents, for injury or sickness arising out of performing Services. If for any reason any court or governmental agency determines that the City has financial obligations, other than under Section 2 and Subsection 1.8 in this Agreement, of any nature relating to salary, taxes, or benefits of Consultant's officers, employees, servants, representatives, subConsultants, or agents, Consultant shall indemnify City for all such financial obligations. 4.5 California Labor Code Requirements. A. Consultant is aware of the requirements of California Labor Code Sections 1720 et seq. and 1770 et seq., which require the payment of prevailing wage rates and the performance of other requirements on certain "public works" and "maintenance" projects ("Prevailing Wage Laws"). 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 $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, Consultant agrees to fully comply with such Prevailing Wage Laws. Consultant shall defend, indemnify and hold the City, its officials, officers, employees and agents free and harmless from any claims, liabilities, costs, penalties or interest arising out of any failure or alleged failure to comply with the Prevailing Wage Laws. It shall be mandatory upon the Consultant and all subcontractors to comply with all California Labor Code provisions, which include but are not limited to prevailing wages (Labor Code Sections 1771, 1774 and 1775), employment of apprentices (Labor Code Section 1777.5), certified payroll records (Labor Code Sections 1771.4 and 1776), hours of labor (Labor Code Sections 1813 and 1815) and debarment of contractors and subcontractors (Labor Code Section 1777.1). B. If the Services are being performed as part of an applicable "public works" or "maintenance" project and if the total compensation is $15,000 or more for maintenance or $25,000 or more for construction, alteration, demolition, installation, or repair, then pursuant to Labor Code Sections 1725.5 and 1771.1, the Consultant and all subcontractors performing such Services must be registered with the Department of Industrial Relations. Consultant shall maintain registration for the duration of the Project and require the same of any subcontractors, as applicable. This Agreement may also be subject to compliance monitoring and enforcement by the Department of Industrial Relations. It shall be Consultant's sole responsibility to comply with all applicable registration and labor compliance requirements. 5. INSURANCE 5.1 Types of Insurance. Consultant shall procure and maintain, at its sole cost and 7 Revised: 5/1/20 55575.18 l 65\32900157.2 expense, the insurance described herein. The insurance shall be for the duration of this Agreement and includes any extensions, unless otherwise specified in this Agreement. The insurance shall be procured in a form and content satisfactory to City. The insurance shall apply against claims which may arise from the Consultant's performance of Work under this Agreement, including Consultant's agents, representatives, or employees. In the event the City Manager determines that the Work or Services to be performed under this Agreement creates an increased or decreased risk of loss to the City, the Consultant agrees that the minimum limits of the insurance policies may be changed accordingly upon receipt of written notice from the City Manager or his designee. Consultant shall immediately substitute any insurer whose A.M. Best rating drops below the levels specified in this Agreement. Except as otherwise authorized below for professional liability (errors and omissions) insurance, all insurance provided under this Agreement shall be on an occurrence basis. The minimum amount of insurance required shall be as follows: A. Errors and Omissions Insurance. Consultant shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two -million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification under (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services under this Agreement. (2) If the policy of insurance is written on a "claims made" basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended "tail" coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an "occurrence" basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement. B. Workers' Compensation Insurance. Consultant shall obtain and maintain, 8 Revised: 511/20 55575.18165\32900157.2 in full force and effect throughout the term of this Agreement, workers' compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City and to require each of its subConsultants, if any, to do likewise under their workers' compensation insurance policies. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations. D. Business Automobile Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of business automobile liability insurance written on a per occurrence basis with a single limit liability in the amount of one million dollars ($1,000,000.00) bodily injury and property damage. The policy shall include coverage for owned, non -owned, leased, and hired cars. E. Employer Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of employer liability insurance written on a per occurrence basis with a policy limit of at least one million dollars ($1,000,000.00) for bodily injury or disease. 5.2 Deductibles and Self -Insured Retentions. Any deductibles or self -insured retentions must be declared to and approved by the City Manager or his/her designee prior to commencing any work or services under this Agreement. Consultant guarantees payment of all deductibles and self -insured retentions. City reserves the right to reject deductibles or self - insured retentions in excess of $10,000, and the City Manager or his/her designee may require evidence of pending claims and claims history as well as evidence of Consultant's ability to pay claims for all deductible amounts and self -insured retentions proposed in excess of $10,000. 5.3 Other Insurance Requirements. The following provisions shall apply to the insurance policies required of Consultant under this Agreement: A. For any claims related to this Agreement, Consultant's coverage shall be primary insurance with respect to the City and its officers, council members, officials, employees, agents, and volunteers. Any insurance or self-insurance maintained by the City and its officers, council members, officials, employees, agents, and volunteers shall be in excess of Consultant's insurance and shall not contribute with it. B. Any failure to comply with reporting or other provisions of the policies, 9 Revised: 5/1 /20 5 5575.18165\3290015 7.2 including breaches of warranties, shall not affect coverage provided to City and its officers, council members, officials, employees, agents, and volunteers. C. All insurance coverage and limits provided by Consultant and available or applicable to this Agreement are intended to apply to each insured, including additional insureds, against whom a claim is made or suit is brought to the full extent of the policies. Nothing contained in this Agreement or any other agreement relating to the City or its operations shall limit the application of such insurance coverage. D. No required insurance coverages may include any limiting endorsement which substantially impairs the coverages set forth in this Agreement (e.g., elimination of contractual liability or reduction of discovery period), unless the endorsement has first been submitted to the City Manager and approved in writing. E. Consultant agrees to require its insurer to modify insurance endorsements 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 endorsements. Certificates of insurance will not be accepted in lieu of required endorsements, and submittal of certificates without required endorsements may delay commencement of the Project. It is Consultant's obligation to ensure timely compliance with all insurance submittal requirements as provided in this Agreement. F. Consultant agrees to ensure that subConsultants, and any other parties involved with the Project who are 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 subConsultants and others engaged in the Project will be submitted to the City for review. G. Consultant acknowledges and agrees that any actual or alleged failure on the part of the City to inform Consultant of non-compliance with any insurance requirement in no way imposes any additional obligations on the City nor does it waive any rights in this or any other regard. H. Consultant shall provide proof that policies of insurance required in this Agreement, 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. Endorsements as required in this Agreement applicable to the renewing or new coverage shall be provided to City no later than ten (10) days prior to expiration of the lapsing coverage. I. Requirements of specific insurance coverage features or limits contained in this section are not intended as limitations on coverage, limits, or other requirements, or as a zD 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 10 Revised: 5/1/20 55575.18165\32900157.2 intended by any party or insured to be limiting or all-inclusive. J. 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 impair the provisions of this section. K. Consultant agrees to provide immediate notice to City of any claim or loss against Consultant arising out of the Work performed under this Agreement and for any other claim or loss which may reduce the insurance available to pay claims arising out of 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, or to reduce or dilute insurance available for payment of potential claims. L. Consultant agrees that the provisions of this section shall not be construed as limiting in any way the extent to which the Consultant may be held responsible for the payment of damages resulting from the Consultant's activities or the activities of any person or person for which the Consultant is otherwise responsible. 5.4 Sufficiency of Insurers. Insurance required in this Agreement shall be provided by authorized insurers in good standing with the State of California. Coverage shall be provided by insurers admitted in the State of California with an A.M. Best's Key Rating of B++, Class VII, or better, unless such requirements are waived in writing by the City Manager or his designee due to unique circumstances. 5.5 Verification of Coverage. Consultant shall furnish City with both certificates of insurance and endorsements, including additional insured endorsements, affecting all of the coverages required by this Agreement. The certificates and endorsements are to be signed by a person authorized by that insurer to bind coverage on its behalf. All proof of insurance is to be received and approved by the City before work commences. City reserves the right to require Consultant's insurers to provide complete, certified copies of all required insurance policies at any time. Additional insured endorsements are not required for Errors and Omissions and Workers' Compensation policies. Verification of Insurance coverage may be provided by: (1) an approved General and/or Auto Liability Endorsement Form for the City of Palm Springs or (2) an acceptable Certificate of Liability Insurance Coverage with an approved Additional Insured Endorsement with the following endorsements stated on the certificate: A. "The City of Palm Springs, its officials, employees, and agents are named as an additional insured... " ("as respects City of Palm Springs Contract No." or 'for any and all workperformed with the City" may be included in this statement). B. "This insurance is primary and non-contributory over any insurance or self- insurance the City may have..." ("as respects City of Palm Springs Contract No. It or 'for any and all workperformed with the City" may be included in this statement). I I Revised: 5/1/20 55575.18165\329001572 C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage. whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant's obligation to provide them. 6. INDEMNIFICATION 6.1 Indemnification and Reimbursement. To the fullest extent permitted by law, Consultant shall defend (at Consultant's sole cost and expense), indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of persons (Consultant's employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification obligation or other liability under this Agreement. Consultant's indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 6.2 Design Professional Services Indemnification and Reimbursement. If Consultant's obligation to defend, indemnify, and/or hold harmless arises out of Consultant's performance as a "design professional" (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining 12 Revised: 5/1/20 5 5575. l 8165\32900157.2 a final adjudication by a court of competent jurisdiction, Consultant's liability for such claim, including the cost to defend, shall not exceed the Consultant's proportionate percentage of fault. 7. REPORTS AND RECORDS 7.1 Accounting Records. Consultant shall keep complete, accurate, and detailed accounts of all time, costs, expenses, and expenditures pertaining in any way to this Agreement. Consultant shall keep such books and records as shall be necessary to properly perform the Services required by this Agreement and to enable the Contract Officer to evaluate the performance of such Services. The Contract Officer shall have full and free access to such books and records at all reasonable times, including the right to inspect, copy, audit, and make records and transcripts from such records. 7.2 Reports. Consultant shall periodically prepare and submit to the Contract Officer such reports concerning the performance of the Services required by this Agreement, or as the Contract Officer shall require. Consultant acknowledges that the City is greatly concerned about the cost of the Work to be performed under this Agreement. For this reason, Consultant agrees that Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the Services. If Consultant is providing design services, Consultant shall promptly notify the Contract Officer the estimated increased or decreased cost for the project being designed if Consultant becomes aware of any facts, circumstances, techniques, or events that may or will materially increase or decrease the cost of the design services. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subConsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement. Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to Consultant, and the City shall indemnify the Consultant for all resulting damages. Consultant may retain copies of such documents for their own use. Consultant shall have an unrestricted right to use the concepts embodied tin this Agreement. Consultant shall ensure that all its subConsultants shall provide for assignment to City of any documents or materials prepared by them. In the event Consultant fails to secure such assignment, Consultant shall indemnify City for all resulting damages. 7.4 Release of Documents. All drawings, specifications, reports, records, documents, and other materials prepared by Consultant in the performance of Services under this Agreement shall not be released publicly without the prior written approval of the Contract Officer. All information gained by Consultant in the performance of this Agreement shall be considered confidential and shall not be released by Consultant without City's prior written authorization. 13 Revised: 5/1 /20 55575.18165\32900157.2 7.5 Audit and Inspection of Records. After receipt of reasonable notice and during the regular business hours of City, Consultant shall provide City, or other agents of City, such access to Consultant's books, records, payroll documents, and facilities as City deems necessary to examine, copy, audit, and inspect all accounting books, records, work data, documents, and activities directly related to Consultant's performance under this Agreement. Consultant shall maintain such books, records, data, and documents in accordance with generally accepted accounting principles and shall clearly identify and make such items readily accessible to such parties during the term of this Agreement and for a period of three (3) years from the date of final payment by City hereunder. 8. ENFORCEMENT OF AGREEMENT 8.1 California Law and Venue. This Agreement shall be construed and interpreted both as to validity and as to performance of the Parties in accordance with the laws of the State of California. Legal actions concerning any dispute, claim, or matter arising out of or in relation to this Agreement shall be instituted in the Superior Court of the County of Riverside, State of California, or any other appropriate court in such County, and Consultant covenants and agrees to submit to the personal jurisdiction of such court in the event of such action. 8.2 Interpretation. This Agreement shall be construed as a whole according to its fair language and common meaning to achieve the objectives and purposes of the Parties. The terms of this Agreement are contractual and the result of negotiation between the Parties. Accordingly, any rule of construction of contracts (including, without limitation, California Civil Code Section 1654) that ambiguities are to be construed against the drafting party, shall not be employed in the interpretation of this Agreement. The caption headings of the various sections and paragraphs of this Agreement are for convenience and identification purposes only and shall not be deemed to limit, expand, or define the contents of the respective sections or paragraphs. 8.3 Default of Consultant. Consultant's failure to comply with any provision of this Agreement shall constitute a default. A. If the City Manager, or his designee, determines that Consultant is in default in the performance of any of the terms or conditions of this Agreement, he/she shall notify Consultant in writing of such default. Consultant shall have ten (10) days, or such longer period as City may designate, to cure the default by rendering satisfactory performance. In the event Consultant fails to cure its default within such period of time, City shall have the right, notwithstanding any other provision of this Agreement, to terminate this Agreement without further notice and without prejudice of any remedy to which City may be entitled at law, in equity, or under this Agreement. Consultant shall be liable for all reasonable costs incurred by City as a result of such default. Compliance with the provisions of this section shall not constitute a waiver of any City right to take legal action in the event that the dispute is not cured, provided that nothing shall limit City's right to terminate this Agreement without cause under Section 3.5. B. If termination is due to the failure of the Consultant to fulfill its obligations under this Agreement, City may, after compliance with the provisions of Section 14 Revised: 511/20 55575.18165\32900157.2 8.3A, take over the work and prosecute the same to completion by contract or otherwise. The Consultant shall be liable to the extent that the total cost for completion of the Services required hereunder exceeds the Maximum Contract Amount (provided that the City shall use reasonable efforts to mitigate such damages). The City may withhold any payments to the Consultant for the purpose of set-off or partial payment of the amounts owed the City as previously stated. The withholding or failure to withhold payments to Consultant shall not limit Consultant's liability for completion of the Services as provided in this Agreement. 8.4 Waiver. No waiver of any provision of this Agreement shall be effective unless in writing and signed by a duly authorized representative of the Party against whom enforcement of a waiver is sought. Any waiver by the Parties of any default or breach of any covenant, condition, or term contained in this Agreement, shall not be construed to be a waiver of any subsequent or other default or breach, nor shall failure by the Parties to require exact, full, and complete compliance with any of the covenants, conditions, or terms contained in this Agreement be construed as changing the terms of this Agreement in any manner or preventing the Parties from enforcing the full provisions. 8.5 Riahts and Remedies Cumulative. Except with respect to rights and remedies expressly declared to be exclusive in this Agreement, the rights and remedies of the Parties are cumulative and the exercise by either Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same or different times, of any other rights or remedies for the same default or any other default by the other Party. 8.6 Leeal Action. In addition to any other rights or remedies, either Party may take legal action, in law or in equity, to cure, correct, remedy or recover damages for any default, to compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 8.7 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non -prevailing Party all reasonable costs and expenses. These include but are not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. To the extent authorized by law, in the event of a dismissal by the plaintiff or petitioner of the litigation or non judicial proceeding within thirty (30) days of the date set for trial or hearing, the other Party shall be deemed to be the prevailing Party in such litigation or proceeding. 9. CITY OFFICERS AND EMPLOYEES: NON-DISCRIMINATION 9.1 Non -liability of City Officers and Emnloyees. No officer or employee of the City shall be personally liable to the Consultant, or any successor -in -interest, in the event of any default or breach by the City or for any amount which may become due to the Consultant or to its successor, or for breach of any obligation of the terms of this Agreement. 9.2 Conflict of Interest. Consultant acknowledges that no officer or employee of the 15 Revised: 5/1 /20 5 5575.18165\3 2900157.2 City has or shall have any direct or indirect financial interest in this Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one (1) year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining this Agreement. 9.3 Covenant Against Discrimination. In connection with its performance under this Agreement, Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin, immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter this Agreement, and in executing this Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non- discrimination in city contracting. 10. MISCELLANEOUS PROVISIONS 10.1 Patent and Copyright Infringement. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise: A. It is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall pay all costs and damages finally awarded in any such suit or claim, provided that Consultant is promptly notified in writing of the suit or claim and given authority, information and assistance at Consultant's expense for the defense of same, and provided such suit or claim arises out of, pertains to, or is related to the negligence, recklessness or willful misconduct of Consultant. However, Consultant will not indemnify City if the suit or claim results from: (1) City's alteration of a deliverable, such that City's alteration of such deliverable created the infringement upon any presently existing U.S. letters patent or copyright; or (2) the use of a deliverable in combination with other material not provided by Consultant when it is such use in combination which infringes upon an existing U.S. letters patent or copyright. B. Consultant shall have sole control of the defense of any such claim or suit and all negotiations for settlement in the event City fails to cooperate in the defense of any suit or claim, provided, however, that such defense shall be at Consultant's expense. Consultant shall 16 Revised: 5/1 /20 55575.18165\32900157.2 not be obligated to indemnify City under any settlement that is made without Consultant's consent, which shall not be unreasonably withheld. If the use or sale of such item is enjoined as a result of the suit or claim, Consultant, at no expense to City, shall obtain for City the right to use and sell the item, or shall substitute an equivalent item acceptable to City and extend this patent and copyright indemnity thereto. 10.2 Notice. Any notice, demand, request, consent, approval, or communication that either party desires, or is required to give to the other party or any other person shall be in writing. All notices shall be personally delivered, sent by pre -paid First Class U.S. Mail, registered or certified mail, postage prepaid, return receipt requested, or delivered or sent by facsimile with attached evidence of completed transmission. All notices shall be deemed received upon the earlier of (i) the date of delivery to the address of the person to receive such notice if delivered personally or by messenger or overnight courier; (ii) five (5) business days after the date of posting by the United States Post Office if by mail; or (iii) when sent if given by facsimile. Any notice, request, demand, direction, or other communication sent by facsimile must be confirmed within forty-eight (48) hours by letter mailed or delivered. Other forms of electronic transmission such as e-mails, text messages, and instant messages are not acceptable manners of notice required hereunder. Notices or other communications shall be addressed as follows: To City: City of Palm Springs Attention: City Manager & City Clerk 3200 E. Tahquitz Canyon Way Palm springs, California 92262 Telephone: (760) 323-8204 Facsimile: (760) 323-8332 To Consultant: Attention: Telephone: Facsimile: 10.3 Integrated Agreement. This Agreement constitutes the entire understanding between the Parties and supersedes and cancels all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter in this Agreement. 10.4 Amendment. No amendments or other modifications of this Agreement shall be binding unless through written agreement signed by all Parties. 10.5 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law. If any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of 17 Revised: 5/1l20 5 5575.18165\32900157.2 this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties' successors and assignees. 10.6 Third Party Beneficiary. Except as may be expressly provided for in this Agreement, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third -party beneficiary or otherwise, upon any entity or person not a party to this Agreement. 10.7 Recitals. The above -referenced Recitals are hereby incorporated into the Agreement as though fully set forth in this Agreement and each Party acknowledges and agrees that such Party is bound, for purposes of this Agreement, by the same. 10.8. Corporate Authority. Each of the undersigned represents and warrants that (i) the Party for which he or she is executing this Agreement is duly authorized and existing, (ii) he or she is duly authorized to execute and deliver this Agreement on behalf of the Party for which he or she is signing, (iii) by so executing this Agreement, the Party for which he or she is signing is formally bound to the provisions of this Agreement, and (iv) the entering into this Agreement does not violate any provision of any other Agreement to which the Party for which he or she is signing is bound. 10.9 Counterparts. This Agreement may be signed in counterparts, each of which shall constitute an original. [SIGNATURES ON NEXT PAGE] 18 Revised: 5/1/20 5 5575. l 8165\32900157.2 SIGNATURE PAGE TO PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND [***INSERT NAME***] IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated below. Date: APPROVED AS TO FORM: Jeffrey S. Ballinger, City Attorney APPROVED BY CITY COUNCIL: Date: Agreement No. "CITY" City of Palm Springs By: David H. Ready, PhD City Manager ATTEST Anthony Mejia, City Clerk Corporations require two notarized signatures. One signature must be from Chairman of Board, President, or any Vice President. The second signature must be from the Secretary, Assistant Secretary. Treasurer, Assistant Treasurer, or Chief Financial Officer. CONSULTANT NAME: Address By Signature (Notarized) Check one Individual Partnership Corporation By Signature (Notarized) 19 Revised: 5/1 /20 55575.18165\32900157 2 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 7189 DFi rSQ Wm.,3A.1Y tiYr KiACaA`�i+C..n.aii'.a� �[xx'x Sxa":a�3o-.M/MY.'A rSivQ3vW �9S R%si tKiF[<R�<l.'.R.`i.Cw.CCc�Cx _ik�LS.��blK1�YAlAral sRk>�id& A ratuy public or other officer canspAMjiV *is certfCate vefifisa artly the identity of the HdlYrde3l w1t* a4ted the docurnern to which this comficsie in smwhed, and not the trUt dift a. acmff3 )( or vabdity of that dowTwTi. Slate of Cabfarma County of On before me, Date pe—rkally opposred Here fruit Name and Titfe of the Officer Names) of ftrner(s) who proved to me on the llamas of satisfactory evndera:e to be the persona) whose name(s) is/are subambed to the vidhin mcibument and acknowledged to rns thst he/shefthey executed the same in hkAerltheir authorized capacity(ms), and that by hWheritheir signature(a) on the instrument the person(s). or the entity upon behalf of which the person(b) acted, executed the instrument_ t certify under PENALTY OF PERJURY under the awns of the State of Ca6fomis that the foregoing paragraph is true and correct.. 9YJLMF _ S my hand srd official seal_ Sigma Signature of hfotwy PubFx: Place No&W Seat Above OPAONAL Though rims section is optional, compbting this Whr" stion can deter aftermbon of rite document or ffaudMent restbschment of this form to an unintended document. Description of Attacked Doctunant TrM ar Typa of Document Document Date: Number of Pages: Signer(s) Other Than Named Above: COPacity{ea) CAautred by Signer(a) Signers Name: ❑ Corporate Officer — Tdls(s): ❑ Partner — ❑ Limited ❑ Genersl ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other_ Signer Is Representing: Signer s Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fad ❑ Trustee ❑ Guardian or Conservator ❑ Other_ Signer Is Repreaerding: C2014 Nabon W Notary Assocwbm • wwwNu ionaiNolary_org • 1-800df3 NOTARY (I-800-876-8B27) item &59(Y7 20 Revised: 5/l/20 55575.18165+32900157 2 EXHIBIT "A" SCOPE OF SERVICES 21 Revised: 5/1/20 55575.18165\32900157.2 EXHIBIT "B" CITY'S REQUEST FOR PROPOSALS 22 Revised: 5/1/20 5 5575.18165\3290015 7.2 EXHIBIT "C" CONSULTANT'S PROPOSAL 23 Revised: 5/1/20 55375.18165\32900157 2 EXHIBIT "D" SCHEDULE OF COMPENSATION 24 Revised: 511/20 55575.18165;32900157.2 EXHIBIT "E" SCHEDULE OF PERFORMANCE 25 Revised: 5/l/20 55575.18165\32900157.2 SOQ #08-21 CI ON -CALL ARCHITECTURAL SERVICES Y. , r.✓:` ADDENDUM NO. 1 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q1: How many teams does the City anticipating adding to the on -call list? Al: The prior On -Call Architectural Services SOQ there were 4 architecture firms selected for on -call services. Q 2: Can you share an expected or estimated maximum or minimum contract value per agreement? For example, the City of Newport Beach just issued an on -call RFQ for a five year period with a maximum contract value of $400,000. A 2: Our On -Call Architectural Services will not be set up with a minimum or maximum contract value. The background of the Request for SOQs explains that the City owns everything from the Airport and a Convention Center down to smaller public buildings. Task orders approved for an on -call firm can be as small as providing a feasibility study for a renovation to something large like new construction on an empty lot. Q 3: Regarding the City's on call RFSOQ, it does appear that it is just for building architects but just wanted to make sure since the IMS report does mention other disciplines and page 6 lists water conservation, drought tolerant planting and smart technologies etc. Is this an On -call for Architects only or is it open for other disciplines as well? A 3: Pursuant to the first line of the Request for SOQ on page 2, the City of Palm Springs is seeking qualified architects to provide on -call architectural services to the City. Architects will generally supplement their team with sub -consultants that may have certain expertise, they will show this as described in the Firm and Staff Qualifications section of the RFSOQ on page 5. Q 4: Which pages from exhibit "E" shall be inserted into our response? Entire contract? Or just a statement acknowledging Exhibit E? A 4: On page 22 of the SOQ, the first paragraph states, "Please review the Request for SOQ and Agreement. If your company would like to request any modifications to the Agreement or take exception to language in the Request for SOQ, identify all requested changes or exceptions as Attachment "E" in your SOQ. If you have no requested changes or exceptions, then identify that in Attachment "E" of your SOQ. Q 5: Exhibits "A" through "D" are located on pages 14 - 18, but similarly there are Exhibits "A" through "E" on pages 43-47 of the SOO at the end of the Master Agreement. Should we insert both into our response as they differ from one another? Please clarify. A 5: Pages 14-18 are marked "Attachments" which are required submittals with your SOQ. Pages 43-47 are marked "Exhibits". These are exhibits only to the contract services agreement. Per the SOQ document, please refer to page 22, second paragraph states that "Please note the exhibits in the attached Agreement are intentionally not complete. These exhibits will be negotiated with the selected Consultant(s) and will appear in the final Agreement executed between the parties." Q 6: Do you require examples and resumes from possible sub consultants? The structure of the last paragraph in "firm and staff qualification" on page 5 seems to suggest that we need only list them as part of an organizational chart. Please clarify. A 6: Resumes can be included but are not required for anyone on your team. We have received proposals in the past with no resumes and some with resumes for every single person including subs. Whatever you feel best demonstrates the abilities of your team members should be included in your proposal. Q 7: If you do require full references from our proposed sub consultant team may we add them as an appendix as this would constitute more pages than is allowable? A 7: Full references of your subs can be included but are not required. Any information included in addition to the 30 allowed pages will not be scored. Q 8: Where will the Addenda be posted? A 8: All addendums will be posted on the City's website on the Procurement & Contracting page under "Open Bids & Proposals". BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 2, 2021 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Authorized Signature: Date: Acknowledgment of Receipt of Addendum 1 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. JF S- y SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES ADDENDUM NO. 2 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q1: Regarding Section 4. Reference Project, is the second set of bullets (beginning with "Responsiveness and attentiveness to client needs") meant to be in support of the reference project specifically, or can these topics address our firm's work/experience more generally? A1: it is meant to be specific to the chosen reference project. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 10, 2021 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Authorized Signature: Date: Acknowledgment of Receipt of Addendum 2 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. r' SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES ADDENDUM NO. 3 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q 1: Are there minimum inclusivity thresholds to attain across the consultant team? If so, how is this factored into the scoring? A 1: No there are no inclusivity thresholds. Q 2: If some, but not all, of the consultants on a team meet the criteria of a local business, does that mean the team would only get partial points, or would they get the full 5 points? A 2: As per the SOQ document on page 6-7 "Pursuant to Palm Springs Municipal Code Section 7.09.030 Local Business Preference Program, the Local Preference in Services does apply. In order for a local business to be eligible to claim the local preference, the local business must request the consideration of the local preference program (see Attachment A) in this section of the SOQ and provide a copy of its current business license from a jurisdiction in the Coachella Valley showing the address of the business is located in the Coachella Valley". "Local business" means a vendor, contractor, or consultant who has a valid physical business address located within the Coachella Valley, at least six months prior to bid or proposal opening date, from which the vendor, contractor, or consultant operates or performs business on a day-to-day basis, and holds a valid business license by a jurisdiction located in the Coachella Valley. Post office boxes are not verifiable and shall not be used for the purpose of establishing such physical address. "Coachella Valley" means the area between the Salton Sea on the south, the San Jacinto and Santa Rosa Mountains on the west, and the Little San Bernardino Mountains on the east and north. For the purposes of this definition, "Coachella Valley" includes the cities of Beaumont and Banning and the unincorporated areas between Banning and the City of Palm Springs. Q 3: Will the questions from and answers to other teams' clarifications be shared with all teams? A 3: All questions received will be answered and published in addenda's and made public to all interested vendors. Q 4: Which Attachment(s) are required to be completed by Sub -Consultants, if any? A 1: None of the attachments are required to be completed by the sub -consultants. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 16, 2021 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Authorized Signature: Date: Acknowledgment of Receipt of Addendum 3 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. 2 C x SOQ #08-21 - { i ON -CALL ARCHITECTURAL SERVICES ADDENDUM NO. 4 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q 1: Who are the architecture firms that are on the City's current Architecture On -Call? A 1: Interactive Design Corporation, James Cioffi Architect, M. Arthur Gensler & Associates, Uruutia AIA & Associates (now Uruttia Marks Architects) Q 2: Does the scope of work include attending any commission hearings outside of those required for projects which we are contracted for? A 2: The scope of work only includes meetings for which you are contracted to complete. Q 3: What is the general scale of projects? (Small = ADA improvements / Medium = Historic Preservation or Space Planning / Large = Full Remodel or New Construction) A 3: This scope of work will cover small, medium and large projects. Q 4: Which department / Staff person will be the main point of contact for project coordination? A 4: The Engineering Division will be the main point of contact for this contract. Each individual project will have a project manager from the Engineering Division assigned. Projects will be distributed amongst the staff by the City Engineer or his/her designee. Q 5: Will the city assign their own 'project manager' for each respective project? A 5: The City Engineer or his/her designee, will assign a staff person as the City's project manager for each task that will be assigned to on -call architects. Q 6: Would our firm + team members be precluded from other/future opportunities? A 6: If selected to be an on -call architecture firm for the City and subsequently the City puts out a Request for Proposals on a separate project (usually high profile like a new Main Library), your firm will still be allowed to submit proposals on the stand alone project. Q 7: If a consultant is non -local, but their executive architect (sub -consultant) is a Coachella Valley -certified business, can you confirm that the full 5 points will be awarded? If not, how will it be applied? A 7: Per the language in the SOQ, five (5) points will be awarded to a consultant that requests consideration of the local business preference and qualifies as a local business. A consultant that does not meet the definition of "local business" in the SOQ will not be awarded any points. For example, a consultant that does not operate or perform business on a day to day basis within the Coachella Valley would not be eligible for consideration of the local business preference, even if they employ a sub -consultant that meets the definition of a local business. Q 8: Can the 30-page 8.5x11 presentation be horizontally formatted for better full -screen viewing, given that it is a digital submission? A 8: Yes, your response file can be submitted in portrait or landscape orientation. Q 9: Can more than one Reference Project be submitted if a team includes sub -consultants with significant on -call municipal experience? A 9: To compare proposals, the one reference project will be used for scoring. However you can provide reference projects in other parts of the proposal to demonstrate the abilities of your company and team. Q 10: Does the submittal of Attachment "E" in the proposers' SOQs also include the entire text of the Sample Professional Services Agreement for On -Call Services even if we have either no requested modifications or requested modifications that we can either describe on the Attachment "E" sheet (page 22 of the Request for SOQ) or just attach the sheets of the Sample Agreement on which we may mark such requested modifications? A 10: Submit only the pages with your exceptions to the language and your requested modifications in order to keep pages to a minimum. If you have no requested changes or exceptions, then identify that in Attachment "E" of your SOQ. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA IP 10 Procurement & Contracting Manager, Acting DATE: March 18, 2021 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Authorized Signature: Date: Acknowledgment of Receipt of Addendum 4 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. EXHIBIT "C" CONSULTANT'S PROPOSAL Rev. 5/1 /20 53375 18165'•32900159 2 IVA STATEMENT OF QUALIFICATIONS FOR ARCHITECTURAL SERVICES City of Palm Springs Request for Statement of Qualifications #08-21 Firm and Staff Qualifications Urrutia Marks Architects is the result of a merger in 2016 between Urrutia Architects (founded in the Coachella Valley in 1973) and Marks Architects (founded 2001). mc3rks urrutica architoCtS nncArks sbaletati .:- .,;,g C�s92103 (619) 702-9448 a r c h i t e c t s )19o5knYtI1 pF. l c�D22f0 165N borgDS�,>- "i! CL.922b2 (760) 610-5264 (760) 327.6800 Since Francisco J. Urrutia FARA established our firm in 1973, we have provided among the highest caliber professional Architect's services offered in Riverside County and all over southern California. Our project history includes the successful execution of: • Hundreds of projects under the jurisdiction of the Office of Statewide Health Planning and Development (OSHPD); • Many school projects under the review and responsibility of the Division of the State Architect; • Municipal and County projects including extensive renovation projects; • Tenant Improvements and new construction for SunLine Transit Agency and Valley Sanitary District; and • Countless private projects with highly critical owners. Architects and Engineers establish their qualifications for a given project through experience executing and completing actual projects similar in nature to the new project. Below, we feature our team and our qualifications through key personnel and past performance on actual projects. These projects are for real clients similar to the public service nature of the City of Palm Springs, including municipal and county government services and operations. The quality of those experiences is demonstrated in the satisfaction of our clients and the performance of the buildings and spaces they use or occupy. A true indicator of satisfied clients is when they come back and ask again and again for our services. pAUH "' Statement of Qualifications for Architectural Services �:yN City of Palm Springs SOQ#08-21 � March 24, 2021 O �4 l/FORN�p Between Urrutia Marks Architects in Palm Springs and our parent firm Marks Architects in San Diego, we have the collaborative power of a much larger firm. The composite team includes three California licensed architects and senior project managers with dozens of years of experience each. Marls Architects, Inc. Organizational Chart Daniel Maras Archife dPresidenfdbwrner Marks Arcl&&, Inc. Gabnela Marks ArcFritedrllice I'resittent Merits Ads Sr. Project Managers Architects, Tramming CAD Technicians i� W III r YY Yi �..• i• r r r David Clarke W 1 . o (J 1 !I 0I I t Sr. Project ManagersZ I 1 l �1 'CAD Q I Technicuns 1 a- 1 Design & Engineering Subconsultants Civil Engineer Landscape Architect Stnztural Engineer Mechanical Engineer Electrical Engineer Plumbing Engineer Fire Protection Engineer Radha#iwi Physicist Cost Estimator Specialty Cvnsultmts The Palm Springs office, which will be executing the projects for the City of Palm Springs under the awarded on -call contract, includes: 1 California Licensed Architect (31 years licensed in California), David W. Clarke, Principal Architect/Vice President 2 Senior Project Managers, Marina Acosta and Jose Lopez; and 1 Architect -in -Training, Hector Castro. F1 QPiMS, Statement of Qualifications for Architectural Services'' City of Palm Springs SOQ#08-21 March 24, 2021 ' c~ 4��i:oaN`P. Firm Experience in the Various Processes, Approvals, and Procedures Associated with Providing such Services for a Public Agency Urrutia Marks Architects is engaged by multiple municipal, county and utility agencies for public work in on -call task orders or separate contracts at any given time accounting for about 70% of our total workload. We also have executed over 100 OSHPD medical projects which are not shown to maintain brevity. REPRESENTATIVE PROJECTS FOR PUBLIC AGENCIES WITHIN THE LAST FIVE (5) YEARS County of San Bernardino Cucamonga-Guasti Regional Park Pool Waterproofing & Upgrades, Ontario, CA Services Contract Fee: $52,500.00 2020 $400,000 Design, Construction Documents, Bidding Support, Construction Administration Glen Helen Regional Park Waterslide Refurbishing San Bernardino, CA Services Contract Fee: $41,900.00 2020 $221,400 Existing Conditions Analysis, Structural Report, Bidding Coordination, Final Punch List Glen Helen Regional Park Waterslide Replacement, San Bernardino, CA Services Contract Fee: $26.900.00 in progress $400,000 Vendor Proposal Analysis, Structural Report, Bidding Coordination, Final Punch List Yucaipa Regional Park Pool Repairs, Yucaipa, CA Services Contract Fee: $41,900.00 in progress $221,400 Existing Conditions Analysis, Structural Report, Bidding Coordination, Final Punch List County Data Center Fire Suppression Upgrades, San Bernardino, CA Services Contract Fee: $36,900.00 2020 $1,000,000 Existing Conditions Analysis, Leak Seal Construction Documents: Construction Phase Review SunLine Transit Agency Office Tenant Improvements, Indio, CA Services Contract Fee: $33,951.70 2020 $435,800 Design, Construction Documents, Bidding Support, Final Punch List Center of Excellence in Zero Emissions Technology, Thousand Palms, CA Services Contract Fee: $252.000.00 in progress $2,300.000 Design, Construction Documents, Bidding Support, Final Punch List City of Palm Springs Sunrise Park Restrooms, Palm Springs, CA Services Contract Fee: $23,500.00 in progress $250,000 Design, Construction Documents, Bidding Support, Construction Administration Police Department Renovations:, Palm Springs, CA Services Contract Fee: $109,000.00 2019 $3,100,000 Design, Construction Documents, Bidding Support, Construction Administration The Park - Downtown Palm Spri�gr s Park, Palm Springs, CA Services Contract Fee: $396,575.00 2015 - Feasibility Study, Design & Engineering, Public Presentations Valley Sanitary District Camort Structures, Indio. CA Services Contract Fee: $33.100.00 2017 $421,000 Design, Construction Documents, Bidding Support, Construction Administration Morongo Basin Healthcare District Split Rock Clinic Remodel, Twentynine Palms, CA Services Contract Fee: $60,967.53 2019 $3,080,500 Design, Construction Documents, Bidding Support Family Health Dental Clinic Remodel, Yucca Valley, CA Services Contract Fee: $5,050.00 2016 - Feasibility Study and Preliminary Design Riverside Unified School District Fremont Elementary School Remodel, Riverside, CA Services Contract Fee: $36,500.00 2019 $524,800 Construction Documents, DSA Submittal Coordination Poly High School Interim Housing, Riverside, CA Services Contract Fee: S12,850.00 2017 unknown Construction Documents, DSA Submittal Coordination Poly High School Classrooms &-Locker Rooms Ceiling Remodel, Riverside, CA Services Contract Fee: $12,450.00 2017 unknown Construction Documents, DSA Submittal Coordination Longfellow Elementary School HVAC Replacement. Riverside, CA Services Contract Fee: $23,950.00 2016 unknown Construction Documents AµMS,p •. Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 ,'4GFORN� OTHER PREVIOUS PROJECTS FOR PUBLIC AGENCIES City of Palm Desert U City cif Palm Springs Riverside County Bus Stop Shelters ■ • Convention Center Storage Yard •a Administration Center (Design) Bakers Square � e • Palm springs Airport • Blythe, CA g San Pablo/Highway 111 • Landscape Renovation • Juvenile [fall — Phase II College of the Desert One-way Airport Revolving Doors a Construction Administration Baseball Field Lighting • Security Wall Opening/ Boor ® Indio,,CA Central Plant & Alumni Street fair a • Parking Lot Space expansion Park(ngg Lot Expansion - Alternate 1 a ■ Riverside County Restrooms Security Checkpoint Lane Expansion °• Mousing Authority Campus Wide Hardware • Baggage Claim Area Lac ansion t�� p ■ Moreno Valley, CA Riverside CA Replacement Project i New Automatic Entrance Door System n Science Bldg. Lab. Remodel r r Roofing Analysis and Modifications HVAC Air Handler Replacement Study • a Riverside County - Volunteers in Medicine Clinic Civic Center Carport Structures Palm Springs Police Department o and Photovoltaic Panels • Records and Lobby Remodel w Riverside County Economic San Pablo Part. ■ ■ Detectives Bureau Remodel ■ Development Agency ■ Desert A,leadrnvs blousing Project Community Park Training Center Remodel Basement Men's & Women's Locker ■ 0 Indio, CA. Sinatra Teen Center, Palen Desert • • Rm)nm Remodel ■ River Canyon Housing Project ! Cathedral City, C.A. Preliminaries City of Palm Springs HVAC System Council Chambers Atrium • Upgrades City I lall Data Center HVAC Replace. ■ °s San Bernardino County Mesa View Fire Station a Desert I lighland Unity Center I NAC ■ Restaurant Development ® • I ire Station No.2 FIVAC Chiller • Arrowhead Regional Medical Center ■ lighway 111,Portola a Replacement Colton, CA Redevelopment Agency • ■ Public Related Projects n Upgrade of Existing fire Alarm Panels a o Replacement of Existing Cart Washer Public Agency Projects Tenn ily Wildlife Hospital and Conservation Center • a Repaacment of Surgical Lights-Boortts in The Living Desert 12 O s Desert Sands n B village Walulu a Replacement of Existing Floor Loader >• Unified School DMrict Relocalable Classrooms u m The Livia g Desert ■ Sterilizer • Palm Desert I Iigh School a Barbara Sinatra Chddren:s Center Replacement of Pump 4VAGT Vacuum Master Pharr 1 idlll W Eisenhower Medical Center am New Cr Scan -Toshiba Aquilion Prince Sunrise Media Bus Slop Designs ® John L Sinn Emergency Wing ! Palm Springs U Eisenhower Medical Center a New Toshiba Ultirnax Equip. Rancho Mirage ® March Air Force Base MRI Replacement - Toshiba `titan 3T Cathedral City • Squadron operations ■ Air Pressure Monitors - Isolation Rooms March AFB, CA ■ to Uihlein Administrative Building Interior ADq Upgrades City of Rancho Mirage u 0 Eisenhower Medical Center ■ Labor & Delivery Remodel Bank of America v • Radiology Equip. replacement United States Post Office aYucca Valley, (.A m Emergency Blue Phone Mestals 4 Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 c4�IroaN`0 , OTHER PREVIOUS PROJECTS — PUBLIC AND PRIVATE Recreational Facilities - Bighorn C.C., Halfway House (The Turn) - Eldorado C.C., Administration - Building, Indian Wells, CA - Eldorado C.C., Golf Clubhouse Remodel & Addition - Eldorado Country Club, Master Plan, Indian Wells, CA - Fairchild's Golf Center, Palm Springs, CA - Ironwood C. C. Golf Clubhouse, Palm Desert, CA - Ironwood Tennis Clubhouse & Courts, Palm Desert, CA - Spanish trail C.C. Clubhouse, Las Vegas, NV - Spanish Traits C..C., Gatehouse, Las Vegas, NV - Tamarisk C.C. / Golf Clubhouse Master Plan Remodel/Addition - The Vintage Club, Sandwich Bar, Indian Wells, CA Utility & industrial Facilities - General Telephone (TSPS and LAX Buildings), Indio, CA - General Telephone Co. Various projects within the Coachella Valley including Digital Alterations - Nora Water Bottling Facility, Riverside County, CA - Shell Oil Co., Service Stations and Convenience Stores, La Quinta, Palm Springs, Cathedral Cty. Private Residence fhe Vintage Club Financial Insfitulions American Savings Bank Remodel, Palm Desert, CA - Bank of America (Prelim. Design Studies), Yucca Valley, CA - Bank of America (Prelim. Site Studies), Palm Springs, CA - Bank of America Private Banking, Facility, Palm Springs, CA - Bank of California (Prelim. Design Studio§), Indian Wells, CA - Bank of California, Palm Springs, CA -Calif. Fed. Savings (Prelim. Design Studies) Palm Desert, CA - Crocker Bank (American Savings), Palm Desert, CA Public Facilities - Mesa View Fire Station, Palm Desert, CA - Palm Desert Bus Stop -Bakers Square, Palm Desert, CA - Palm Desert Bus Stop -San Pabio/Hrvy. 111, Palm Desert, CA - Palm Desert Civic Center Carport Structure and - Photovoltaic Panels, Palm Desert, CA - Palm Desert Community Park, Palm Desert, CA - Palm Desert Sports Complex, Palm Desert, CA - Palm Desert Youth Center Palm Desert, CA (Preliminaries) - Rancho Mirage Post Office, Rancho Mirage, CA - San Pablo Park (Including Plan with YMCA) - Squadron Operations Building, March Air Force Base, CA - Whitewater Park Renovation, Rancho Mirage, CA - Indian Wells City Hall, I-W. CA. Chu rches Places of Worship - Sacred Heart Catholic Church - Pastora) Center, Palm Desert, CA - Jewish Community Center, Palm Springs, CA (Preliminaries) - Our Lady of Soledad Catholic Church of Coachella (Preliminaries) - Hosanna Church, Palm Springs, CA fioi! Statement of Qualifications for Architectural Services�ZN�. City of Palm Springs SOQ#08-21 March 24, 2021 ' °4c�Foa�`P Educational facilities Washington School Library, Palm Desert, CA, - Rancho Mirage School Repair, Rancho Mirage, CA - Palm Desert High School, Palm Desert, CA. - Desert Sands Unified School District Relocatable Classrooms, Desert Sands, CA. - Headstart & Child Development Relocation, - D.S.U.S.D.1994 Washington School Portable Classroom Project - D.S.U.S.D. 1995 Portable Classroom Project, - D.S.U.S.D. La Quinta Middle School, La Quinta, CA. - Montessori School Addition - Warner I -rail, - College of the Desert Ballfield Lighting, Palm Desert, CA- - Riverside Unified School District Riverside Poly High School Remodel, Riverside, CA Office, Retail, b Hospitality Facilities - Airpbrt Park Plaza, Palm Springs, GA - Canyon Hotel Convention Center, Palm Springs, CA - EMC Administrative Center, Rancho Mirage, CA - Furon International, Laguna Niguel, CA - Scbma's Restaurant, Rancho Mirage, CA - Sheraton Raincross Hotel (interiors), Riverside, CA - Spa Hotel Renovation, Palm Springs, CA -The Courtyard, Palm Springs, CA - Unocal Geothermal Division Office, Coachella, CA - Unocal Geothermal Division, Indio, CA - Urrutia Professional Building, Palm Desert, Ca - Wal- Mart/Retail Shopping Center, Palm Desert, CA Private Rve idenc:e The Vintage Club Residential - Ironwood Country Club Fairway Estate, Palm Desert, CA - Shadow Mountain Condominiums, Palm Desert, CA - The Desert Hones at The Vintage Club, Indian Wells, CA - The Patio Homes at The Vintage Club, Indian Wells, CA Numerous Private Residences throughout The Vintage Club and Southern California Palm Springs, CA PALM Statement of Qualifications for Architectural Services ,' Q�Z V r City H'- id of Palm Springs SOQ#08-21 March 24, 2021 gcisoaN`P Firm Familiarity and any Unique Issues that Come with Providing Architectural Services in the City and Coachella Valley Urrutia Marks Architects is the longest continually operating architecture firm in the Coachella Valley. We have operated in Palm Springs since 2003 and the Coachella Valley for 48 years (in Palm Desert from 1973 to 2003). We have been involved directly and indirectly with unique issues here for a very long time. History - With so many local projects over the years, the most unique issues arising here are related to our community's unique history in the Valley, particularly in Palm Springs. The respect for that history has changed as well. The City of Palm Springs has become significantly more diligent in the enforcement of protections for historic buildings and sites over the past ten years, and yet, project developers, business owners building on or improving their properties, and many new -comers are distinctly unaware of this history. Maturity - In addition, all of the Desert Cities here in the Coachella Valley have matured significantly in the project planning, review, permitting, and enforcement of building development, yet there seems to be a lack of respect for those development control systems on the part of many people building here. Many of our clients just do not realize they have to take their projects through such rigorous review and approval processes, even our clients from Los Angeles or other large cities with similar controls. With both of these unique issues, our role as architects entails a significant amount of education. Key and Critical Issues that the Firm Foresees may be Encountered While Providing On -Call Architectural Services Urrutia Marks Architects maintains on -call contracts with several municipalities, counties, and independent agencies for architectural services. The key and critical issues we have faced with such agreements are: 1. The projects scopes of work are often relatively small; 2. Schedules are typically very quick; 3. Budgets are usually tight; and 4. Our clients' assigned project managers are usually in need of considerable assistance from us. In response to these issues, we maintain considerable flexibility and resilience in our staffing to be ready to support our clients' schedules, and we creatively find ways to provide necessary services at fees that will fit their budgets. We respond to requests for help quickly and make ourselves available even during non -office hours. hdStatement of Qualifications for Architectural Services Firm's Method to Ensure Projects are Delivered to Clients on Clients' Budgets Urrutia Marks Architects creates highly successful projects by incorporating quality in all aspects of the execution of our services. From the very first phone call or email from the Client to post -construction follow up, we provide courtesy, respect, and professionalism, and extend those traits to the entire project team. Our Quality Assurance/Quality Control practices include having senior and principal level review of all documents at all phases before they leave the office to Clients, subconsultants, or design/plan review agencies —affecting the quality of documents. However, quality that affects scheduling, budgeting, and customer service comes through intentional best practices and team culture. When the entire team is supporting one another with the same outcome -driven goals, quality is a result, not a program. We apply four underlying outcome -driven goals to each tasks in each project: 1.Involve the Owner/User throughout the process. Great buildings are not created in a vacuum. They need input from the Owners and Users to help the design team understand how the building will be uniquely utilized and how it needs to successfully respond to its intended function. Owner/User input is gathered early in the project time frame and acts as the "project yardstick" against which all design solutions and details will be measured. We keep track of this input and refer back to it at each phase to ensure we are providing the Owner with the best design and services meeting their needs. 2. Understand the opportunities and limits of the project. All projects have wonderful opportunities. All projects have limits and constraints. We define both early in the project. Our solutions address both and opportunities and limits, and will stay within the guidelines established by the Owner. 3. Allow the project to reflect its community. The City of Palm Springs is made of many communities and each is unique. Project design must connect to the community to be successful. In most instances, the solution should reflect not just the community's architecture, but its values, its culture, and its people. 4. Communicate. Clearly and often. For the project to be successful, we need to understand you and you need to understand us. We leave no stone un-turned. We ask lots of questions because we want the solution to be tailored to you and your needs. We will have both Principal and Senior Project Manager on all correspondence so nothing gets missed. 8 1, CP PALM s'O4 ,., Statement of Qualifications for Architectural Services�sN City of Palm Springs SOQ#08-21 March 24, 2021 °a c '4[/FOANA• In addition to these outcome -driven goals, we rely on these best practices to ensure project quality: Listening, Being Local, and Principal Involvement. Best Practices in Understanding the Client - Listening It may seem obvious to the City of Palm Springs, but having an architect who listens and responds in a timely manner to questions and requests should be expected rather than innovative, but many public and private organizations that have hired other architects have found that to not be the case. At Urrutia Marks Architects, you are our top priority. Our first effort is to know you and know what you want. The only way to do that is to listen and learn. Best Practices in Project Delivery - Being Local Urrutia Marks Architects has been established in the Coachella Valley for the past 48 years. We are familiar with the diverse climatic conditions of the various regions of the County. We have an excellent reputation with major contractors in and around the region and have a track record of high -quality service. Our office near East Tahquitz Canyon Way and Sunrise Blvd in Palm Springs is centrally located within the City, and only moments from City Hall. We have executed successful projects in all areas of the City. Project Management System - Principal Involvement Urrutia Marks Architects functions on a Principal Architect/Project Manager format which we feel provides our Clients with effective and responsive project management, while allowing our firm to produce consistently high -quality architectural services within established schedules and budgets. Under this approach, the Principal -in -Charge —a California Licensed Architect —and Senior Project Manager work closely on all phases of the work to assure maximum efficiency and a thorough understanding of the project. We are accustomed to working within the budgetary constraints and demanding schedule requirements. The vast experience of the Principal-37 years in the profession of architecture —supports our Senior Project Managers, who have been with us for more than a dozen years each, throughout the project process. What we have learned by our experiences together enhances our dedication to continually improve our delivery methods and, therefore, the quality of the finished product. All initial design is established by the Principal -in -Charge. Additionally, design coordination is assured by the direct involvement of the Principal -in -Charge. The Senior Project Manager is thereafter responsible for the coordination required internally with the production staff and subconsultant firms. Near daily contact is made with the Principal -in -Charge, Senior Project Manager and subconsultants to ensure all involved parties are kept apprised of the status of design development, input may be received and given prompt response, and production schedules are met. 9 Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 Staff to be Assigned to Provide Services David W. Clarke, Principal Architect Thirty-one years ago, California became Mr. Clarke's first Architect's license. Even practicing and working in several other states since then, he maintained his California licensed. He owned and operated architectural firms in New Mexico and was Executive Manager for a high -end architecture practice in Scottsdale. Now, he leads the Palm Springs Urrutia Marks Architects office. PROFESSIONAL REGISTRATIONS California Architect License - Registration No. C-21219 NCARB Certificate No. 55754 EDUCATION Master of Art in Architecture degree, UCLA 1990 Bachelor of Architecture degree, University of Oregon 1984 PROFESSIONAL PRACTICE Urrutia Marks Architects, Palm Springs, CA 2018 - Present Williams Design Group, Inc., Las Cruces, NM 2010 - 2018 Alvidrez Architects, El Paso, TX 2009 - 2010 Peterson Architects, (PHX Architects), Scottsdale, AZ 2008 - 2009 Mountain Sun Architecture, Ruidoso/Alto, NM 2000- 2008 Escudero-Fribourg Architects, Los Angeles, CA 1988 - 1990 U.S. Peace Corps, Montserrat, BWI, 1985 - 1987 Goody Clancy & Associates, Boston, MA 1984 - 1985 PALM $o _k EXPERIENCE & QUALIFICATIONS David has 37 years of experience in the profession including teaching architecture in universities for ten years. David is a published author and has traveled in over 30 countries. He has practiced architecture in Southern California, Scottsdale, Boston, New Mexico, and the Caribbean. Recent completed public project experience includes: • SunLine Transit Agency West Coast Center of Excellence, Thousand Palms, CA, 2020 • Cucamonga-Guasti Regional Park Pool Waterproofing & Upgrades, Ontario, CA, 2020 • Glen Helen Regional Park Waterslide Refurbishment, San Bernardino, CA, 2020 • SunLine Transit Agency Indio Offices, Indio, CA, 2019 • Split Rock Medical Clinic Remodel, Thousand Palms, CA, 2018 • City of Las Cruces Convention Center Expansion, Las Cruces, NM, 2018 • Fire Station #2, Lovington, NM, 2018 • NM State Police District 3 HQ Addition & Remodel, Roswell, NM, 2017 - 2018 • Public Safety Complex, Las Cruces, NM, 2012 - 2017 10 Q PpLAt fp.y _ Statement of Qualifications for Architectural Services A�y� hi City of Palm Springs SOQ#08-21 March 24, 2021 '. '44FORN�P Staff to be Assigned to Provide Services Marina Acosta, Senior Project Manager Ms. Acosta has been a critical team member and Senior Project Manager first at Urrutia Architects and now Urrutia Marks Architects for 19 years. Her contributions to the firm include marketing and public relations, design presentations, project management, construction project administration, and practice management. Her extensive project experience and outgoing positive personality bring efficiency, productivity, and personal touch to every project, which our clients highly value. Ms. Acosta also regularly teaches at College of the Desert in Palm Desert, California. EDUCATION California Polytechnic State University -San Luis Obispo, California Bachelor's degree of Science in Architecture 5 year professional degree Graduated 2001 PROFESSIONAL PRACTICE Urrutia Architects, Palm Springs, CA 2001 - 2016 Urrutia Marks Architects, Palm Springs, CA 2016 - Present EXPERIENCE & QUALIFICATIONS Detail oriented professional. Skilled at managing multiple aspects of a job and seeing tasks through to successful completion. Takes full responsibility to ensure the highest quality work, while creating strong, productive relationships to optimize teamwork. Organized and able to complete almost every task successfully and within schedule and budget. Outstanding team coordination and oversight. Throughout the years, Marina Acosta has Public, Governmental, Residential, Medical projects: been involved in many projects including, & School projects. Below is a list of selected • SunLine Transit Agency Indio Offices - Indio, CA • SunLine Transit Agency West Coast Center of Excellence, Thousand Palms, CA • Airport Park Plaza (Medical Office Building) - Palm Springs, CA • Palm Springs Police Department - Palm Springs, CA • Mesa View Fire Station - Palm Desert, CA • Institute of Critical Care Medicine - Rancho Mirage, CA • College of the Desert Central Plant & Alumni Street Fair Restrooms - Palm desert, CA • Sunrise Park Restroom Replacement Prototype - Palm Springs, CA 11 Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 Subconsultants Firm may Use to Provide Scope of Services Geotechnical Engineering Petra Geosciences 42-240 Green Way, Suite E Palm Desert, CA 92211 760.250.9747 Civil Engineering and Surveying Fomotor Engineering 225 South Civic Drive, Suite 1-5 Palm Springs CA, 92262 760.323.1842 Commercial Development Resources 4121 Westerly Place # 112 Newport Beach, CA 92660 949.610.8997 Landscape Architecture Sotelo Landscape Architects 2643 Fourth Avenue, San Diego, CA 92103, 619.544.1977 Structural Engineering Tang Structural Engineers 7950 Cherry Ave., Suite 114 Fontana, CA 92336 909.429.0450 Mechanical Engineering IMEG Corp. Plumbing Engineering 901 Via Piemonte, Suite 400 Ontario, CA 91764 Electrical Engineering 909.477.6915 Technology Engineering Fire Protection Engineering Cost Estimating Cumming 15015 Avenue of Science, Suite 160 San Diego, CA 92128 858.485.6765 12 0� VALM 8 Statement of Qualifications for Architectural Servicesy City of Palm Springs SOQ#08-21 March 24, 2021 �PETRA±/��+�+{*��-a�+ G EOSC IENCEr ' Petra Geosciences is a geotechnical and environmental consulting firm founded in 1975 as Earth Research Associates and incorporated in 1988 as Petra. Our workforce consists of an interdisciplinary group of professionals including licensed engineers, geologists, environmental scientists, hydrogeologists, technicians, and administrative support staff. Our current geographical focus is throughout southern California. We have four offices serving the counties of Orange, San Diego, Riverside, San Bernardino, Los Angeles, and the Desert Region. Petra has been serving the Coachella Valley with permanent presence since 2006 and has been helping development projects solve the unique challenges associated with the Coachella Valley. Our projects in the Coachella Valley have ranged from; single lot, roads and pipelines, a boutique resort, energy, and geohazards evaluations and geotechnical design projects up to 2400 acres in size. We have worked in and for the City of Indio and neighboring Cities on Infrastructure and Public Works SERVICES Some of the geotechnical and environmental services Petra provides include: Geotechnical Environmental • Geotechnical Feasibility Studies • Geotechnical Investigations • Forensic Studies • Fault Investigations • Seismic/Liquefaction Analysis • Rock Excavatability • Earthquake Engineering • Foundation Evaluations • Soil -Structure Interaction • Soil Improvement/ Stabilization • Slope Stability Analysis • Pavement Design • Drainage/Seepage Studies • Geotechnical Instrumentation • Field Permeability Testing • Geologic Hazard Reconnaissance • Hydrogeologic Investigations • Landslide Evaluations • Landfill Services • Earthwork Construction Observation and Testing • Third -Party and Agency Review Services Petra Geosciences, Inc. 42-240 Green Way, Suite E Palm Desert, CA 92211 Cell:(760) 250-9747 www.petra-inc.com 13 • Phase I and II Assessments • Soil and Groundwater Sampling • Preliminary Endangerment Assessments • Human Health Risk Assessments • Remedial Action and Site Closure Documentation • Underground Storage Tank Investigation and Removal • Methane History Studies/ Investigations/Mitigation Plans • Construction and Municipal Storm Water Services • Litigation Support • Regulatory Compliance • Remedial Action Workplans Alan Pace, PG, CEG Senior Associate Geologist apace@petra-inc.com Statement of Qualifications for Architectural Services �/J City of Palm Springs SOQ#08-21 March 24, 2021 CIVIL ENGINEERING, SURVEYING pALM sp `> y fT+ -c4t�Foa�`P Fomotor Engineering is a full -service, multi -discipline civil engineering, planning and surveying firm. We focus on growth and development with social consciousness of the environment. Fomotor Engineering is committed to the effective use of technology and utilizes the latest CADD and engineering analysis software. Company founder and owner, Phillip Fomotor, licensed in the States of California and Washington, has over 26 years of professional engineering experience and has an extensive background on all phases of civil design, field surveying and project management. Fomotor Engineering 225 South Civic Drive, Suite 1-5 Palm Springs CA, 92262 Office Phone 760.323.1842 Phillip Fomotor Principal Engineer Jonathan Guzman P.L.S. Survey Department Manager Recent Public Sector Experience: Feasibility study for one -mile extension of El Dorado Drive West, City of Palm Desert Design of two-mile sewer trunk main extension for the Valley Sanitary District, City of Indio Field survey services as needed, Palm Springs Unified School District Cook Street/[nterstate 10 on -ramp construction/enhancement project, City of Palm Desert Pavement maintenance system (PMS) for the Town of Yucca Valley for street maintenance and rehabilitation Thousand Palms Community Center Building and Concession Building, Thousand Palms Grading, paving and drainage plan for the Margaret White Elementary School, City of Blythe Master drainage plan of a 5.5 square mile portion of the City of Rancho Mirage 14 Q pAIM Sp '• Statement of Qualifications for Architectural Services �Ao City of Palm Springs SOQ#08-21 p March 24, 2021 °�,FoaN`P Commercial Development Resources Commercial Development Resources, Inc. Today's Ideas. Tomorrow's Reality. There are numerous ways to design a specific project, CDR's niche and competitive advantage is capturing the owner's vision and delivering designs that maximize ROL —Aaron Albertson, P.E., Principal Located in Newport Beach, California Commercial Development Resources (CDR) provides civil engineering, surveying, construction management, and entitlement services. CDR was created in 2007, in response to the real estate market downturn as developers reduced staff and looked to outsource land development services. CDR serves some of Southern California elite corporate developers, as well as, individual land owners. Corporate or individual, CDR brings the same skills, know how, and energy to each project. CDR is recognized as more than a "Civil', we are a development partner providing client focused and bottom line driven civil engineering and development management solutions and results. This model has quickly grown a core group of repeat clients. Aaron Albertson, P.E., is the founding principal at CDR. Aaron has been working in Southern California for over 15 years beginning in environmental engineering and quickly transitioning into Land Development during early 2000 as part of the real estate boom. Working at a national multi -unit roll out architecture firm, Aaron led the civil engineering efforts for all of Southern California. His team quickly expanding from two to twelve and was responsible for completing projects all over the U.S. Aaron moved to a boutique development company as a development project manager, working directly with equity partners, where he was responsible for the Rite Aid preferred developer program entitlements, permits, and construction management. Aaron founded CDR in 2007 as a response to the real estate down turn and developers outsourcing development program management. CDR has solidified a core group of repeat clients, based on timely and bottom -line driven results and engineering solutions. EDUCATION MONTANA STATE UNIVERSITY - Bozeman, Montana Jan 94 to May 97 Bachelor of Science: Civil Engineering, Option Bio-Resources Licenses: Engineering -in -Training (#12830ET), California Professional Engineer (C 65513) Organizations: Sigma Alpha Epsilon Fraternity UNITED STATES AIR FORCE ACADEMY - Colorado Springs, Colorado June 91 to May 93 15 0.iQpA�sp - Statement of Qualifications for Architectural Services ` City of Palm Springs SOQ#08-21 " " . March 24, 2021 sotelo LANDSCAPE # ARCHITECTS Angelina Sotelo has been designing Landscapes in Southern California for over 20 years. In 2006 became a Partner and Chief Architect of a large firm in San Diego, gaining a reputation for excellence in the practice of all aspects of the landscape architecture profession, including large scale public, institutional, corporate, resort and residential projects. With over 2000 projects of experience and several awards and publications, she founded Sotelo Landscape Architects in 2011. Angelina Sotelo is an active member of the American Society of Landscape Architects. REGISTRATION California Registered Landscape Architect #5254 Arizona Registered Landscape Architect #63799 LEED Accredited Professional BD+C EDUCATION Bachelor in Architecture, 5 year degree UCLA Extension —LARE FOUNDATION 2011 to date —Founder and Principal, Sotelo Landscape Architects 1996-2011—Principal and Chief Architect at DRLA AWARDS 2016 City of Chula Vista New Residential Construction Project of The Year Award. 2015 City of Monterey Park, Beautification Award 2014 ASLA Professional Design Awards 2010 Masters of Design Award, Pool and Spa News 2010 Save Our Heritage Organization for the Lodge at Coronado, with DRLA 2009 Grand Orchid for the Lodge at Torrey Pines, with DRLA PUBLICATIONS 2018 Me•yah•whae, The Magazine of the Agua Caliente Band of Cahuilla Indians 2018 Palm Spring Life 2017 Landscape Architect Magazine, Hardscape Edition, Paseo Chapultepec 2016 Landscape Architect Magazine, Viejas Resort & Casino 2016 Arch Daily, Z Residence In the works- Commercial and Corporate Landscape, to be published in December 2017 2011 Traditional Building Magazine, Coronado Lodge project 2010 Pool and Spa News Masters of Design Awards 2009 1000x Landscape Architect San Diego Office: 2643 Fourth Avenue, San Diego, CA 92103, 619-544-1977 Angelina Sotelo ASLA LEED AP Founder and Principal Viejas Resort & Casino 16 Q pALM S,e ' Statement of Qualifications for Architectural Services hd City of Palm Springs SOQ#08-21 March 24, 2021 4�IFORN�P ' TANG STRUCTURAL ENGINEERS, INC. PROFESSIONAL STATEMENT Tang Structural Engineers, Inc. was formed in July of 2004 in Fontana, California. The firm is innovative and creative while listening to the needs of the Owner, Architect, and Contractor. The firm approaches structural design with open minds, common sense, and years of experience. We always look for economic creative structural systems. Our objectives are to provide quality structural engineering services on time and on budget to both private and public sector clients in California. BACKGROUND For the first 2 years after graduation, Che Tang, was designing light gauge steel structures for residential and commercial and storage facilities. In 1994, he joined Knapp Architectural Engineers Company and served as a design engineer alongside Leonard C. Knapp, Principal Engineer. Che acquired his structural engineer license in 1999, and joined with Len Knapp as a partner on February 2001. Che is a hands-on person with excellent knowledge of structural systems and building codes. He has worked on many municipal projects, custom houses, commercial buildings, and hospitals. EDUCATION BSCE degree, California State Polytechnic University, Pomona, 1992. LICENSE Structural Engineer in California, SE4433 Professional Engineer in California, CE56177 MEMBERSHIP Southern California Structural Engineering Association ACI American Society of Civil Engineers PAST AND ON -GOING PROJECTS Palm Springs Fire Station #4; Renovation & upgrade of existing 5,500 s.f. fire station with 3,000 s.f. addition Peacock Reservoir in Cowan Height, CA; 20522 s.f. drinking water reservoir Corona Chemical and Dewatering Building in Corona CA; 2-story metal building for housing two (2) centrifuge equipment JFK Memorial Hospital in Indio, CA; Expansion and remodeling existing emergency department, renovate administration building, add pump house and add chiller building Suncor Lynwood Skilled Nursing Facility in Lynwood, CA; 42,275 s.f. renovation Tang Structural Engineers, Inc. Che Tang 7950 Cherry Ave., Suite 114 Principal Engineer Fontana, CA 92336 Office Phone 909.429.0450 17 C4 QALM S.0 Statement of Qualifications for Architectural ServicessN; City of Palm Springs SOQ#08-21 March 24, 2021 c4lN�P•' I MEG MECHANICAL, ELECTRICAL, PLUMBING, FIRE PROTECTION SPECIAL SYSTEMS, COMMUNICATIONS IMEG Corp. is one of the largest design consulting firms in the U.S. specializing in high - performing building systems, infrastructure, program management, and construction - related services. With a global footprint of 40 offices and a deep bench of nearly 1,200 team members, we know the technical skills of our people is our product and we strive to build long-lasting client relationships through our guiding principles, expertise, and collaborative project approach. We are a national firm with core, regional teams ensuring strong quality control and client value. Founded originally in 1955, IMEG's strength is our willingness to collaborate and reach beyond the status quo, challenging ourselves to be thought leaders and innovators in the A/E/C industry. IMEG's vast talent consists of program managers, design engineers, and dedicated construction administration personnel. Our expanded resources allow us to tap into the expertise of our entire corporation and involve in-house experts from various fields to assist in the design process with our project partners. Inland Empire Office 901 Via Piemonte, Suite 400 Ontario, CA 91764 Office Phone: 909.477.6915 Kerry Parker, LEED AP BD+C Managing Principal, Client Executive 18 RANKINGS: Top 6 Engineering Firm in U.S. (BD+C) Top 100 Pure Designers (ENR) #111 in Top 500 Design Firms U.S. (ENR) p✓�ALMS\ Statement of Qualifications for Architectural Services ti City of Palm Springs SOQ#08-21 March 24, 2021 GUMMING Building Valor + through Fxprnisr COST ESTIMATING AND VALUE ENGINEERING San Diego Office: 15015 Avenue of Science, Suite 160, San Diego, CA 92128, 858- 485-6765 Ashok Patel, Managing Director Established in 1996 as a project and cost management company, Cumming has evolved into a 700-person, multi -faceted consulting firm with a determined focus on providing services that add value at every step of a project's development. Today, we continue to serve as a devout advocate for our project management and cost consulting clients — we solve problems, deliver solutions, and drive results. Cumming's exceptional management skills have led to us becoming one of the most successful project management and cost consulting firms in our industry. We operate with optimal efficiency, we hire and train the most talented and motivated industry leaders, and we actively explore opportunities to improve and add value. At Cumming, we are passionate about developing and maintaining advanced, specific, and comprehensive knowledge for each project type we support. General construction expertise is not enough. True expertise requires nuance, and nuance requires a deep understanding of the exact project type in question. Cumming has accumulated a diverse portfolio of experience across a variety of sectors, but this has not happened quickly or by accident. We have spent many years and countless hours honing our skills, fine-tuning our knowledge, and acquiring the nuanced understanding that true expertise — and diverse experience — requires. COST MANAGEMENT Cumming's construction cost specialists are known for the accuracy of their estimates and budgets, and deliver continuous cost guidance to our internal teams and outside clients. Accurate and actionable cost solutions • Vast sector knowledge • Early and continuous involvement 19 Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 Scope of Work 4� PALM So •, 4l/FORN� Consultant's approach or methodology in providing each item in the scope of work. Project tasks in on -call agreements can vary significantly in size, difficulty, scope of services needed, and even nature of the project. For example, under our active on -call agreements, Urrutia Marks Architects have provided services for such diverse projects as: Full Design Services for a Prototype Restroom Building for City of Palm Springs Parks Feasibility Study for Office Addition at Big Bear Road Maintenance Facility Feasibility Study for Added Security Bollards at County Government Office Building Waterproofing & New Life Guard Chairs for Cucamonga-Guasti Regional Park Pool Consulting for the Rejuvenation and Replacement of Waterslides at Glen Helen Park Extension of the Service Catwalk in the Arrowhead Regional Med. Ctr Physical Plant Full Design Services for the New SunLine Center of Excellence Training Building Because on -call projects can entail any kind of design professional services from general consulting to field documentation or inspections to cost estimating and feasibility studies to full design and construction documents for brand new buildings, there is no "one size fits all" methodology or approach. Urrutia Marks Architects offers a menu of services we typically can offer in-house based on our experience and resourcefulness, and services we can offer through our subconsultants to provide specialized engineering and analysis. The City may request nearly all of the services listed below for the new construction of a complex project, or a single service task or just a few service tasks for a simple project. The service tasks below marked with "* ' (asterisk) are only provided in conjunction with an agreement for design and construction documents of a complete project. Service Category Service Tasks Pre -Design Site visits for documenting existing conditions Consulting to assist with site selection decisions ADA compliance analysis Design analysis of existing structures & spaces Site analysis (in preparation for design) Programming (in preparation for design) Surveys Geotechnical studies and reports Coordination of surveys & geotech services by others Preliminary Design Conceptual Design Preliminary code analysis of conceptual designs* Analysis of prelimina designs by others Design Development Reviewing/redlining design documents by others Developing approved preliminary designs* Code compliance analysis of designs* Outline specifications & basis of design narratives* Opinions of probable cost* Review & analysis of cost estimates by others 20 �F ?ALM sod Statement of Qualifications for Architectural Services 4>:�N 1W City of Palm Springs SOQ#08-21 March 24, 2021 . �P, Construction Documents Reviewing/redlining construction documents by others Preparing construction drawings for new projects* Writing specifications for new projects* Detailed cost estimates* Adaptation of project plans/designs for other sites* Building permit applications and processing* Response to permit review comments* Bidding and Contract Negotiation Writing and issuing invitations & instructions to bid Conducting pre -bid meetings with bidders* Responding to bidders' questions* Issuing addenda for a project being bid* Receiving and/or tabulating bids Providing advice or recommendations for accepting bids Advising with the writing of construction contracts Construction Contract Administration Site visits to review compliance with construction documents* Review product/material submittals Response to contractor's questions (RFIs)* Prepare amended construction documents* System commissioning Punch lists & issuance of certificates of substantial completion Post -Occupancy Prepare "as -built" drawings for new construction from contractor's markups (CAD provided by City or *) Assess functionality of newly completed projects Assess material/system performance of newly com leted ro'ects General Consulting Pretty much anything else the City needs assistance with by researching and analyzing the conditions and rendering a professional opinion Urrutia Marks Architects Methodology to each Service Category We start each project by studying all existing site or building conditions including applicable mechanical, electrical, and plumbing systems, landscaping, sidewalks, utilities, structure and adjacent street conditions. This will involve reviewing existing site data and boundaries, reviewing title data regarding easements and other information, zoning, previously planned or existing adjacencies, topography, flood plain data, wind and solar exposure, possible utility or view corridors. We coordinate the preparation of boundary survey and topography map and sustainability goals. Any specific design issues will be identified and addressed early on in the design process to assure a complete and cohesive design solution or comprehensive report. Needs Assessments, Feasibility, and Building Program Whenever a project demands it, we will spend the necessary amount of time with the owner/user to assess their needs and requirements for the project including any sustainability goals for the project. This process involves the development of a complete profile of the project's needs and desires for the project by using the input gathered during the visit. After this visit, we will prepare a concise Needs Assessment, Feasibility and 21 Statement of Qualifications for Architectural Services yea City of Palm Springs SOQ#08-21 March 24, 2021 Building Program Study identifying the final requirements for the project. This report serves as the "map" that informs future decisions. Depending on the nature of the project, and in consultation with the Client, in some cases we will also meet with members of the community to address any questions or concerns that they may have in regards to the project. Preliminary Design Based on the approved Needs Assessment, Feasibility and Building Program Study recommendations, initial design concept options will be developed by Urrutia Marks Architects. These are relatively simple drawings formulating the basic size and configuration of the facility and room locations. In some cases, multiple options are possible based on the opportunities and challenges of the project conditions. Following approval of the preferred design concept, the next phase will develop a Preliminary Floor or Site Plan, an architecturally accurate plan drawn to scale and showing layout details such as windows, doors, plumbing fixtures, equipment, cabinets etc. If changes to the site are part of the design, site assessments will be conducted by the architect, civil engineer, and landscape architect for the proposed project and a preliminary site plan is also prepared. Preliminary Design shall also include the development of exterior elevations, building sections, general color and material ideas, landscape concepts, and preliminary grading plan, when needed. We provide 3D computer generated models to help the Client and users get inside the design as early in the design process as possible. Much better understanding is achieved with 3D views. Cost data based on the schematic design will be generated for initial evaluation and consideration of priorities. When the expected costs are misaligned with budgets expectations, revisions to the schematic design may be necessary to ensure time isn't wasted later designing something the City of Palm Springs can't afford. Design Development Refinement of the approved schematic design shall include establishing structural systems, electrical systems, mechanical systems, landscape design, grading and drainage design, lighting techniques, building materials, and finishes. The vertical systems shall be studied to include the exterior architectural character of the building. An integrated design character will unify all components of the building with the use of materials, color and texture. At the conclusion of this phase, we provide more developed computer generated renderings of the 3D modeling for the Client's use in securing funding. Design Development is the best opportunity to evaluate and test the fit of specific equipment, daily staffing functions, and focus on getting the "nuts and bolts" of the design right. We will prepare a statement of probable construction cost based on more detailed area unit prices. We consult with permitting jurisdiction staff and other appropriate parties, to understand all applicable regulatory constraints. Their impacts on project planning and design shall be incorporated into each design component. WJ PALM g Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 'c44FOR��P • ` Construction Document Phase Our construction documents include all drawings and specifications required for the construction of each system and component of the building, including structural, mechanical, electrical, plumbing, landscaping, and site grading and drainage. The team shall establish meetings with the owner/user and any other necessary agency or department at different completion stages (typically 50%, and 75%, or as prior agreed upon) to review the progress of the drawings and specifications and address any issues or comments that may arise. Preparing for contractor's bids involves much more than providing the drawings and specifications. The bid documents also typically include instructions to the bidders, and an agreement document informing bidders of all the requirements including General Conditions of the Contract, Supplementary Conditions, and Special Conditions. Construction Phase Our services include facilitating the approvals for building permits, advising the Client on qualified general contractors showing interest in bidding the project, and throughout construction. During construction we are the Client's eyes and ears with regular job site visits to verify the work is going according to the construction documents. We also act as "referee" if the relationship between the Owner and the Contractor becomes contentious. We make interpretations of the documents, review the contractor's submittals of products and materials intended for use in the construction, review the contractor's applications for payment, and review requests for changes to make sure they are legitimate and justified. Finally, we assist the Owner with closing out and finishing the project. We make sure every last detail is completed, all the warranties, instructions, and product information are conveyed to the Owner, and the Contractor has paid all suppliers and subcontractors. Consultant's ability to provide on -call architectural services to satisfactorily complete the requirements of each scope of work item Urrutia Marks Architects is ready with sufficient staff and a full team of subconsultants for regular A/E projects. We have demonstrated to many public clients through our past and present on -call agreements to provide much more than just satisfactory services. Our clients are supportive and happy to take a call to discuss their experiences with us. Marcus Fuller, Assistant City Manager Jesse Frescas, Owner's Representative City of Palm Springs SunLine Transit Agency P.0, Box 2743 32-505 Harry Oliver Trail Palm Springs, CA 92263-2743 Thousand Palms, CA 92276 760.322.8380 760.343, 3456 _ Deval Shah, Project Manager III Sergio Pena, Dep. Director Design & Construction Real Estate Services Economic Development Agency County of San Bernardino County of Riverside 385 N. Arrowhead Avenue, 3rd Floor 3133 Mission Inn Ave. San Bernardino, CA 92415-0184 Riverside, CA 92507 909.387.5000 951.955.280 23 vp' s` Statement of Qualifications for Architectural ServicesAft City '. kd City of Palm Springs SOQ#08-21 I March 24, 2021 ', 1 /FORN�P Reference Project Identify one example project for which your firm and staff provided on -call architectural services CITY OF PALM SPRINGS POLICE DEPARTMENT REMODEL 2013-2019 The project was comprised of four distinct areas: 1. Remodel Lobby and Records Department 2. Remodel Training Center 3. Remodel Detective Bureau 4. Remodel Basement Men's/Women's Lockers & Restrooms MEN's & WOMEN's LOCKERS ' (BASEMENT) �- L_ DETECTIVE I BUREAU FIRING _.. -- RANGE II r LIBRARY TRAINING CTR NORTH GVIC 'DRIVE LOBBY & RECORDS The scope of work for each area involved changes to or replacement of finishes, fixtures, casework, lighting, power, data, and accommodation for City provided furniture and equipment. Every area also had one or more additions to the architect's and engineers' scopes of work expanding to additional offices, restrooms, and other spaces not originally included in the contract. Construction Contract Amount: $4,323,419 Contractor: Hal Hays Construction Inc. Furniture: $500,000 (under separate purchase order) A/E Services fee: $258,455 Client Contact: Mr. Joel Montalvo Assistant Director of Engineering City of Palm Springs 3200 E. Tahquitz Canyon Way Palm Springs, CA. 92263-2743 24 Statement of Qualifications for Architectural Services hd City of Palm Springs SOQ#08-21 March 24, 2021 CITY OF PALM SPRINGS POLICE DEPARTMENT REMODEL 2013-2019 41A. X, 4 - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - - --------- �_ Lobby and Records Department 25 por I Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 id March 24, 2021 Jfj CITY OF PALM SPRINGS POLICE DEPARTMENT REMODEL 2013-2019 ffl M stave ov wax —7 OF wwf Detective Bureau 27 FIT VALAI Ste Statement of Qualifications for Architectural Services Go City of Palm Springs SOQ#08-21 March 24, 2021 Po CITY OF PALM SPRINGS POLICE DEPARTMENT REMODEL 2013-2019 Men's and Women's Locker Rooms 28 Statement of Qualifications for Architectural ServicesryQ" City of Palm Springs SOQ#08-21 March 24, 2021 c4lIFOR� CITY OF PALM SPRINGS POLICE DEPARTMENT REMODEL 2013-2019 Also, describe how your firm applied its skills and abilities in the following areas: (any that may apply) • Responsiveness and attentiveness to client needs During the design phase, Urrutia Marks Architects and representatives from the City administration and the Police Department worked collaboratively to develop functional layout, color and material schemes, lighting, all the while maintaining the budget. During construction Urrutia Marks Architects assisted the City with challenges created by an initial contractor who executed poorly crafted installations, did not follow the construction documents, and was significantly delinquent. As a team, the client and the design professionals remained diligent in enforcing the City's high standards for construction quality. Urrutia Marks Architects was always ready to attend impromptu site visits and conference calls to assist the City of Palm Springs. • Knowledge and understanding of the latest architectural and construction trends Technology to support Police Station design and operations is constantly changing, so Urrutia Marks Architects worked closely with the client to determine what materials and technology was needed in this project and how it fit in the budget priorities, advised the client on new emerging trends regarding security, active shooter containment and prevention, blast resistance, sound privacy, reporting protocols, and public access. Urrutia Marks Architects seamlessly blended the technology with a stress reducing, respectful, professional, and durable finish material pallet. • Creative design Design remodels always have to be highly creative in reusing existing conditions and making them better than before. In addition to actual design of the affected spaces, the remainder of the Police station had to remain fully operational. Urrutia Marks Architects provided a phasing and relocation plan to assist a smooth transition to temporary spaces and then back to the finished remodeled spaces with a goal to minimize Police operations and public access with minimal disruptions and maintain safety to all occupants. • Green building design such as LEED Certified, solar panels, water conservation, drought tolerant planting, smart technologies, etc. No active sustainable elements were incorporated in the design by client request, but all materials and products selected and specified were carefully evaluated for carbon footprint, impact on the environment during manufacture, and impact to the interior environment after installation including off -gassing and microbial resistance. • Historic preservation Not applicable • Sensitivity to funding constraints Any public project, whether funded directly from tax dollars or also including federal grants or private donations, has funding constraints and Urrutia Marks Architects is always sensitive to those constraints. We incorporated as much fixed infrastructure as possible to limit such expensive elements as plumbing and mechanical systems. The finish materials were selected specifically because they looked "high -end" but had a very modest actual cost. During bidding, we offered suggestions for cost control changes that brough the project in budget. 29 - Q pAIM sp Statement of Qualifications for Architectural Services .. I. City of Palm Springs SOQ#08-21 March 24, 2021 P' '4(/FORN� • Public Private Partnerships (133) Not applicable • Working with a Tribe or the indigenous peoples of the United States Not applicable • Analysis of a complex situation, or a challenging problem encountered and how you solved it The biggest challenge was the initial contractor who failed to properly staff and schedule the construction work. Urrutia Marks Architects included, at the client's request, special conditions of the contract in the project manual that required liquidated damages for late delivery of the project. That is usually a strong incentive for the contractor to stay on schedule, but it does not address poor craftsmanship and lack of conformance to the approved construction documents. So in addition, we offered fair industry standard procedures for the contractor to correct deficient work at no additional cost to the City. Unfortunately, the contractor chose to abandon the project. Urrutia Marks Architects spent considerable additional time assisting the City in determining the scope of the deficient work and hiring another contractor to complete the project. • Oral and written communication skills, including staff or council reports Urrutia Marks Architects provided weekly construction observation reports during the construction phase, but did not have other responsibilities for staff or council reports. • Preparation of presentations to meetings, neighborhoods, stakeholders Urrutia Marks Architects only prepared presentations to key stakeholders in the project; City administration and the Police Department representatives. Design options, including 3D rendering were presented for discussion and user input. • Interaction with the client's organization, (i.e. other divisions or departments, Boards, Commissions, Councils) Urrutia Marks Architects only had interactions with City administration and the Police Department in the course of the project. Local Business Preference Program Local preference request Urrutia Marks Architects is located in the City of Palm Springs and maintains business licenses with the City of Palm Springs, the City of Palm Desert, and the City of Rancho Mirage. We have at times active business licenses with other Coachella Valley cities. Therefore, we request the City's consideration of the local business preference program for Urrutia Marks Architects. See Attachment "A". Our foundation is outstanding community and public design that has benefited the City of Palm Springs and other Desert Cities for 50 years. Our strong community commitment has earned us a wealth of local information, important City contacts, respect within the design community and public sector, and confidence to succeed. 30 Statement of Qualifications for Architectural Services k4� City of Palm Springs SOQ#08-21 March 24, 2021 FORMS Attachment "A" Addendum No. 1 Acknowledgement Addendum No. 2 Acknowledgement Addendum No. 3 Acknowledgement Addendum No. 4 Acknowledgement City of Palm Springs Business License Attachment "B" Attachment "C" Attachment "D" Attachment "E" 2 3 4 5. A?ALM dp Statement of Qualifications for Architectural Services A ;Wb City of Palm Springs SOQ#08-21 " March 24, 2021 ..% '•, - 4<�FoaN�P ATTACHMENT "A" SIGNATURE AND ADDENDA ACKNOWLEDGEMENT FORM Name of Company: Marks Architects, Inc. dba Urrutia Marks Architects Address: 165 N. Luring Drive Palm Springs, CA 92262 Telephone Number: ( 760 ) 327-6800 Contact Person: David W. Clarke, Vice President E-Mail: david@urrutiaarchitects.com Tax Identification Number: 33-0975577 Type of Firm: ❑ Individual ®Corporation (Stat e ❑ Partnership ElLimited Liability Company CA ) El Other (specify) Addenda Ackno.vledge ment: Acknowledgment of receipt of any addenda issued by the City for this Request for SOO is required to be submitted v.,ith your SOO. Failure to acknowledge issued addenda may result in your SOO being deemed non -responsive. (if no addenda were issued, leave blank.) I hereby acknowledge receipt of Addendum(s) Numbers Please check below if you are requesting consideration of the Local Business Preference Program according to the Palm Springs Municipal Code Section 7.09.030. (Check all that apply) I hereby request consideration of the Local Business Preference Program and a copy of current business license for the firm or sub -consultant isare included. hereby certify that 1 have the authority to submit this SOO to the City of Palm Springs for the above listed individual or company. 1 certify that I have the authority to bind myself/this company in a contract should I be successful in my SOO. id W. Clarke Vice President P IN NAIIiEAND TITLE March 24, 2021 SIGNATURE AND DATE SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES y%1 ADDENDUM NO.1 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q1: How many teams does the City anticipating adding to the on -call list? Al: The prior On -Call Architectural Services SOQ there were 4 architecture firms selected for on -call services. Q 2: Can you share an expected or estimated maximum or minimum contract value per agreement? For example, the City of Newport Beach just issued an on -call RFQ for a five year period with a maximum contract value of $400,000. A 2: Our On -Call Architectural Services will not be set up with a minimum or maximum contract value. The background of the Request for SOQs explains that the City owns everything from the Airport and a Convention Center down to smaller public buildings. Task orders approved for an on -call firm can be as small as providing a feasibility study for a renovation to something large like new construction on an empty lot. Q 3: Regarding the City's on call RFSOQ, it does appear that it is just for building architects but just wanted to make sure since the IMS report does mention other disciplines and page 6 lists water conservation, drought tolerant planting and smart technologies etc. Is this an On -call for Architects only or is it open for other disciplines as well? A 3: Pursuant to the first line of the Request for SOQ on page 2, the City of Palm Springs is seeking qualified architects to provide on -call architectural services to the City. Architects will generally supplement their team with sub -consultants that may have certain expertise, they will show this as described in the Firm and Staff Qualifications section of the RFSOQ on page 5. Q 4: Which pages from exhibit "E" shall be inserted into our response? Entire contract? Or just a statement acknowledging Exhibit E? A 4: On page 22 of the SOQ, the first paragraph states, "Please review the Request for SOQ and Agreement. If your company would like to request any modifications to the Agreement or take exception to language in the Request for SOQ, identify all requested changes or exceptions as Attachment "E" in your SOQ. If you have no requested changes or exceptions, then identify that in Attachment "E" of your SOQ. Q 5: Exhibits "A" through "D" are located on pages 14 - 18, but similarly there are Exhibits "A" through "E" on pages 43-47 of the SOQ at the end of the Master Agreement. Should we insert both into our response as they differ from one another? Please clarify. A 5: Pages 14-18 are marked "Attachments" which are required submittals with your SOQ. Pages 43-47 are marked "Exhibits". These are exhibits only to the contract services agreement. Per the SOQ document, please refer to page 22, second paragraph states that "Please note the exhibits in the attached Agreement are intentionally not complete. These exhibits will be negotiated with the selected Consultant(s) and will appear in the final Agreement executed between the parties. " Q 6: Do you require examples and resumes from possible sub consultants? The structure of the last paragraph in "firm and staff qualification" on page 5 seems to suggest that we need only list them as part of an organizational chart. Please clarify. A 6: Resumes can be included but are not required for anyone on your team. We have received proposals in the past with no resumes and some with resumes for every single person including subs. Whatever you feel best demonstrates the abilities of your team members should be included in your proposal. Q 7: If you do require full references from our proposed sub consultant team may we add them as an appendix as this would constitute more pages than is allowable? A 7: Full references of your subs can be included but are not required. Any information included in addition to the 30 allowed pages will not be scored. Q 8: Where will the Addenda be posted? A 8: All addendums will be posted on the City's website on the Procurement & Contracting page under "Open Bids & Proposals". BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 2, 2021 ADDENDUM ACKNOWLEDG Proposer Firm Name: Urr is Ma s ArPwcts Authorized Signature: Date: 3/24/2021 Acknowledgment of Receipt of Addendum 1 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. SOQ #08-21 y ON -CALL ARCHITECTURAL SERVICES ' ADDENDUM NO. 2 At This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q1: Regarding Section 4. Reference Project, is the second set of bullets (beginning with "Responsiveness and attentiveness to client needs") meant to be in support of the reference project specifically, or can these topics address our firm's work/experience more generally? A1: It is meant to be specific to the chosen reference project. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA • Procurement & Contracting Manager, Acting DATE: March 10, 2021 ADDENDUM ACKNOWLEDGM Proposer Firm Name: Urru 'a Mar s Ar ects Authorized Signature: Date: 3/24/2021 Acknowledgment of Receipt of Addendum 2 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. ya.. .c SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES Q ADDENDUM NO. 3 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q 1: Are there minimum inclusivity thresholds to attain across the consultant team? If so, how is this factored into the scoring? A 1: No there are no inclusivity thresholds. Q 2: If some, but not all, of the consultants on a team meet the criteria of a local business, does that mean the team would only get partial points, or would they get the full 5 points? A 2: As per the SOQ document on page 6-7 "Pursuant to Palm Springs Municipal Code Section 7.09.030 Local Business Preference Program, the Local Preference in Services does apply. In order for a local business to be eligible to claim the local preference, the local business must request the consideration of the local preference program (see Attachment A) in this section of the SOQ and provide a copy of its current business license from a jurisdiction in the Coachella Valley showing the address of the business is located in the Coachella Valley". "Local business" means a vendor, contractor, or consultant who has a valid physical business address located within the Coachella Valley, at least six months prior to bid or proposal opening date, from which the vendor, contractor, or consultant operates or performs business on a day-to-day basis, and holds a valid business license by a jurisdiction located in the Coachella Valley. Post office boxes are not verifiable and shall not be used for the purpose of establishing such physical address. "Coachella Valley" means the area between the Salton Sea on the south, the San Jacinto and Santa Rosa Mountains on the west, and the Little San Bernardino Mountains on the east and north. For the purposes of this definition, "Coachella Valley" includes the cities of Beaumont and Banning and the unincorporated areas between Banning and the City of Palm Springs. Q 3: Will the questions from and answers to other teams' clarifications be shared with all teams? A 3: All questions received will be answered and published in addenda's and made public to all interested vendors. Q 4: Which Attachment(s) are required to be completed by Sub -Consultants, if any? A 1: None of the attachments are required to be completed by the sub -consultants. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 16, 2021 ADDENDUM ACKNOWLEDG NT: Proposer Firm Name: U uti ark itects Authorized Signature: Date: 3/24/2021 Acknowledgment of Receipt of Addendum 3 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. s SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES ADDENDUM NO. 4 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE SPECIFICATIONS AND INSTRUCTIONS ARE TO BE INCLUDED IN THE ORIGINAL DRAWINGS AND SPECIFICATIONS. THIS ADDENDUM SHALL TAKE PRECEDENCE OVER ANYTHING CONTRARY ON THE PREVIOUSLY ISSUED SPECIFICATIONS AND INSTRUCTIONS AND SHALL BE REFERRED TO HEREINAFTER AS PART OF THE CONTRACT DOCUMENTS. The City has received the following questions and is hereby providing answers thereto: Q 1: Who are the architecture firms that are on the City's current Architecture On -Call? A 1: Interactive Design Corporation, James Cioffi Architect, M. Arthur Gensler & Associates, Urrutia A/A & Associates (now Uruutia Marks Architects) Q 2: Does the scope of work include attending any commission hearings outside of those required for projects which we are contracted for? A 2: The scope of work only includes meetings for which you are contracted to complete. Q 3: What is the general scale of projects? (Small = ADA improvements / Medium = Historic Preservation or Space Planning / Large = Full Remodel or New Construction) A 3: This scope of work will cover small, medium and large projects. Q 4: Which department / Staff person will be the main point of contact for project coordination? A 4: The Engineering Division will be the main point of contact for this contract. Each individual project will have a project manager from the Engineering Division assigned. Projects will be distributed amongst the staff by the City Engineer or his/her designee. Q 5: Will the city assign their own 'project manager' for each respective project? A 5: The City Engineer or his/her designee, will assign a staff person as the City's project manager for each task that will be assigned to on -call architects. Q 6: Would our firm + team members be precluded from other/future opportunities? A 6: If selected to be an on -call architecture firm for the City and subsequently the City puts out a Request for Proposals on a separate project (usually high profile like a new Main Library), your firm will still be allowed to submit proposals on the stand alone project. Q 7: If a consultant is non -local, but their executive architect (sub -consultant) is a Coachella Valley -certified business, can you confirm that the full 5 points will be awarded? If not, how will it be applied? A 7: Per the language in the SOQ, five (5) points will be awarded to a consultant that requests consideration of the local business preference and qualifies as a local business. A consultant that does not meet the definition of "local business" in the SOQ will not be awarded any points. For example, a consultant that does not operate or perform business on a day to day basis within the Coachella Valley would not be eligible for consideration of the local business preference, even if they employ a sub -consultant that meets the definition of a local business. Q 8: Can the 30-page 8.5x11 presentation be horizontally formatted for better full -screen viewing, given that it is a digital submission? A 8: Yes, your response file can be submitted in portrait or landscape orientation. Q 9: Can more than one Reference Project be submitted if a team includes sub -consultants with significant on -call municipal experience? A 9: To compare proposals, the one reference project will be used for scoring. However you can provide reference projects in other parts of the proposal to demonstrate the abilities of your company and team. Q 10: Does the submittal of Attachment "E" in the proposers' SOQs also include the entire text of the Sample Professional Services Agreement for On -Call Services even if we have either no requested modifications or requested modifications that we can either describe on the Attachment "E" sheet (page 22 of the Request for SOQ) or just attach the sheets of the Sample Agreement on which we may mark such requested modifications? A 10: Submit only the pages with your exceptions to the language and your requested modifications in order to keep pages to a minimum. if you have no requested changes or exceptions, then identify that in Attachment "E" of your SOQ. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 18, 2021 ADDENDUM ACKNOWLEDG NT: Proposer Firm Name: Ur utia rks hitects Authorized Signature: 2 Date: 3/24/2021 Acknowledgment of Receipt of Addendum 4 is required by signing and returning a copy of this addendum with your response. Failure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. CITY OF PALM SPRINGS BUSINESS LICENSE 3200 E TAHQUITZ CANYON WAY, PALM- SPRINGS, CA 92262 (760) 323-8289 PLEASE NOTE THAT IT IS YOUR RESPONSIBILITY TO RENEW AND UPDATE THIS LICENSE ANNUALLY. BUSINESS NUMBER: 20021848 EXPIRATION TAX/ADbIIN. FEE CERT NO BUSINESS TYPE: ARCHITECTURE 11/30/2021 100.00 85173 OWNER NAME: DANIEL MARKS 11/30/2021 133.00 85174 11/30/2021 21.00 85175 11/30,12021 4.00 85179 BUSINESS NAME: URRUTIA MARKS ARCHITECTS BUSINESS ADDRESS: 165 N LURING DR PALM SPRINGS, CA 92262 URRUTIA MARKS ARCHITECTS ISSUANCE OF THIS LICENSE DOES NOT ENTITLE 165 N LURING DR THE LICENSEE TO OPERATE OR MAINTAIN A BUSINESS IN VIOLATION OF ANY OTHER LAW PALM SPRINGS CA 92262 OR ORDINANCE. THIS IS NOT AN ENDORSEMENT OF THE ACTIVITY NOR OF THE APPLICANN'T'S QUALIFICATIONS. MUST BE POSTED IN A CONSPICUOUS PLACE 4 ppLM Sp .r Statement of Qualifications for Architectural Services 'uoyN' City of Palm Springs SOQ#08-21 March 24, 2021 .......P' q��FORN� e i ATTACHMENT "B" NON -COLLUSION DECLARATION FORM The undersigned, deposes and says that he, she or they is/are an authorized representative of Marks Architects, Inc. dba Urrutia Marks Architects the party making the foregoing SOO. (name of company) • That the SOO is not made in the interests of. or on the behalf of. any undisclosed person, partnership, company, association, organization, or corporation • That the SOO is genuine and not collusive or sham • That the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham SOO, and has not directly or indirectly colluded, conspired. connived, or agreed with any proposer or anyone else to put in a sham SOO. or that anyone shall refrain from proposing • That the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the SOO price of the proposer or any other proposer, or to fix any overhead, profit, or cost element of the SOO price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract • That all statements contained in the SOO are true • That the proposer has not, directly or indirectly, submitted his or her SOO price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereof, or paid, and will not pay, any fee to any corporation, partnership, company, association, organization, proposal depository, or any other member or agent thereof to effectuate a collusive -or sham SOO. • Any person executing this declaration on behalf of a bidder that is a corporation, partnership, joint venture, limited liability company, limited liability partnership, or any other entity, hereby represents that he or she has full power to execute, and does execute. this declaration on behalf of the bidder. NAME and TITLE of Authorized Representative: (Print) David W_ Clarke, Vice President Signature an iz i d Representative: (Sign) (Date) March 24, 2021 PALM sA,. Statement of Qualifications for Architectural Services�yN' kA City of Palm Springs SOQ#08-21 March 24, 2021 4 ATTACHMENT "C" CONFLICT OF INTEREST AND NON-DISCRIMINATION CERTIFICATION Conflict of Interest. Consultant acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in the Agreement nor shall Consultant enter into any agreement of any kind with any such officer or employee during the term of the Agreement and for one year thereafter. Consultant warrants that Consultant has not paid or given, and will not pay or give, any third party any money or other consideration in exchange for obtaining the Agreement. Covenant Against Discrimination. In connection with its performance under the Agreement. Consultant shall not discriminate against any employee or applicant for employment because of actual or perceived race, religion, color, sex, age, marital status, ancestry, national origin ( i.e., place of origin. immigration status, cultural or linguistic characteristics, or ethnicity), sexual orientation, gender identity, gender expression, physical or mental disability, or medical condition (each a "prohibited basis"). Consultant shall ensure that applicants are employed, and that employees are treated during their employment, without regard to any prohibited basis. As a condition precedent to City's lawful capacity to enter the Agreement, and in executing the Agreement, Consultant certifies that its actions and omissions hereunder shall not incorporate any discrimination arising from or related to any prohibited basis in any Consultant activity, including but not limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising: layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship; and further, that Consultant is in full compliance with the provisions of Palm Springs Municipal Code Section 7.09.040, including without limitation the provision of benefits, relating to non-discrimination in city contracting. NAME OF COMPANY: Marks Architects, Inc dba Urrutia Marks Architects NAME and TITLE of Authorized Representative: (Print) David W. Clarke, Vice President Signature a4 D_ate If Aud Representative: 11MM(Date. 7 Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 ATTACHMENT " D" PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 1. Name of Entity Marks Architects, Inc. 2. Address of Entity (Principle Place of Business) 2643 4th Ave., San Diego, CA 92103 3. Local or California Address (if different than #2) 165 N. Luring Drive, Palm Springs, CA 92262 4. State where Entity is Registered with Secretary of State California If other than California, is the Entity also registered in Califomia? Yes No 5. Type of Entity ® Corporation ❑ Limited Liability Company [:]Partnership [:]Trust ❑ Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: If any response is not a natural person, please identify al/ officers, directors, members, managers and other fiduciaries for the member, manager, trust or other entity M�`� Officer ❑ Director []Member ❑ Manager . (name) ❑ General Partner []Limited Partner ❑ Other [:]Officer [-]Director ❑ Member 7 Manager [name] [1 General Partner 7 Limited Partner ❑ Other ❑ Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other r,,�Qp�MSA, Statement of Qualifications for Architectural Services City of Palm Springs SOQ#08-21 March 24, 2021 f�' 7. Ownerslinvestors with a 5% beneficial interest in the Applicant Entity or a related entity EXAMPLE JANE DOE 50% ABC COMPANY, Inc. [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity) A. /gyp C, [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] B. [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] C. [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] D. [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] E. [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosi Party, Printed Date Name, Title PALM Sp' 4 Statement of Qualifications for Architectural Services •'' s City of Palm Springs SOQ#08-21 . March 24, 2021 P ATTACHMENT "E" SAMPLE PROFESSIONAL SERVICES AGREEMENT FOR ON -CALL SERVICES Please review the Request for SOO and Agreement. If your company would like to request any modifications to the Agreement or take exception to language in the Request for SOO, identify all requested changes or exceptions as Attachment "E" in your SOO. If you have no requested changes or exceptions, then identify that in Attachment "E" of your SOO. Please note that the exhibits in the attached Agreement are intentionally not complete. These exhibits will be negotiated with the selected Consultant(s) and will appear in the final Agreement executed between the parties. On page 12 In Section 6.1, we request the deletion of the text related to "defend". Also on the same page in Section 6.2. we request the deletion of the text relating to "defend". Please see the markup on the next sheet of this SOO. David W. Clarke, Urrutia Marks Architects, Vice President A Sample of the City's Professional Services Agreement for On -Call Services are on the pages that follow C. "Should any of the above described policies be canceled before the expiration date thereof, the issuing company will mail 30 days written notice to the Certificate Holder named." Language such as, "endeavor to" mail and "but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representative" is not acceptable and must be crossed out. D. Both the Workers' Compensation and Employers' Liability policies shall contain the insurer's waiver of subrogation in favor of City, its elected officials, officers, employees, agents, and volunteers. In addition to the endorsements listed above, the City of Palm Springs shall be named the certificate holder on the policies. All certificates of insurance and endorsements are to be received and approved by the City before work commences. All certificates of insurance must be authorized by a person with authority to bind coverage, whether that is the authorized agent/broker or insurance underwriter. Failure to obtain the required documents prior to the commencement of work shall not waive the Consultant's obligation to provide them. 6. INDEMNIFICATION 6.1 Indemnification and Reimbursement. To the fullest extent permitted by law. Consultant shall ,indemnify, protect, and hold harmless City, its elected officials, officers, employees, agents, and volunteers (collectively the "Indemnified Parties"), from and against any and all liabilities, actions, suits, claims, demands, losses, costs, judgments, arbitration awards, settlements, damages, demands, orders, penalties, and expenses including legal costs and attorney fees (collectively "Claims"), including but not limited to Claims arising from injuries to or death of persons (Consultant's employees included), for damage to property, including property owned by City, for any violation of any federal, state, or local law or ordinance or in any manner arising out of, pertaining to, or incident to any acts, errors or omissions, or willful misconduct committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance of Services or this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the Indemnified Parties. Under no circumstances shall the insurance requirements and limits set forth in this Agreement be construed to limit Consultant's indemnification obligation or other liability under this Agreement. Consultant's indemnification obligation shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. 6.2 Design Professional Services Indemnification and Reimbursement. If Consultant's obligation to-defm indemnify, and/or hold harmless arises out of Consultant's performance as a "design professional" (as that term is defined under Civil Code section 2782.8), then, and only to the extent required by Civil Code section 2782.8, which is fully incorporated herein, Consultant's indemnification obligation shall be limited to the extent which the Claims arise out of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the Consultant in the performance of the Services or this Agreement, and, upon Consultant obtaining 12 Revised: 511120 55575.18165\32900157.2 EXHIBIT "D" SCHEDULE OF COMPENSATION Rev 511120 55575 18165' 32900159 2 Statement of Qualifications for Architectural Services •'�� �y City of Palm Springs S00#08-21 --� March 24, 2021� COST PROPOSAL Urrutia Marks Architects' 2021 Hourly Rates Principal Architect.........................................$225.00/hour Sr. Project Manager......................................$175.00/hour AIT/Technician............................................... $100.00/hour Subconsultant Engineers..............................$250.00/hour EXHIBIT "E" SCHEDULE OF PERFORMANCE The services provided hereunder this Agreement shall occur on an as -needed "on -call" basis, pursuant to separate individual Task Orders or Purchase Orders. The City and Consultant shall agree on a schedule of performance for scopes of work on assigned projects. END OF EXHIBIT "E" Rev. 5/1 /20 55575 18165'32900159 2