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A8875 - HOLT ARCHITECTS, INC. dba Holt Architecture
City of Palm Springs Engineering Services Department 3200 East Tahquitz Canyon Way • Palm Springs, California 92262 Tel: (760) 323-8253 • Fax: (760) 322-8360 • Web: www.palmspringsca.gov June 4, 2025 Holt Architects, Inc. dba Holt Architecture ATTN: Thomas Howell, President 36951 Cook St., Suite 103 Palm Desert, CA 92211 Re: Professional Services Agreement No. 8875 for On-Call Architectural Design Services Dear Mr. Howell, The referenced agreement expired on June 30, 2024, and in accordance with Section 3.4 of said Agreement may be extended at the discretion of the City Manager. This is to inform you that we wish to extend the Agreement for an additional year to June 30, 2026. This is the second of two (2) one-year extensions provided for in said agreement. If you have any questions or concerns regarding the extension of this Agreement, please contact me at your earliest convenience. Sincerely, Joel Montalvo City Engineer Approved by: _________________________________ _____________________________ Scott C. Stiles, City Manager Date Please sign to agree to extend Agreement 8875 for one (1) year ending June 30, 2026. __________________________________ _____________________________ Holt Architects, Inc. dba Holt Architecture Date Docusign Envelope ID: 27D06E9D-1258-4D33-9267-FD09D9C426D2 6/4/2025 6/4/2025 ® ACORO CERTIFICATE OF LIABILITY INSURANCE DATE IMMIDDIYYYY) 7/a/2024 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 AssuredPartners Design Professionals Insurance Services, LLC 3697 Mt. Diablo Blvd Suite 230 Lafayette CA 94549 CONTACT NAME. San Peters PHONE . 626896-1901 FAX N,: ArDRLEss, CertaDesignProCAssuredPartners.com INSURERS AFFORDING COVERAGE NAIC0 RECEIVED INSURER A: HARTFORD INSURANCE COMPANY 38288 Licentseg 600 74 INSURED HOLTARC-01 Holt Architects, Inc. JUL 0 g 202 36951 Cook Street, Suite: 103 Palm Desert CA 92211 OFFICE OF THE CITY CLE INSURERS: Travelers Property Casualty Company of America 25674 INSURERC: Aspen American Insurance Company 43460 INSURERD: The Travelers Indemnify Company of Connecticut 25682 URERE F: NSURER : COVERAGES CERTIFICATE NUMBER: 222054336 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR TYPE OF INSURANCE LSUBR POLICY NUMBER EFF PMIDDYNYYY MLMYEXP M LOM 6 X CO$ CIALGENEBILLUAINLf Y Y 6809M52505A 7f9/2024 7/9/2025 EACH OCCURRENCE $2.000,000 CLAIMS -MADE a OCCUR PREMISES Ea aavrrence $1,000,000 X MED EXP (Any one person) $10,000 centradual Lab Included PERSONAL S ADV INJURY $ 2AD0,000 AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $4,000,000 GENL PRODUCTS - COMPIOP AGG $4,000,000 POLICY [K] PO- JET � LOC $ OTHER' D AUTOMOBILELIABILITY Y Y BA9R22897A 7/92024 7/912025 COMBINED SINGLE LIMIT Ea dent $1,000,000 BODILY INJURY Per parson) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS X HIRED X NaJ-0WNED AUTOS ONLY AUTOS ONLY BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per aaeidom $ $ X NoOwned Auto B X UMBRELLALIAS X OCCUR Y Y CUP9M525165 7/92024 7WO25 EACH OCCURRENCE $1,000,000 AGGREGATE $1,000,000 EXCESS LUMI CLAIMS -MADE DED X RETENTION$ $ A WORKERSCOMPENSATION AND EMPLOYERS' LIABILITY Y/ ANYPROPRIETOR/PARTNERIFXECUTIVE Y 67WEGGA4610 7/92024 7/92025 X I PER OTH- STATUTE ER E.L. EACH ACCIDENT $1,000,000 OFFICERIMEMBEREXCLUDED] ❑ (Mandatory In NH) N/A E.LDISEASE - EA EMPLOYE $1,000,000 E.L DISEASE -POLICY LIMIT $1.000,000 tt yes describe under DESCRIPTION OF OPERATIONSbelaw C Professional UObllity AAAE10026506 7/9/2024 7/9/2025 Per Claim Applepete Umit $2,000,000 $2,000,000 Repo: 1O0111993 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks schedule, may lea attached if more space is required) Insured owns no company vehicles; therefore, hired/non-owned auto is the maximum coverage that applies. The Umbrella Policy is follow form to its underlying Policies: General Liability/Auto Liability/Employers Liability. AM Best's Rating on all policies above: A/XII or greater. Project: ON -CALL PROFESSIONAL SERVICES AGREEMENT — The City of Palm Springs, its officers, council members, officials, employees, agents, and volunteers are named as Additional Insured on General Liability and Auto Liability, per policy forms, with respect to the operations of the Named Insured as required by Written contract. General liability is Primary/Non-Contributory and severabiilty of interests per policy form wording. Insurance Coverage includes waiver Of subrogation per attached. UtK 1 IYIGA 1 t HULUCK V^NY CLLNI IVIY JV VOy IYVUK. will oc aern wI,vmc, City of Palm Springs Attn: Vonda Teed, Engineering Division 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 5 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD Policy # 6NOM525051 COMMERCIAL GENERAL LIABILITY c. MethodOFSharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance d. Primary And Non -Contributory Insurance If laws or regulations. Required By Written Contract --->7, Separation Of Insureds If you specifically agree in a written contract or Except with respect to the Limits of Insurance, and agreement that the insurance afforded to an any rights or duties specifically assigned in this insured under this Coverage Part must apply on Coverage Part to the first Named Insured, this a primary basis, or a primary and non- insurance applies: contributory basis, this insurance is primary to a. As if each Named Insured were the only other insurance that is available to such insured Named Insured; and which covers such insured as a named insured, and we will not share with that other insurance, b. Separately to each insured against whom claim provided that: is made or "suit" is brought. (1) The "bodily injury' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 6. Premium Audit a. We will compute all premium for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premium is the date shown as the due date on the bill. If the sum of the advance and audit premium paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 O 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy ff ee08M5250M occupational therapist or occupational therapy assistant, physical therapist or speech -language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of_> pharmaceuticals committed by, or with the knowledge or consent of the insured. S. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x- ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. COMMERCIAL GENERAL LIABILITY that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. K. MEDICAL PAYMENTS — INCREASED LIMIT The following replaces Paragraph 7. of SECTION III — LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury" sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. AMENDMENT OF EXCESS INSURANCE CONDITION — PROFESSIONAL LIABILITY The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis, that is Professional Liability or similar coverage, to the extent the loss is not subject to the professional services exclusion of Coverage A or Coverage B. M. BLANKET WAIVER OF SUBROGATION — WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: 6. The following is added to Paragraph 4.b., a. "Bodily injury" or "property damage" that Excess Insurance, of SECTION IV — occurs; or COMMERCIAL GENERAL LIABILITY CONDITIONS: b. "Personal and advertising injury" caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance Services Office, Inc. with its permission. POLICY NUMBER: 680-9M52505A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Location of Covered Operations: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. Section II — Who Is An Insured is amended to in - dude as an additional insured the person(s) or organization(s) shown in the Schedule, but 'only with respect to liability for "bodily injury", "property damage", "personal injury" or "advertising injury" caused, in whole or in part, by: 1. Your acts oromissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the fallowing additional exclu- sions apply: CG D3 61 03 05 This insurance does not apply to "bodily injury" or "property damage" occurring, or "personal injury" or "advertising injury" arising out of an offense committed, after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, mainte- nance or repairs) to be performed by or on behalf of the additional insured(s) at the loca- tion of the covered operations has been com- pleted; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tendeduse by any person or organization other than another contractor or subcontrac- tor engaged in performing operations for a principal as.a part of the same project. Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. CG T8 01 07 2Jncludes copyrighted material of Insurance Services Office, Inc. with its permission. DATE OF ISSUE: 05/24/2024 Page 1 of 1 POLICY NUMBER: 680-9M52505A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products -completed operations hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. Location And Description Of Completed Operations Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. Information required to complete this Schedule, if not shown above,.will be shown in the Declarations. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for"bodily injury" or "property dam- age" caused, in whole or in part, by "your work" at the CG 20 37 07 04 CG T8 02 07 24 location designated and described in the schedule of this endorsement performed for that additional in- sured and included in the "products -completed opera- tions hazard". © ISO Properties, Inc., 2004 DATE OF ISSUE: 05/24/2024 Page 1 of 'i Policy # BA9R22897A COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident' or "loss", provided that the CONDITIONS Section: "accident" or "loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance services Office, Inc. with its permission. Policy: BA9R22697A f9N]1Itk1:100T-IW_114to] THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION; II — COVERED AUTOS LIABILITY COVERAGE in the BUSINESS AUTO COVERAGE FORM and Paragraph e. in AA., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE in the MOTOR CARRIER COVERAGE FORM, whichever Coverage Form is part of your policy: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". CA T4 37 02 16 © 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number: 57WEGGA4610 Endorsement. Number: Effective Date:07/0912024 Effective hour is the same as stated on the Information Page of the policy. Named, Insured and Address: Holt Architects, Inc. 36951 Cook Street, Suite: 103 Palm Desert, CA 92211 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. SCHEDULE Person or Organization Job Description Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights from us Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Policy Expiration Date: 07/09/2025 City of Palm Springs Engineering Services Department 3200 East Tahquitz Canyon Way • Palm Springs, California 92262 Tel: (760) 323-8253 • Fax: (760) 322-8360 • Web: www.palmspringsca.gov June 11, 2024 Holt Architects, Inc. dba Holt Architecture ATTN: Thomas Howell, President 36951 Cook St., Suite 103 Palm Desert, CA 92211 Re: Professional Services Agreement No. 8875 for On-Call Architectural Design Services Dear Mr. Howell, The referenced agreement expires on June 30, 2024, and in accordance with Section 3.4 of said Agreement may be extended at the discretion of the City Manager. This is to inform you that we wish to extend the Agreement for an additional year to June 30, 2025. This is the first of two (2) one-year extensions provided for in said agreement. If you have any questions or concerns regarding the extension of this Agreement, please contact me at your earliest convenience. Sincerely, Joel Montalvo City Engineer Approved by: _________________________________ _____________________________ Scott C. Stiles, City Manager Date Please sign to agree to extend Agreement 8875 for one (1) year ending June 30, 2025. __________________________________ _____________________________ Holt Architects, Inc. dba Holt Architecture Date DocuSign Envelope ID: F429AF07-275E-4E96-8956-A859C93EF1B3 6/11/2024 6/11/2024 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 Ist 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 HOLT ARCHITECTS, INC. dba HOLT ARCHITECTURE, (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. 511I20 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: (1 `) the terms of this Agreement; (2"d) 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 Familiarily 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. 511/20 55575.18165'.J2900159 1 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, S 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 shal I not be entitled to additional compensation, therefore. Page 3 of 19 Rev. 5n120 55575 18165W900159.2 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 Scone. 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. 511120 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 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 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. 4. COORDINATION OF WORK 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: Thomas Howell, President/CEO. 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. 511120 55575.181651329DD 159 2 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 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. 5/1120 55575.18165\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. INSURANCE 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. 511120 55575.18165"2900159.2 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' Com ensation 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. 511120 55575.18165\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. 511120 55575.18165132900159.2 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. 511/20 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 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 Page 11 of 19 Rev. 5i1i20 55575.18165W900159.2 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 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 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 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 Page 12 of 19 Rev. 5/1120 55575.18165\32900159.2 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 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 Page 13 of 19 Rev. 5/1120 55575.l8165%32900159.2 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. 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 Party 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. 511/20 55575.18165M900159 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. 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 Infrin ement. 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 Page 15 of 19 Rev_ 511120 55575,18165\32900159.2 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 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 City: 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: Holt Architects, Inc. dba Holt Architecture Attention: Thomas Howell 36951 Cook Street, Suite 103 Palm Desert, CA 92211 Telephone: ('760) 328-5280 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 Page 16 of 19 Rev. 5/1120 55575.18165'.32900159 2 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. 10.4 SeverabiIity. 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 party 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. 5/1l20 55575.18165\32900159.2 SIGNATURE PAGE TO ON -CALL PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF PALM SPRINGS AND HOLT ARCHITECTS, INC. dba HOLT ARCHITECTURE 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 t A ny Mejia, ity 1 k Date: 0-7 Z,a LW14 APPROVED AS TO FORM: By Jeffrey alli ger, Ci orney Dater I v 2C?2 CONSULTANT CONTENTS APPROVED: By -- Justin Nflon, City Ivanager Date: -? (a. /'); APPROVED BY CITY COUNCIL: Date: _ Agreement No. Name: Holt Architects, Inc. dba Holt Architecture Check one: _Individual Partnership x Corporation V.; D By CRY COUNCIL Ph 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: 36951 Cook St., Suite 103 Palm Desert, CA 92211 F By:_ Signature (notarized) Name: Thomas Howell Title: President 55575.18165132900159.2 By: Signature (notarized) Name: Matthew Acton Title: Secretary Page 18 of 19 Rev. 5/1/20 fnUnjS C.drkro-r-k .�-- -)aa lo0()03 r7TT1-�1 7,1. 17 ♦ rri A nMmy public or edw af5m or 1pie- tha cwdk ee wem air the "1ft of lire - I i I I who sipw do doc—tto waid Ift ceroTieate a aefedW and not the ntthk&mi , somwaW ornd3ty ddW doaasnt abdo or f Courtly of�1Tli� y nmte rWo Alurre arse T151a of Me � Par Afermv of - who proved to me an the ba of sy mido we to be the p wowkk-wlfose -.�sgiwe io the rrdhir :rdum«a erd to an es� areoated ere rhowftw erd Mind c w,d � the wwln nwd the perroarDg, the antiiy qxm beI of whmh the wwrasted the sr�sesart I,...---- --•-• I --F order PENALTY OF PERJURY La sdw the ha RACHEL MIRANDA of the of Ind the In apaenp I g P F 1t Commitlltiion No 22"W w'E is tnw end ocrracf NOTARY PU$1 G-MlFOfti11A VVITNEW of hmd RIVERSIDE cam COUNTY I* CoEwa 22 202t - S�IebaY GdAl�yl3�8c Pbw N0bwy Seat Abow O 97040 L Thage lira mw&wr la apt(orrmt aongIN ig Nile htiom adon con deter al waWn of t s doaanerd or Ataudde d F1 p I of ulls rQtn Ne in unh ndod daasnent peoaion of plmdsd � orb !�►�ia f%�sr9t Tim ar TW* of Ebawrmk zaq2whnz Aw Documad om, L,7e 2z. z.9 - N Enbw of PspeecZ11 aunwo Oerw Then AbwAK Charmed by Skp—h1 ftwe Beene ❑ Oorpaete Of m — Titled ❑ kKOWdud ❑ Attorney in Fed ❑ Tnobw ❑ emedwr ar Oaswvatm ❑ Other. wo— to pApmow&w Ekpsra Name ❑ Cwpards o(6cs — Ti loft ❑ Perhsr — ❑ — ited ❑ GwmM ❑ bKkilml ❑ AftmW in Fad ❑Trustee ❑Oumdma-owmwvah: ❑ OeWr SignwbRmpi�db 0=4 NubmW Ndwy A=wk bm. • twnr lMdb0+r0ict-y-u -1-BLEB NOTARY (f-EW4MMSM Item 85W7 Page 19 of 19 5i 1 Q0 Rav 55575.18165\32900159.2 CAUFOFlilA Au4URPOSE ACOMMLEDGIMOrr Cfva CODE g 1180 A nomry public or odwr office cm ple-I the osrti1i YwFm arty the idwft of to irdridid nho signed the doans>d to wo id i this eatifieets a efmdwd and not the OuNtAuas, socwwX cr reiday of Ow doasttent. 8tude of Getitorrris ) County of ILI U d I11 on '. ,r , zt before me. A go-, R. Daft �J Nere livaeut flteruue sit 7iae of tlw oniom persartally efzpemed r J�DWel -- who proved to me an the bezels of schmfadary evidartce to be the persv* whose r Ysra mill ecn'bed to the wtfun inatnenmtt erd Rol! mdged to me ih aheAtnFrjr executed the ss n ta/ltreir huff —bad -p—RKw�md ttwd by bpt sW fwrr the ftrtnwd the paraar%Q, or the entity upon befwlf at wh ch the pmsar M er 1 executed the smftmw & I certify under PENALTY OF PIEBM Y under the laws of the Stdo of CoMamis that the foregoing pmegraph m hue mid cotecL MIgAry a CAltpptp WfrNESS my hand official s� i rr0taf'u61k . GK/�� Mivemide County ComrnisA- 0 22672JS l µr comet- Expi� *V 17. 2022 of flfofu y Ptrbfic Pbm Softy Saef Above OPTKW"L Though M section is apiior d. oorr4pleft this bdarrrrstion can deter aNwalbn of the document or hmrdd{ent tuathichme t of this forte to an unwdwxbd document Desenpfion of Atbx*wd DGomm r4 Title or Type of Doctattmnt �L:}a �a' f'vfr��i A CJI,A'+bocw ant Date: Number of Pspes. —±E�— Swww(e) Ofhm Than Nomad Above: _ A.'rrc ZZ, 20 2-( Cqu-dyges) C&-nvpd by Signs'�'1 Sigrwia llerrre: ❑ Carpo do officer — Tdle(* ❑ Partner — ❑ liuruf 4 ❑ Gmtmsl ,Zh,dividual ❑ Attamey in Fact ❑ Tnrab w ❑ Gmrd, or oanservator ❑ outer Is Repm9w&g- 84we Name: ❑ Corporate OfTi— — Tdb(* ❑ Perk er — ❑ LnYM ❑ General ❑ I'dMdl93d ❑ Attnmey in Fact ❑ Tnmtes ❑ Guattfwn or oonserwhy ❑ Other - le @2014 Nsbonm NateryAommubim • www.NebmuDktaryorg • 1-Soo-US NUTARY (4M8764Wn Itwn $5W Page 19 of 19 Rev 55575.18165U2900159 2 51100 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 511120 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 5/1120 55575 1816502400154 2 EXHBIT "B" CITY'S REQUEST FOR PROPOSALS 5557318165,329001592 Rev 511120 k� L 0 # E U E T FOR STATEMENT OF QUALIFICATIONS CITY OF PALM SPRINGS Date Issued: February 22, 2021 Proposals Due- March 2 r 2021 SOQ#08-21 ON -CALL ARCHITECTURAL SERVICES CITY OF PALM SPRINGS, CALIFORNIA S00#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 over 48,000. 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 -calf 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. Cl 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'/z" 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) 0 Please note: This Request for SOO 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 SOO 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 your firm'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&almspringsca. ov 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. SUBMITTAL OF SOQ Consultants must upload two (2) separate files. The first file shall be the SOQ. The second file shall be the cost proposal. Each file must be labeled with the SOQ 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: SOQ 08-21-YourCompanylnc-SOQ SOQ 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 SOQ, 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 SOQ in the preparation of their SOQ or participation in any presentation if requested, or any other aspects of the entire Request for SOQ process. RESPONSIBILITY OF CONSULTANTS: All Consultants responding to this Request for SOQ shall be responsible. If it is found that a Consultant is not responsible (e.g., has not paid taxes, is not a M 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. 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_) 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) (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) (Date) ATTACHMENT "D" PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM 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 re Wered in Califomia? 0 Yes R 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 0 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 entit 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 18 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.). 19 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. Kill 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 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". n RECITALS City requires the services of a ("Project") B. Consultant has submitted to City a proposal to provide to City under the terms of this Agreement. _, for 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 S_cope_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 5l1120 55575.1816502900157 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: (151) the provisions of the Scope of Services (Exhibit "A"); (2"d) 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 «C„ 1.3 Compliance with Law. Consultant warrants that all Services rendered shall be performed in accordance with all applicable federal, state, and Iocal 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. Revised- 511120 53575.18165\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 511I20 55575 1816502900157 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 Scope. 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 Appropriations. 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: 5/1120 5 5 57 5.18165 \32900 15 7.2 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 ten-nination 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- 511I20 55575 1 S 165\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: 511120 55575 1 S 165\32900157.2 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 511120 5 5 57 5.18165 \3290015 7.2 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 5l1120 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: 5/1f20 55575.18165132900157 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. 1. 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 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: 511120 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 perfonmed 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 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). 1 Revised W1120 55575.1816502900157 2 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 5/1120 55575.1 S 165\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 Resorts. 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 511120 5 5 5 7 5.18165'-3 2900 : 5? .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 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. 8.6 Lettal 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 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 15 Revised 5/1/20 55575 18165U2900157 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- 511I20 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 511/20 55 575 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] IS Revised 511120 55575 18165%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: By: 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 By:.. Anthony Mej ia, City Clerk Corporations require two notari/.ed 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 B+} Signature (Notarized) 55575 1 S 16SW900 t 57 2 19 Revised: 511I20 CWFORi111A ALL-PURPOSE ACKNOWLEDGMMff CIVIL CODE ¢ 1180 A notary public or other dbm aorrrpfetirq t iia cat i xft waif m only the moray of do ndivcd<arl who akpad the doeunart to Mich ft b attaetred and not iha audiftiho s, memo % or vaidny of do doamart. State of Caiforris courdy of On auto Phu before me. Hera bm rt Afama and Tft of tlfe Offfoar Name($I of StnefN who proved to me on the feasts of y evidence to be the paracn(s) whose nanra(s) iafam aubecribad to the wi&m inalru nent and adurowfedged to me thed haftheAhayr exeaded the same is hnArarMwir autl m:od capeeily(p* and that by hia/harffhw tea) on the awbmwd the peraan(a). or the entity upon behalf of v*mch the parson(a) acted. examAed the inatrmwnt I certify under PENALTY OF PERJURY under the fawn of the Stria of Cafdanaa that the foregoing paragraph is true and correct VWTNESS my hand and afficiel seal Signahre SgpmA a of Notimry Putilc Pfaoe Notwy Sad Abom OFFFIONA! Though feria aectin In gptbrimt conrpblMing, th® ndiom 0m can d w aRsrstion of the document or franddw?t raetEada7werd of this than to an unbbwmW dimument Deecnptm of A tocfiad Docmwd Title or Type of Oocurwrct Doc rnent Dde: Nunber d Pegea Signer(e) Other Then Nerned Above Cspecf "ee) Claimed by Sigtwr(a) Sigrmea Name: ❑ Carporats Officer — Tdte(a): ❑ Parhwr — ❑ United ited ❑ (lanaral ❑ kmfvkmw ❑ nttomay in Fad ❑ Tnmtee ❑ Gumrdian or Coneemelor ❑ Otlwr: Signm Is Ong: 87WWS Name. ❑ C-porsta Officer — Tdw ❑ Partner — ❑ Lordted ❑ Gmmffsf ❑ individual ❑ Ahmney in Fad ❑ Tnmtae ❑ Quiumc lme or conservator ❑ Ofhw.. Signer fa Pape -= 02014 Natiorml NbtmyAasocWfw • www.11atiwm Jotmy org • 1.8004US NOTARY 0-9W478-W7) ftem #5W t) Revised 511120 55575 18165%32400157 2 EXHIBIT "A" SCOPE OF SERVICES 1 Revised 5/1120 55575 18165 L32900 l 5 7.2 EXHIBIT "B" CITY'S REQUEST FOR PROPOSALS 2 Revised 5/1/20 55575 18165Q 2900 l 5 7.2 EXHIBIT "C" � Revised 5l1120 55575.1816502900157 2 EXHIBIT 46D" SCHEDULE OF COMPENSATION 24 Revised 511/20 55575 18165\32900157 2 EXHIBIT "E" SCHEDULE OF PERFORMANCE 25 Revised 511120 55575 18165 \32900157.2 4 ?AL ap As SOO #08-21 �# ON -CALL ARCHITECTURAL SERVICES 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 NOW 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. SOO #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? Al: 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. SOO #08-21 i 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. ?ALA,. � S SOO #08-21 s 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 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 1 Medium = Historic Preservation or Space Planning 1 Large = Full Remodel or New Construction) A 3: This scope of work will cover small, medium and large projects, Q 4: Which department 1 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 rile 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 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. 511 /20 55575 18165.32900159 2 CITY OF PALM SPRINGS STATEMENT OF QUALIFICATIONS FOR ON -CALL ARCHITECTURAL SERVICES FEATURE City Hall Rooftop Pavilion Riverside ELEVATOR ADDITIONS Mental Health Department Riverside ADA SURVEYS Department of Public Sociar Services Indio MHOLT ARCHITECTURE . r. I SPACE/REMODEL PLANNING Public works Department Palm Desert LOBBY SECURiTYJCUSTOMER SERVICE Public Utili+y Administrative Offices R va:rside CLASSROOM REMODELS Comp,,ter Lab car-P"xly Pomono S00#08-21 MULTIPURPOSE ROOMS Board Room and Training ;,-enter Riverside Water Department OFFICES IMP ROVEMENTS} REMODELS Depa+tment of Child Services India t� STORAGE{SPACE SAVING SYSTEMS ";..+Hy of Riverside Sheriff Evidence Facility Jurupa MARCH 24TH, 2021 �* HOLT ARCHITECTURE COVER LETTER March 24, 2021 City of Palm Springs Attn, Leigh Gileno, Acting Procurement & Contracting Manager Email: Leigh.Gileno@palmspringsca.gov Re: Request for Statement of Qualifications for On -Call Architectural Services Dear Members of the Review and Selection Committee: We appreciate the opportunity. Here is the info that you requested for Item # 1. a. Basic Firm Info: We are Holt Architects Inc., a California S-Corporation, doing business as Holt Architecture. We were established in 1983 as the Architectural Division of The Holt Group and then branched off as our own entity in 1993. Our Main Office is: Contact: Thomas Howell, President Mobile (760) 408-7081 thowell@holtarchitecture.com 36951 Cook Street, Suite 103 Palm Desert, CA 92203 Office (760) 328-5280 b. Key characteristics: • Clients are primarily repeat or referred. • Experience with a diverse range of type, size and complexity of Public Sector Projects. • Results orientated approach. • Adapt our service for the needs of each Project. c. Reason for submitting the SOQ: We were glad to see this SOO issued; would like to establish an ongoing business relationship with the City of Palm Springs. We welcome the opportunity to further discuss how we can deliver this Project. Sincerely, V�'a 484.� Thomas Howell, President/CEO Holt Architecture STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 2 ON HOLT ARCHITECTURE 00 FIRM QUALIFICATIONS I ABILITY I PROJECT TYPES Perhaps the clearest reflection of our ability is that the vast majority of our work is from repeat or referred clients. These relationships, over time have also allowed us to develop experience in a vast array of projects types, here is a selection: LAW ENFORCEMENT CIVIC Police Headquarters, City of Yucaip(- Council Chamber Renovation, Indio OPERATIONS Coachella Valley Mosquito & Vector Control, Indio COMMUNITY CENTER Coachella Boys & Girls Club OFFICE ISD ,acquisition & Improvements. Colton ENTERTAINMENT Aguo Coliente Casino Poker Room HEALTHCARE Kaiser Permanente, Palm Desert RETAIL/RESTAURANT Haus of Poke, Palm Springs EDUCATION Sacred Heart STEM Classroom Palm Desert LIBRARY Multi -Agency L-brary Renovation Palm Desert ANIMAL SERVICE Animal Samaritans, 1000 Palms PARKS • Ladera, Menifee STATEMENT OF QUALIFICATIONS, On,Call Architectural Services March 24th, 20211 PAGE 3 HOLT ARCHITECTURE FIRM QUALIFICATIONS I EXPERIENCE & DELIVERY ON -CALL EXPERIENCE WITH OTHER PUBLIC AGENCIES: Counties: Cities: • County of Riverside: 20+ years. • City of Ontario: 6-years. • County of San Bernardino: 6+ years. • City of Fontana: 6-years • City of Palm Desert: 2-years. FAMILIARITY WITH PROVIDING SERVICES IN THE CITY AND THE COACHELLA VALLEY: Our roots in the Valley date back to 1983 when were a division of the Holt Group. A wide variety of public sector work in the Valley has and continues to be our primary area of service. This has allowed us to develop a deep familiarity for providing services here through the number and types projects. And in recent years, we have expanded our roots with Staff members who were born and raised in the Valley, both for now and for the future. KEY OR CRITICAL ISSUES: Proper establishment or verification of Scope, Budget and Schedule at the commencement of a project is always the foundation for a successful delivery on time and within the Project Budget. We offer a tradition and a team with extensive experience in successful project delivery in a diverse variety of project types, sizes, and complexities. METHOD TO ENSURE PROJECTS ARE DELIVERED ON TIME AND WITHIN CLIENTS BUDGET: We use 3D design tools to early and throughout our design process to help deliver projects on time and budget as well as develop and refine the scope and appearance of the design. Please refer to our material on pages 12-16. STATEMENT OF QUALIFICATIONS, "n-Call Architectural Services March 24th, 20211 PAGE 4 EM HOLT ARCHITECTURE MC- STAFF QUALIFICATIONS I TEAM PROFILE THOMAS C. HOWELL Project Executive MATT ACTON Project Architect KRISTINE LUONG Materials Specialist EDUCATION • Bachelor's degree in Interior Design - American Continental University EDUCATION * Bachelor of Science in Architectural Studies - University of Illinois • Master of Architecture - Southern CA Institute of Architecture REGISTRATION * Architect: CA #31626 • NCA RB # 160933 AFFILIATION • American Institute of Architects • International Conference of Building Officials • Architectural Review Board - Rancho Mirage • Cal Baptist University - Construction Mgmt Advisory Board Tom serves as the pr'mary contact and provides coord'nation between consultants and office staff 'n detail'ng drawings and preparing specifications. cost estimating. bidding/negotiation and observation of construction. EDUCATION Bachelor of Science - Architecture - University of Michigan, Ann Arbor REGISTRATION • Architect: CA #37028 • NCARB #624984 AFFILIATION • USGBC LEER® Green AssociateTM Matt is directly involved 'n the design + development of the Project Documents from initial concept to final construction. He will provide day-to-day oversight of the Project Team, Project Schedule, and Budget. SOPHIE DE CHRISTOPHER Designer EDUCATION • Bachelor of Architecture, Sustainable Environments Minor - Cal Poly State University, SLO AFFILIATION • NCARB AXP KALLY PANEK Des"gner EDUCATION ■ BA - Architecture - California Baptist University AFFILIATION • NCARB AXP • Assoc. AIA JORGE ANDRADE Assistant Designer 'EDUCATION ■ BA - Architecture - University of California, Berkeley (AFFILIATION • NCARB AXP STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 5 p HOLT ARCHITECTURE � STAFF QUALIFICATIONS I TEAM PROFILE I ORGANIZATIONAL CHART MHOLT ARCHITECTURE SUB -CONSULTANTS .....................................................:....................................................... CIVIL, STRUCTURAL COST SURVEY ESTIMATION LANDSCAPE MEP, FIRE ALARM C A r ,: ETflden- CO Coil ..Ab,—mow I'll STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 6 ■M HOLT ARCHITECTURE ■0 SUB -CONSULTANT I FIRM AND STAFF QUALIFICATIONS I CIVIL & SURVEY VCA Engineers, Incorporated (VCA), a LBE, LSBE, CBE, MBE, DBE, and SBE civil and structural engineering firm engages in a wide variety of engineering design and services involving private and public land development, facility engineering, transportation engineering ❑nd topographical engineering. VCA is an S-Corporation with Federal ID Number 20-0054405. Our core competency is civil and structural engineering services related to planning, design, management, and construction for various major organizations. Being a small firm, its team of engineers has delivered quality projects for many public and private facilities within the Los Angeles area. VCA has all the resources, extensive design and construction assistance experience that are relevant, similar, and more specific to the type of anticipated projects from the City of Palms Springs. VCA has successfully prepared Civil Engineering drawings, plans, specifications, cost estimates, calculations, studies, and reports for various projects, involving, but not limited to: demolition, roadway design, ADA path -of -travel requirements, new and relocated utilities, grading, site developments, storm water management and drainage (LID, SUSMP and SWPPP), site sustainable design (LEEDS and CHIPS), underground utilities, topographical/ALTA surveys, hydrology and hydraulics, flexible and rigid pavements, traffic signals, street signage and striping, sanitary sewers, potable and fire water, and irrigation water. Currently, VCA is a member of On -Call Contracts either as a prime or sub -consultant to the following agencies: LA County, City of Los Angeles, City of Culver City, City of Lynwood, Mountains Recreation & Conservation Authority, Port of Long Beach, Los Angeles World Airports, Orange County John Wayne Airport, Long Beach Airport, Los Angeles Unified School District, Los Angeles Community College District and Rancho Santiago Community College District. Our vast permitting experience with the Division of the State Architect (DSA), City of Los Angeles Department of Public Works, Bureau of Engineering, Department of Building and Safety, Office of Statewide Health Planning and Development (OSHPD) and other City and County approving agencies, lends itself to our successful application and attainment of agency approvals and permits. The in-depth understanding of permitting processes has been proven to be critical in the successful delivery of most of VCA's projects. VCA has also become very familiar with local agency requirements for off site improvements, such as B-Permit work for the City of Los Angeles, which includes street widening (new curb and gutter, sidewalks, driveways, street trees, storm drains), street lights, street signage and striping, traffic signalization, right-of-way vacation and street closure, and highway and street dedication improvements related to new on -site improvements. VCA Engineers, Inc. has an excellent record of accomplishing assigned projects within established time frames and within established construction budgets and enjoys a continuing tract record of satisfied clients and substantial repeat work based on solid performance. This success is brought about by our overall project management approach and methodology. VCA has earned a trusted reputation in the local market sector for public and private clients alike. We acknowledge that every project has unique constraints and challenges, as well as opportunities which require us to develop tailor -fit solutions. VIRGIL C. AOANAN PE, SE, QSD PRINCIPAL ............................................................................................ FI'�i�lC=AriON • B.S. in Civi. eng"neering. Un'versity of Hawaii, 1979 REGISTRATION • Reg'stered Structura Eng'neer, California #3903 • Reg-stered Civil Engineer, California #36079 • Professional Engineer, New York #067561 • Civil and Structural Engineer, Washington #23349 • 2012 CASQA Qualified SWPI'P Developer and Practitioner (QSD and QSP( C A ENGINEERS. INC. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 7 ME HOLT ARCHITECTURE WE SUB -CONSULTANT I FIRM AND STAFF QUALIFICATIONS I LANDSCAPE Hermann Design Group is recognized as a leading landscape architecture firm in the Inland Empire and Coachella Valley with offices in Palm Desert, Riverside, and San Diego. We have extensive experience designing sustainably with drought-talerant plants, irrigation techniques, turf removal, water assessments, master planning, and construction observation services. We have worked on projects throughout the Coachella Valley for over 30 years and recently completed the parking garage at Spa Resort and Casino in Palm Springs for the Agua Caliente Band of Cahuilla Indians. With over 39 years of designing streetscapes, parks, institutional, commercial, and residential projects throughout the Coachella Valley, Inland Empire, and San Diego, the principals at Hermann Design Group bring knowledge and experience that is unparalleled. Our firm's philosophy is to assemble award -winning design teams that collaborate with our clients to arrive at truly unique solutions that future generations will enjoy. We are a local firm with our Palm Desert office located approximately 20 minutes from the City offices - our service and responsiveness will be unmatched. Our firm specializes in on -call services and is currently working on -call for the Cities of Indio, Lo Quinta, Rancho Mirage, Palm Desert, and Moreno Volley. We have also been an on -call firm for the County of San Bernardino Special Districts. Our firm continually evaluates projects for value throughout the course of the design and engineering. Our team's collective experience and understanding of the City's desire to maximize value guides our materials selections, functional and operational recommendations. We have found that projects are best served when value decisions are revisited during the course of development. Our focus on value is established in a detailed review meeting at the beginning of the project. Value is measured in multiple ways, and it is vital that the design respond to these priorities as determined by the City - cost/benefit, life -cycle, durability, capital/operational value and similar. It is critical to the success of any project to have project priorities, scope, and budget aligned before significant design and engineering work commences. This firmly establishes the target in advance and provides a clear baseline against which the project design and decisions can be evaluated over the course of the project's development. ................................................................................................................................... CHRIS HERMANN, PLA PRINCIPAL VAHERMANN DESIGN GROUP EDUCATION • B.S. in Landscape Architecture, Pennsylvania State University REGISTRATION • Professional Landscape Architect IPLAj, California #2754 • PLA, Arizona #54352. Idaho # 16916, Nevada # 1058, Texas #3588 • Certified Playground inspector, CoVornia. #41236-0421 RELEVANT PROJECT EXPERIENCE • On -Call Services, City of La Quinta, 2(' 15 to Present • On -Call Services, City of Indio, 20! 9 to Present • On -Cali Services, City of Rancho Mirage, 2016 to Present • On -Call Services, City of Palm Desert, 2019 to Present • On -Call Services, City of Moreno Valley, 2020 to Present : Chris founded Hermann Design Group in 1995. Hermann Design Group has seven full time staff members with offices in Palm Desert, Riverside, and San Diego. Chris has designed and overseen the construction of pubic and private development projects throughout his career. He has over 40 years of experience resolving the challenges of designing in the Inland Empire and desert environment, and he has been a resident of the Coachella Volley for nearly 30 years. Chris is the lead designer on all projects and client re,ationship manager, STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 241h, 2021 1 PAGE 8 ■■ HOLT ARCHITECTURE 00 SUB -CONSULTANT I FIRM AND STAFF QUALIFICATIONS I STRUCTURAL JCE STRUCTURAL ENGINEERING GROUP, INC. is an SBE/LSBE/DBE/MBE/CBE Firm, with a combined experience of more than 37 years in Structural Engineering as a back up to its success. Our firm was established as a Corporation in November of 2000 in the State of California. We provide professional Consulting Structural Engineering Services for a selected sector of clients and we have extensive experience in diverse type of projects such as: Airports, City Halls, Fire Stations, Police Headquarters, Convention Centers, Libraries, Visitors Centers, Animal Shelters, Theaters, as well as Infrastructure projects like Wastewater Treatment Plants, and Parking Structures. JCE Structural Engineering Group has a long history of On -Call Services with various Public Agencies. Having worked with several Governmental Agencies has allowed us to learn and implements various and individual processes, approvals, such as: City entitlement processes, including but not limited to, architectural review, planning approval, building & safety, engineering and construction, including City Council approval if applicable. Some of our On -Call completed and on -going contracts include: • County of Riverside EDA Pre- 0 OC- PW On -Call A-E Design 0 Judicial Council of California qualified list Consulting Firm Support Services Structural Engineering (201 1-2021) SOQ 080-589639 Consulting Services (2019-2021) • County of LA DPW As -needed City of San Diego Consultant 0 Jet Propulsion Laboratory (JPL)- General Engineering Services Rotation List (2014-2021) On -Call Structural Engineering (2014-2019) Services (2020-2021) JUAN CARLOS ESQUIVEL M.S., S.E. PRESIDENT/CEO YVONNE WANYU LAW M.S., S.E. PROJECT MANAGER Has over 37 years of experience and he has successfully completed numerous new projects on a diverse cross-section of building types in Educational, Healthcare, Commercial, Hospitality, Governmental, Entertainment and Industrial sectors. He has done extensive research on Earthquake Engineering and Structural Analysis through post -graduate specialization courses in Yugoslavia, Mexico, Spain and Japan. Mr. Esquivel possesses extensive Code knowledge experience as well as extensive experience in working with various City and County Public Works projects. EDUCATION • B.S. in National University of San Agustin, Peru,1983 • M.S. in Pontifical Catholic University, Peru,1988 • International Institute of Seismology and Earthquake Engineering, Japan, 1990-1991 REGISTRATION • Registered Structural Engineer, California #S4074 • Registered Civil Engineer, California #C51472 Experience includes over 26 years of structural engineering design. As a Project Manager, she has successfully completed numerous projects ranging from low to high-rise structures in steel concrete, masonry, wood and light -gage materials for Institutional, Educational, Hospitals, Medical Centers and Governmental facilities. Ms. Law possesses extensive Code knowledge experience as well as extensive experience in working with various City and County Public Works projects EDUCATION B.S. in University of California Los Angeles, Civil Engineering, 1995 M.S. in University California Los Angeles, Civil Engineering, 1995 REGISTRATION • Registered Structural Engineer, California #S5503 • Registered Civil Engineer, California #C62455 JC•1N11STATEMENT OF QUALIFICATIONS, On -Call Architectural Services IIIl.1.,.111M March 24th, 2021 1 PAGE 9 HOLT ARCHITECTURE SUB -CONSULTANT I FIRM AND STAFF QUALIFICATIONS I MEP Since our beginning in January of 2000, Design West Engineering has been a team that partners with you to provide the highest quality of engineering and customer service on Mechanical, Electrical, Plumbing, Fire Protection, and Technology systems. Working for government agencies requires an understanding of many diverse project types. This can include essential services, community spaces, administration, justice, and infrastructure. Design West's team brings you expertise in all these project types, along with Coachella Valley region, local agencies and desert climates. Beyond just designing to the project type, this experience includes successful support of public works bidding and construction administration services. It includes effective communication and collaboration with various regulatory agencies, utility companies, governmental departments, and multiple stakeholders. STEVEN JOHNSON, PE MECHANICAL LEO MAYA, PE, LEED AP BD+C ELECTRICAL Steven Johnson joined Design West Engineering in 2002 and now directs the Mechanical and Plumbing Department. He ensures that each project manager's maintaining the quality of design and level of service that Design West is known for. EDUCAT ON • B.S. in Mechanical Engineering, California State Polytechnic University, Pomona REGISTRATION • Registered Professional Engineer, California #M33209 With over 25 years of electrical design and project management experience, Leo Maya has worked on a wide array of projects in the public sector. Beyond power and lighting design, Leo is in an expert in solar PV design and low voltage applications such as fire alarm, security, data, and A/V systems. EDUCATION • B.S. in Engineering Management, Arizona State University (In Progress) REGISTRATION • Registered Professional Engineer, California #E19480 • LEED AP BD+C ....................................................................................................................................... Michael has over 19 years of experience in design, project management and consulting in fire protection. EDUCATION • B.S. in Mechanical Engineering, Oregon Institute of Technology, Portland • M.S. in Fire Protection Engineering, California State Polytechnic University, College of Engineering, San Luis Obispo J. REGISTRATION --. Registered Professional Engineer, California #FP 1997 MICHAEL STEWART, FPE, NICET III • NICET III #114832 FIRE PROTECTION • CFPS #3751 E; DESIGN WEST ENGINEERING STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 10 ON HOLT ARCHITECTURE NO SUB -CONSULTANTS I FIRM AND STAFF QUALIFICATIONS I COST ESTIMATION Quality performance to the highest professional standards. Tilden -Coil Constructors, Inc. has been committed to this principle since its founding in 1938. Because of that commitment, we have enjoyed moderate, controlled growth for 83 years. We are a full service construction company active in building educational and institutional facilities throughout Southern California. Based upon our diversity and ability to service our clients, the size of our projects vary from less than $1 million renovations to projects over $100 million in value. Our corporate focus is on client service and superior performance, not overall growth. As a local provider of services in the Coachella Valley, we offer the advantage of familiarity with local conditions. Conditions unique to the region include: local labor and material availability, quality subcontractors, weather conditions, and regulatory compliance. Because of our extensive knowledge of working in the Coachella Valley, our clients benefit in a variety of ways. Below is a partial list of our desert experience. • Cathedral City High School 0 Desert Cahuilla Academy a COD Indio Campus Expansion • The Desert Sun 0 Desert Hot Springs ES a Twenty n'ne Palms Community • Coachella Valley Middle School Promontory Pt. Medical Center • Palm Desert HS Performing Arts Complex ................................................................................................................................... Jason Howarth has over 21 years experience in the industry and has been a member of the Tilden -Coil team for 12 years. In this time, he has successfully completed a diverse range of both large and small projects. Jason led the bond program planning effort at Chaffey Joint Union High School District; a $850 :million school improvement program. His leadership, organization, and ability to strategically guide projects through challenging planning and development obstacles are Jason's greatest strengths. As the Pre -construction Director, Jason is responsible to ensure the client's expectations are met during the pre - construction phase. He will also provide pre -construction and planning strategy, while leading collaborative work sessions with the project team to maximize scope, schedule, and budget for the client. JASON HOWARTH ;EDUCATION PRE -CONSTRUCTION DIRECTOR B.S. in Engineering Construction Management, California State Polytechnic University, Pomona REGISTRATION • LEER AP, United States Green Building Council JAMES MESSINEO ESTIMATOR Our project estimator, James Messineo has 45 years of experience in the construction industry, and 32 years with Tilden -Coil. James has the whole spectrum of experience as a builder and served as a senior project manager at Tilden -Coil for nearly a decade before taking on his specialized role in estimating and constructability review. James is a veteran who understands construction from the practical builder's point of view. James has unique insight into construction costs through close communication and collaboration with building trades. He will be responsible to work with the team to develop accurate and timely estimates for the project. EDUCATION B.S.:n Construction Engineering Technology, California State Polytechnic University, Pomona NTOflden-oRflSTRUC •.Aha —N l.Y.,.. 4-1.M STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 1 1 HOLT ARCHITECTURE SCOPE Of WORK I APPROACH I COST KEY TO APPROACH We tailor our service to the specific needs of each Client and Project and assign a Principal as the day-to-day direct point of contact for the project from start to finish. COST ■ We understand that effective cost management is a continuous process, and is grounded in responsiveness. ■ Our core team is accustomed to working within Budgets. We have developed an internal system whereby cost and value are analyzed each step of the process in order to establish the most economical solution. W u Z W W Z WL O W VALUE ENGINEERING ■ We have found that an Owner is best served when Value Engineering is an effort focused on adding value rather than finding ways to trim budgets. This allows you to choose how the remaining budget is used such as upgrading equipment. systems. finishes, etc. that best serve your needs. • We have included services of a professional Cost Estimator, to help make value -based decisions throughout the course of the programming, de- sign, and documentation. ■ We can tailor this service to best suit your needs. PREDESIGN DESIGN DEVELOPMENT CONSTRUCTION SCHEMATIC DESIGN CONSTRUCTION DOCUMENTS ADMINISTRATION STATEMENT OF QUALIF CATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 12 HOLT ARCHITECTURE R SCOPE OF WORK I APPROACH I DOCUMENTATION DOCUMENT MANAGEMENT/QUALITY CONTROL PROGRAMMING ■ Quality Control is integral to our approach, and there are multiple facets. ■ ■ ■ At the earliest stage of design, as soon as progress allows, we begin to use 3D software. This allows stakeholders as well as team members to clearly understand, explore and approve the design for further development. This clarity avoids unwelcome surprises later. As the design progresses, we utilize 3D software (BIM) to integrate all e=ements: architectural, civil, structural, mechanical, plumbing, electrical, and any other specialty consultant work. This provides a clear basis to identify and resolve any conflicts before they become problematic. Although less interesting to review, but just as important, our team develops a project specific checklist from our Office Quality Control Guide. This guide is built on our 35-years of things to consider and "lessons learned". We continue to update this Guide with each project. In addition, our team will use this guide to perform quality control reviews at major project milestones. These reviews become increos-ngly intensive as the project develops and are overseen by the Senior Pr'ncipal. ■ All of this allows effective and efficient communication of the status of general progress, any open considerations, as well as checks on schedule and budget. l� i .y ■ ■ We will review with the City in detail all aspects that are of Interest to the Owner, such as: - Conduct visioning and problem seeking sessions - Review project location and physical facilities - Identify key program representatives for each major program element - Establish evaluation criteria - Facilitate detailed work sessions with each user group - Develop conceptual program alternatives - Consider the relationship of parts to the whole - Review project schedule and budget This will allow the City to validate or clarify the Program and provide a solid foundation for the Design Team to prepare options and considerations for the City in the Schematic Design Phase. 'f•.w.• tsn S 1•Jo ienrw. /.w .1.••s. +[tyaa�.r. w[w.w �r ..Sr.r.ee.�.9.a.+...v.. _tif.,rmy M1+.v ..•... • .r • +ter w�.+��.��r-t �Anr•..IR��w�ti lM af. w..t•.L[y..[n..Mvp Ms•.•�rnwF. w..,.. .� r._..,..,.....�..,.,.,. �.. w.a[uaw.•G. •y.. yrM a•w.a►i h i�C Iw..r•MVp.�- 4`.._. fr+vt.Mr] na • r, W✓yu._.. ax'.iy,rt� � I.rala[/�_r V LtY � RweY..r., ..�. p.�•. _,watr..�� STATEMENT OF QUALIFICATIONS, Cn-Call Architectura Sery cei Morch 24th, 2021 PAGE 13 MM HOLT ARCHITECTURE MN SCOPE OF WORK I APPROACH I PROGRAMMING :tom ' F - — CONCEPTUAL PLAN OPTION A We understand that each client and individual project has a unique set of requirements. Starting in the first meeting, we work with Clients to establish a detailed Program which include spatial adjacencies and circulation patterns to maximize overall efficiencies. This exercise is used to establish relationships from the Site level down to individual spaces. We've found this initial step to be extremely successful in communicating with our Clients at a macro level before Plans are established. The design documents are also useful tools for our Clients when communicating with other Stakeholders involved. The relationships can transform as a project progresses, but this initial analysis drives design decisions throughout the remainder of the project. t L_._ r� } CONCEPTUAL PLAN OPTION B 1 � F e F i d 4 CONCEPTUAL PLAN OPTION C Once macro spatial relationships have been established, we provide our Clients multiple Site Concepts. In this stage, we look at how the program best suits the site to meet Client's needs. Keeping consistent with our process, a similar approach is used as we work through Floor Plan concepts. We present multiple options based on the Client's established program and Site concept to maximize project efficiencies, and begin to solidify a 2D Plan that's acceptable to the needs of all stakeholders. I I i i ]AZ CONCEPTUAL PLAN OPTION D i r¢¢ F I u 44a: Mii CONCEPTUAL PLAN OPTION E CONCEPTUAL PLAN OPTION F STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 14 No HOLT ARCHITECTURE EN SCOPE OF WORK I APPROACH 13D MODELING Once Site and Floor plans meet our Client's needs, we start the transition into 3 dimensions. Through various 3D modeling toots, we help our Client make visual and experiential design decisions by providing multiple design types to establish an overall style. The process begins with general massing and transitions into other media such as renderings, model tours, and other documents that eas'ly communicate the Client's design intentions. Colors and Materials are other essential decisions Clients need to make once Form and Function have been solidified. We understand these big budget decisions can be difficult with a drawing and paint sample, so we take it a step further and provide multiple photorealistic rendering options so the client can see the materials in a simulated lifelike application. This helps the Client make the best decision without any surprises at the end of a project. 3D modeling tools are essential throughout our design process. We want the Client to experience the spaces we design and feel confident about the decisions thew making throughout the project. Designing in 3D is also extremely beneficial in Cost Control and Value Engineering due to the high level of analysis available when experiencing the spaces before they're built. We are extremely excited for the opportunity to help you accomplish your vision. Clients consistently comment about our ability to find creative solutions on tight budgets and we've accomplished this across multiple styles, scales, markets and timelines. Our proven track record makes us confident we can help you accomplish a design that's technically sound, aesthetically pleasing and economically feasible. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 15 MW HOLT ARCHITECTURE MX SCOPE OF WORK I APPROACH I CONSTRUCTION ADMINISTRATION METHODOLOGY a We resource with contractors, manufacturers, past projects and industry standard cost guides. Further, we maintain a database for each completed project including retaining line item costs from contractor payment requests for past projects. CONSTRUCTION ADMINISTRATION w During construction, we shall visit the site at critical stages of the construction to observe the progress and quality of the work. We will notify the Client regarding work that is not in conformance with the Contract Documents and take appropriate action to coordinate with the General Contractor, after conferring with the Client. ■ The Architect shall also process payment requisitions from the General Contractor based on the amount of work completed or materials stored on site. Shop drawings will also be reviewed and approved for various aspects of the work that may require fabrication. QUALITY ASSURANCE ■ Holt Architecture takes great pride in the quality of our work and making sure that our plans are accurate and buildable once they leave our hands. Our staff of experts includes a dedicated Construction Documents Coordinator whose sole position is to ensure control of all project -related documents. Holt's projects benefit from our firm's routine interdisciplinary coordination of documents coupled with quality control, document and peer reviews. Each project's progress and schedule are compared and documented on a weekly basis. This is to ensure that milestones are met on or ahead of time and so that potential issues are addressed before they actualize. DOCUMENT CONTROL • From the inception of a project, Holt Architecture refers to our proprietary Document Coordination Guide that is an adaptation of industry standards and provides an "at a glance" look at what documents are to be delivered at specific project milestones and who is responsible for the delivery of those documents. The Document Coordination Guide is referred to continually throughout the lifespan of the project to ensure that construction documents are delivered in accordance with the schedule. We are proud to admit that this practice has allowed us to help balance our Client's needs for schedule, cost, and scope - a feat that is rare in the AEC industry. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 16 HOLT ARCHITECTURE REFERENCE PROJECT Roy's Desert Springs Mental Health Facility LOCATION: Palm Springs, CA DESCRIPTION: Project consists of the interior renovation of approximately 49,693 sf including the construction of two separate second floor decks of approximately 8,125 sf total. Exterior renovations include constructing new exterior balconies, new ramp providing accessible path of travel to public right-of-way, and striping of new parking space. APPROXIMATE COST. $20 Million DATES OF SERVICE: 2019-2020 SIZE: 57,818 SF REFERENCE: Anna Rodriquez County of Riverside 1 (760) 863-2537 j AARodriguez@rivco.org CREATIVE DESIGN ■ Balcony additions address controlling wind in an extremely windy area. The curved fins provide protection through redirections and create a enjoyable outdoor space. ■ Large cafeteria space turned elegant with a ceiling system that addresses both acoustical needs and a visually appealing design. GREEN BUILDING ■ Certified LEED building for the interior design and construction of a commercial interior space. ■ Construction and demolifon waste management. Lighting control and quality, indoor asr quality, and sustainable material selection were considered and incorporated 'nto the design process. ■ Most notably the design utilized a highly efficient thermal envelope to reduce HVAC loads, low -flow plumbing fixtures, and a reduced parking footprint to achieve a LEED certified building. ANALYSIS ■ The project a;so analyzed the use of Windmills and PV Systems, however, due to the extreme climatic conditions, return -on -investment evaluation, and system costs vs. project budget, these systems were not determined to be viable for this part cular project. ■ Refer to Tilden Coil's feature project on page 22 for additional 'nformation. HISTORIC PRESERVATION North Shore Yacht Club Commissioned to restore the Club to its original glory. The revamped club now serves as a senior center community center and museum. PUBLIC PRIVATE PARTNERSHIP Workforce Development Center A design -built renovation of an existing retail building to provide joint - use public office space. The single level building also accommodates classroom spaces for the College of the Desert. FUNDING CONSTRAINTS mecca Sporrs park The pork is part of the ongoing transportation project for Highway 111 extension. The project includes concrete wacks. infrastructure for recreot-ono activities, and shade structures_ WORKING WITH A TRIBE Morongo Master Plan Holt is to complete a Master Plan to expand the area located north of the existing Hadley's and Trove Center buildings. The Master Pion will include: Office Building. DMV. Future Hotel, Retail. NHOLT ARCHITECTURE STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 241h, 2021 1 PAGE 17 EM HOLT ARCHITECTURE Mm SUB -CONSULTANT I REFERENCE PROJECT I CIVIL NEW QUARTZ HILL LIBRARY DESCRIPTION: The project is set on a 1.7 -acre site in a campus like environment with public gathering spaces and outdoor learning courtyards. The 12,514 sq. ft. libraryincludes adult, teen, and children's reading areas, an early chi, dhood/family area, a homework center, group study rooms, a community meeting room, express -service checkout machines, information services pods. public access computers, staff areas, and public restrooms. LOCATION: Lancaster, CA APPROXIMATE COST: $15M DATES OF SERVICE: 2014 - 2016 SIZE: 12,500 SF REFERENCE: Jeff Shyu SVA Architects I shyu@sva-architects.com 1 (949) 809-3380 Creative design: • VCA provided civil engineer;ng services for the on -site improvements of the New Quartz Hill Library. These improvements included: demolition of existing site structures, hardscape and landscape, grading for drainage, utility disconnections and re- connections for sanitary sewer, potable and fire water, horizontal and vertical control for the new improvements, and storm water management for low impact development (LID) by installing rooftop bioswales. Green building design: • The building received LEED Gold Certification from the United States Green Building Council. • For Civil achieving LEED Gold Certification typically Involves providing a store water management design. Historic Preservation • VCA has completed multiple historic renovations. For example, The LA County Hail of Justice, Port of Los Angeles Red Car Museum, and the Historic Ole Hanson Beach Club. Analysis of a complex situation: • Unique projects such as the LAX Theme building challenged VCA to develop instrumentation and testing programs for the analysis of this specific project. Testing programs that were developed included performing gravity and wind load analy- sis from scaffolding and creating six different finishing and bracing combinations for the upper arches. AdikC A ENGINEERS. INC. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 18 ON HOLT ARCHITECTURE No SUB -CONSULTANT I REFERENCE PROJECT I LANDSCAPE Spa Resort and Casino Parking Garage DESCRIPTION: This project was the addition of a parking garage to the existing Spa Resort Hotel and Casino. The Agua Caliente Band of Cohuilla Indians asked our design team to create the feeling of Andreas Canyon and by „sing mature Washingtonia filiferas that were relocated. Tl*e in a-'Jandscape 'nstallation includes a number of the species in the Indian Canyons and rock selections that emulate the ind'an Canyons. LOCATION: Downtown Palm Springs APPROXIMATE COST: $450,000 (Landscape Portion) DATES OF SERVICE: 2015 - 2017 SIZE: Three Acres REFERENCE: Rob Donnels Agua Caliente Band of Cahuillo Indians 1 (760) 699-6800 Responsiveness and attentiveness to client's needs: • Attended multi -disciplinary team meetings during design and construction phase. • Provided timely turn around on project changes. • Met on site, on call when needed for construction supervision. • Client req.-ested addit'onal planting prior to fnol approval by Tribal Council, our team immediately selected from nurseries and made arrangements for delivery to meet project deadlines. Understanding of latest architectural and construction trends: • Irrigation systems were designed to meet AB t881 and included drip, flow meters, and weather based control systems. • Use of low water and native plant species where appropriate. Creative design: • Researched p ant material within Andreas Canyon and specified p anting from that plant pa ette as much as possible. • Created water features that emulate the water in Andreas Canyon by selecting rock. designing water flows and edges of water features to reflect the character of the Canyon. • Used rock artist for fire features within the water where they are appreciated from special seating areas in the building. • view gardens from upper decks were designed to fill areas that would have otherwise been empty in the parking structure • Retention basin was over seeded with native seed mix for seasonal interest. Green building design: • This project was LEED certified. We used locally sourced materials whenever possible. Weather based irrigation control systems with flow sensing and drought tolerant planting was also included. Historic Preservation • Coordinated planting design to reflect historic and cultural values of the Agua Caliente Band of Cahuilla Indians. • Relocated large existing Washingtonia filifera off site and replanted for new construction. Interaction with clients organization: • The project required interaction with the Client's landscape and building maintenance departments. • The Tribal Councl leaders reviewed work during construction. ERNN DIG 01 DESIGN GROUP STATEMENT OF QUALIFICATIONS, tin -Ca I Architectural Services March 24th, 2021 1 PAGE 19 HOLT ARCHITECTURE SUB -CONSULTANT I REFERENCE PROJECT I STRUCTURAL Law Offices of Public Defender Building - Seismic Retrofit DESCRIPTION. As part of a team with Holt Architects and the Economic Development Agency of County of Riverside to perform the Structural Seismic Retrofit of the Law Offices of Public Defender Building. The existing Public Defender Building is a 1963 eight -story concrete shear wall of approximately 72,000 sq. ft. structure with a partial basement and a steel penthouse. The existing gravity system consist of a 4.5" thick concrete slab spanning between concrete joists spaced at 3' o.c. and supported by concrete girders spanning from column to column. the existing lateral resisting system is made up of reinforced concrete shear walls of varying thickness and lengths. The foundation system is made of grade beams running between cap piles supported by piles. The first floor has a much larger area than the seven -story tower above it making the building irregular, creating a very challenging seismic retrofit project. LOCATION: Riverside, CA APPROXIMATE COST: $15M DATES OF SERVICE: 2011 - 2018 SIZE: 72,000 SF REFERENCE: Dominick Lombardy County of Riverside 1 (951) 955-6622 Responsiveness and attentiveness to client needs: • JCE strives to be immediate, timely, cooperative, and within budgetary constraints. Creative design: • Use of Innovative Performance Seismic Based Design. • Our firm possess curren+, extensive and in-depth know edge and understanding of the latest Structural Engineering Codes. Our Firm's Sensitivity to Client's funding constraints: • This project consisted of working, listening, and planning within client's budget and requirements and continuous:y mon'tor the construction cost. Analysis of a complex situation: • We identified irregularities that created challenges for the seismic retrofit and provided a design using a I'near dynamic Procedure (LOP) to find the best and most cost-effect've Seismic Retrofit. Preparation of presentations to meetings, neighborhoods, stakeholders: • Presentation of different Seismic Retrofit Alternatives w'th Construction Costs to the client. Interaction with the client's organization: • Our Staff's interaction were timely and professional and included other disciplines such as, Architect, MEP, Contractors and the County of Riverside PM. �16w 0W16.WML6 -'��w&& rdN_6wax& STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 20 NN HOLT ARCHITECTURE ON SUB -CONSULTANT I REFERENCE PROJECT j MEP The Cheech Marin Center for Chicano Art, Culture & Industry DESCRIPTION: Originally opened to the publ'c as the Riverside Public Library, this building is being converted to an art space. Design west Engineering provided full controls deve opment for water-cooled chiller, condensing boilers, and comp ex air handling units capable of temperature, humidification and pressurization control with'n extremely tight tolerances suitable for works of art. LOCATION: Riverside, CA APPROXIMATE COST: $379,550 DATES OF SERVICE: 2018 - In Progress SIZE: 61,420 SF REFERENCE: Jorge L. Villanueva, Project Manager City of Riverside, General Services Department (951) 826-2426 Responsiveness and attentiveness to ciient need: • From initiation of a project, the members of our team w'I- establish routine coordination appointments to ensure the client always receives coordinated and synchronized information. Creative design: • Our team has ongoing training to be communicative, collaborative, and creative. The results are recognizable on countless project examples. this project required specialized lighting for exhibits, and ht midity contro-, for preservation of the art. Green building design: • Our team 'ncorporates environmental•y conscious decsions whenever budget allows. Historic preservation: • This building is historicat,y significant in a historical district so preservation is a key consideration in design decisions. Sensitivity to funding constraints: • Funding has been a key challenge with multiple stakeholders involved and the solution led to phasing the project by improving one floor at a time to allow for additiona. f.onding after opening portions of the museum to visitors. Public Private Partnerships (P3): • Stakeholders include the City of Riverside and Riverside Art Museum and Cheech Morin. Analysis of a complex situation: • Cur team had to work w.'th the existing design where the current mechanical system was located in the basement. r�11irwo r44490 Ir OIL 0DESIGN WEST ENGINEERING STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 21 HOLT ARCHITECTURE SUB -CONSULTANT I REFERENCE PROJECT I COST ESTIMATION Roy's Desert Springs Mental Health Facility DESCRIPTION: The LEED Certified mental health facility offers :n-patient care including forensic, augmented and clinic spaces for the County of Riverside. The Project consists of construction of approx;mately 49.700 square foot tenant "mprovement of an existing concrete tilt -up bui d'ng in Palm Sprngs, CA, LOCATION: Palm Sprngs: CA APPROXIMATE COST: $20 Million DATES OF SERVICE: 2019 - 2020 SIZE: 49.693 S- Interior Renovations + REFERENCE: Maria Marquez, Deputy Director (TAP) Riverside University Health System - Behaviora- Health MariaMorquez@ruhealth.org Responsiveness and attentiveness to client need: • Client service is not just a "commitment" - it is who we are. We would not exist without service being the primary component of our culture. Perhaps our purpose statement sums it up best: We exist to serve by shaping futures. Green building Design • Tilden -Coil embraces susto'nob e practices in our operations whether our clients are seeking formal certification or not. This inc udes local sourcing of construction materials, material waste and re -use, ensuring indoor air quality is protected and purchasing products with recycled content. We have over 25 LEED projects ranging from LEED Certified to LEED Gold. Historic preservation: • We have completed multiple historic renovations for educational instik,tions as well as local governments including the RCCD Center for Social Justice and Civil Liberties, the 1903 Riverside County Courthouse, the 1929 Monrovia HS Theater Renovation, and the ' 927 UofR Historic Memorial Chapel. Sensitivity to funding constraints: • As a collaborative partner during the design and pre -construction phase, our team will provide accurate and up to date information, cost studies, and analyses to ensure that the city will be able to make the most informed decision regard'ng the design of the project. Working with a Tribe or the indigenous peoples of the United States: • We have worked on multip e projects with a variety of tribes/ ind'genous peoples including the Santa Rosa Rancherio Tachi Tribe and the Pechanga Band of Luiseno Indians. We are currently working on the Native American Veterans Memorio located at the Riverside National Cemetery. Analysis of a complex situation: • Our team regularly utilizes the latest technology to ensure our clients quality expectations are met. For example, recently during the construction of the Mt. San Antonio College Athletics Complex Project, our team's proactive approach to quality control revealed from a 3D scan of the construction site to verify construction layout that a wall foundation was'nstalled :n the wrong place by the subcontractor. The augmented reality view showed the coordinated bui=ding information model over a;d with real -world conditions :n a 3D environment. Having th's data accessible quick,y allowed our team to analyze options to fix the condition without impacting the schedule. ONE MTRden-Cofl CONSTRUCTORS. STATEMENT OF QUALIFICATIONS, On Call Architectural Services March 24th, 20211 PAGE 22 1, HOLT ARCHITECTURE LOCAL BUSINESS PREFERENCE N ATTACHMENT A ATTACHMENT "A" SIGNATURE AND ADDENDA ACKNOWLEDGEMENT FORM Name of Company: Holt Architects, Inc. DBA Holt Architecture Address: 36951 Cook Street, Suite 103 Palm Desert, CA 92211 Telephone Number: ( 760 ) 328-5280 Contact Person: Thomas Howell E-Mail: thowell@holtarchitecture.com holtarchitecture.com Tax Identification Number: 33-0799112 2. Type of Firm: ❑ Individual ❑ Partnership ❑ Limited Liability Company ❑Corporation (State CA ) ❑ 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 One, Two, Three and Four. !Vote: the requested signature pages are included as part of Attachment A. 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) X I 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. Thomas Howell, President PRINTED AME AND TITLE 3124121 SIGNATURE AND DATE STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 23 HOLT ARCHITECTURE LOCAL BUSINESS PREFERENCE I ATTACHMENT A C i Y 0 f P fl M D S License Number. 2016-058355. 73-510 Fred Waring Drive Expiration Date: 09/30/21 Palm Desert, CA 92260 760.346.0611 BU3 NAME: SINESS LICENSE BITUSANAIM HOLT ARCHITECTS INC BUSINESS LOCATION: 1: 36951 COOK ST 103 PALM DESERT, CA 92211 ARCHITECT - OUT OF CITY BUSINESS OWNER: HOLT ARCHITECS INC 36951 COOK ST 103 PALM DESERT, CA 92211 �'rQT I F 14CA TRANSFERABLE� ; �zxx ri 11 TS fie party shown a granted this cerhicate pursuant to ttcense and Permi! Provalons of the Municipal Cade. Ris Is not an endorsement of the ocl". nor cedlAcatbn of camplionce. STATEMENT OF QUALIF CATIONS, On -Call Architectural Services March 24th, 20211 PAGE 24 HOLT ARCHITECTURE ADDENDUM 1 SOQ #08-21 ON -CALL ARCHITECTURAL SERVICES 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: 01: How many teams does the City anticipating adding to the on -call list? Al: The prior On -Call Architectural Services SOO 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 SOO 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 SOO, 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 SOO, identify all requested changes or exceptions as Attachment "E" in your SOO. If you have no STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 25 HOLT ARCHITECTURE ADDENDUM 1 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 SOO. 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: Holt Architects Inc. DBA Holt Architecture Authorized Signature - Date: 3/24/21 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 26 HOLT ARCHITECTURE ADDENDUM 1 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 STATEMENT OF QUALIF CATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 27 HOLT ARCHITECTURE ADDENDUM 2 4Ai", SOO #08-21 ON -CALL ARCHITECTURAL SERVICES ADDENDUM NO. 2 This Addendum is being issued for the fo lowing changes and informational items THE FOLLOWING REVISIONS AND10R 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: QT Regarding Section 4 Reference Project, is the second set of bullets (begmn ng 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? Al: 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 Holt Architects. Inc DBA Holt Architecture Authorized S.gnature Date- 3i24f21 Acknowledgment of Receipt of Addendum 2 is required by signing and returning a copy of this addendum with your response_ Fa lure to acknowledge this Addendum may result in your SOQ being deemed non -responsive. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 28 UM HOLT ARCHITECTURE M ADDENDUM 3 SOO #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 is 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. 03 Will the questions from and answers to other teams' clarifications be shared with all teams? STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 29 HOLT ARCHITECTURE ADDENDUM 3 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: Holt Architects, Inc. DBA Halt Architecture Authorized Signature: S�L 4a..' Date: 3/24/21 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. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 30 HOLT ARCHITECTURE ADDENDUM 4 S00 008-21 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 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 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 31 HOLT ARCHITECTURE ADDENDUM 4 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 SOO, 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 SOO 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 SOQI 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 SOO. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Procurement & Contracting Manager, Acting DATE: March 18, 2021 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Holt Architects, Inc. DBA Halt Architecture Authorized Signature sa4,_ STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 32 HOLT ARCHITECTURE ■ ADDENDUM 4 Date. 3/24/21 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 SOO being deemed non -responsive. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 2021E PAGE 33 NN HOLT ARCHITECTURE 0 FORMS I ATTACHMENT B ATTACHMENT "B" NON -COLLUSION DECLARATION FORM The undersigned, deposes and says that he, she or they is/are an authorized representative of Holt Architects, Inc. DBA Holt Architecture , 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) Thomas Howell, President Signature and to of Authorized Representative: (Sign) (Date) 3/24/21 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March lath, 2021 1 PAGE 34 HOLT ARCHITECTURE FORMS I ATTACHMENT C 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 Holt Architects, Inc. DBA Holt Architecture NAME and TITLE of Authorized Representative: (Print) Thomas Howell, President Signature and Date of Authorized Representative: (Sign) (Date) 3/24121 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 35 HOLT ARCHITECTURE FORMS ATTACHMENT D ATTACHMENT "D" t Aux sA a8 P�Z a PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM • c'42lFORN! 1. Name of Entity Holt Architects, Inc. DBA Holt Architecture 2. Address of Entity (Principle Place of Business) 36951 Cook Street, Suite 103, Palm Desert, CA 92211 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State California If other than Califomia, is the Entity also registered in Califomia? Yes No 5. Type of Entity x❑ 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 Thomas Howell Lx Officer ❑ Director ❑ Member , Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other Matthew Acton _ 0 Officer Director —Member []Manager [name] General Partner Limited Partner Other _ ❑ Officer ❑ Director Member _lManager [name] ❑ General Partner Limited Partner ❑ Other STATEMENT OF 4UALIFLCATIONS, On -Call Architectural Services March 24th, 2021 1 PAGE 36 HOLT ARCHITECTURE FORMS I ATTACHMENT D 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. Thomas Howell 60°a [name of ownerlinvestor] [percentage of beneficial interest in entity and name of entity] B. Matthew Acton 40% [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 Disclosing Party, Printed Date Name, Title Thomas Howell, President 3/24/21 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 37 HOLT ARCHITECTURE FORMS I ATTACHMENT E 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. Per the request of the SOO and the clarification in Addendum 9-4, we do not have any request for modifications for the Sample Professional Services Agreement. Proposer Firm Name: Holt Architects, Inc. DBA Holt Architecture Authorized Signature: ��4' Date: 3/24/21 STATEMENT OF QUALIF-CATIONS, On -Call Architectural Services March 2.4th, 20211 PAGE 38 EXHIBIT "D" SCHEDULE OF COMPENSATION Rai 511/20 55513 1816932900159 2 o� gAl,yRdA CITY OF PALM SPRINGS 'zN STATEMENT OF QUALIFICATIONS COST PROPOSAL I FOR ON -CALL ARCHITECTURAL SERVICES . C441FoaNS00#08-21 FEATURE City Hall Rooftop Pavilion Riverside ELEVATOR ADDITIONS Mental Health Department Riverside ADA SURVEYS Department of Public Scual Services Indio HHOLT ARCHITECTURE 7 _t ---IF--�= 141 SPACEIREMODEL PLANNING Public Works Department Polm Desert LOBBY SECURITY/CUSTOMER SERVICE Public Utility Administrative Offices Riverside CLASSROOM REMODELS Compuief Lab Cal -Poly Pomona MULTIPURPOSE ROOMS Board Room and Training Center Riverside Water Department OFFICES IMP ROVEMENTSIREMODELS Department of Child Services Indio STORAGEISPACE SAVING SYSTEMS County of Riverside Sheriff Evidence FocAily Jurupo MARCH 24TH, 2021 EM HOLT ARCHITECTURE EM FEE SCHEDULES HOLT ARCHITECTURE MHOLT ARCHITECTURE 2021 HOURLY RATE AND EXPENSE SCHEDULE Rates Effective through 12/31/2021 HOLT ARCHITECTURE STAFF Senior Principal Principal j 225.00 1 7 195.00 jl Project Architect 175.00 J Senior Project Manager + Senior Designer 150.00 Project Manager + Designer 125.00 Assistant Project Manager + Assistant Designer + Interior Designer 110.00 Project Assistant Administration Assistance Intern 95.D0 85.00 65.00 CONSULTANTS Services performed by Consultants outside the Scope of work Cost + 15% delineated in Professional Services Agreement such as: Structural, Mechan:cai, Electrical Plumbing, Civil; Soils, Landscape, etc. REIMBURSABLE EXPENSES Vehicle Mlleage PostagelDelivery Service, Outside Reprographic Service, Photography, Permits & Fees Copies, Printing & Scanning I Black 8 White 0.80 Mile Cost + 15% Color 81/2xl1 I.20 .50 11 x 17 I -50 � 1.00 18 x 24 ! 2.00 4.00 24 x 36 14.00 6.00 30 x 42 36 x 48 16A0 112.00 9.00 16.00 36951 Cook Street, Suite 1031 Palm Desert CA 92211 2300 Market Street. Suite 140 1 Riverside. G A 92501 760.328.5280 STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 2 HOLT ARCHITECTURE FEE SCHEDULES VCA ENGINEERS (CIVIL) C. L V sTR0CT n RAt w■i ■ o a E a so 2021 VCA ENGINEERS SCHEDULE OF FEES PROFESSIONAL STAFF HOURLY RATE 1,.mcipal $210 00 Project Manager $190 00 LeadfSenior Project Engineer S 165 00 Project ngmeer S15000 Ll.gineer S140 00 BIM Modeler S12000 Senior CADD I echnician S 100 00 c ADD technician S90 00 Clerical Admin $65 00 MILEAGE AND SUBSISTENCE A uto Mileage S Q56 per mile plus 10% Parking Actual Cost plus 10$, A it rravel and Car Rental Actual Cost plus 10% Subsistence (overnight out of LA) Actual Cost plus 101�. DIRECT SERVICES Milestone Reproducible Submittal (one set) Included in Proposed Fees Messenger and Overnight Del: very Services Actual Cost plus 100o Long Distance Phone Actual Cost plus 10°o Outside B&W Plotting Actual Cost plus 100,9 Sepia/Nlylar Actual Cost plus 10% Reprographic Services i.bir.ding, mounting and etc) Actual Cost plus IGO-o LIABILITY INSURANCE During the terms of this agreement. VCA shall at all times procure and maintain insurance VCA tames General. Automobile Liabeity Insurance and Workers Compensation at S2M each occurrence and Professional Liability Insurance at S2M per claim CLAIMS AND DISPUTES Client and VCA agree to negotiate and resolve all disputes between them in good faith as a first attempt If the dispute cannot be resolved therein, the parties shall mutually agree to submit the matter to mediation and arbitration in accordance with the American Arbitration Association's Commercial Mediation Rules if the total dispute is less than S49,000 the results of the arbitration, as decided by three (3) arbitrators, each party choosing their own arbitrator and the two arbitrator choosing a third member, shall be final, and judgment may be entered upon it in any court of competent jurisdiction in the City where the work is performed Los An eg les County Orange Count[ 1041 5 Garfield Ave, Alhambra CA 91801 2151 Michelson Dr #240. Irvine, CA 92612 Tel: 323-729-6098 • Fax: 323-729-6043 Tel: 949-679-0870 • Far: 949.679-9370 e-mail: vca@vcaeng.com www.vcaeng.com STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 3 ON HOLT ARCHITECTURE ME FEE SCHEDULES HERMANN DESIGN GROUP (LANDSCAPE) HERMANN DESIGN GROUP NORMAL HOURLY RATES Principal Landscape Arch ltect/Principal Planner $175.00 per hour Project Manager 130.00 per hour Irrigation Designer 125.00 per hour Associate/Senior Designer 105.00 per hour Specification Writer 95.00 per hour Designer 90.00 per hour Professional Staff 75.00 per hour OUTSIDE CONSULTANTS Services of outside consultants not listed in this proposal, at our direct cost, plus 15% of the actual cost of their services for coordination. REIMBURSABLES Reimbursable items, such as the cost of reprographics, soil samples, and travel required outside the Coachella Valley will be charged at our cost plus 15% within the allowances provided in the fee breakdowns. OVERTIME REQUESTS It is the landscape architect's responsibility to schedule the project's completion under normal conditions without the use of the staff on an overtime basis If the Client adjusts the deadline or requests that work be completed earlier than originally scheduled and thus requires overtime, the fees shall be adjusted to cover the increased costs incurred by the landscape architect. The hourly rates for overtime will be one and one-half (1-1/2) times the hourly rates above. TIMES AND CONDITIONS OF PAYMENT We will bill on a monthly basis in proportion to the time spent on the project to date. All billing statements are due upon receipt. Interest will be charged at the rate of 1-1/2% per month on the past due balance ninety days and over. Due to increases in wages/benefits, fees and hourly rates are subject to an annual increase of 6%. STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 4 MI HOLT ARCHITECTURE FEE SCHEDULES JCE STRUCTURAL ENGINEERING GROUP (STRUCTURAL) JCESTRUCTURAL ENGiNFERINC, GROUP, INC._w^j STRUCTL RAI. ENGINEERING CONSULTATION AND DESIGN SERVICES BILLING RATES The following information represents the hourly billing rates for structural engineering consultation, desjen and drafting services, as provided by JCE Structural Engineering Group, Inc. Please note that these rates will be effective for a period of twelve months from the date of receipt by your office, at which time a revised rate schedule may be considered for negotiation. The hourly rates are as follows Category hourly Rates 2021 2022 2023 2024 2025 Principal $250.00 $258.00 $265.00 $273.00 $281.00 Project Director $225.00 $232,00 $239.00 $246.00 $253.00 Project Manager $190.00 $196.00 $202.00 $208.00 $214.00 Sr. Project Engineer $170.00 $175.00 $180.00 $186,00 $191.00 Project Engineer $160.00 $165,000 $170.00 1 $175.00 $180.00 Structural Designer $[50.00 $155,00 $159.00 $164.00 $169.00 Sr. Draftsperson $130.00 $134.00 $138.00 $142.00 $146.00 Jr. Draftsperson $ 110.00 $113.00 $117,00 $120.00 $124.00 Technical Support Staff 1 $ 90.00 $ 93.00 $ 95.00 $ 98.00 $ I01.00 STRUCTURAL & EARTIIQI AKE ENGINEERING CONSULTANTS 35 Hugus Alley, Suile 111, Pasadena, CA 91103 • (626) SSS-1922 4 Fax (626) 58S-1824 STATEMENT OF QUA- FICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 5 No HOLT ARCHITECTURE M11 FEE SCHEDULES DESIGN WEST ENGINEERING (MEP) 0) RATE SHEET DESIGN WEST prmiw pftyZeLpin ................................................... . .................... 3215-00 per howENGINEERING wfmamd WMWng Engit1greFing 5"ior FAIgineec. Nbeurviriwak ............................................................ $195.00 per how Vechanna ftxeLl Manager ......................... .. .. .. .. .. .. ....... ........ $Lb-0.00 per NM Your Partners 1V1eW3rjMj? QeSkgDef .................................. .. .. .. .. .........................$115.00 per h." in Mechanical, lvlechiqri+ca; CAD ------ 1--.'-.L.-.- ZqF?.00 per hour Electrical, E'ectrra1_En&DwL% Plumbing, Semor Engineer, El@er - - --------------------------- - ------- - ---------------- -------- $195,00 per how Commissioning, E*Cuinal R0*01 Wna@f ................................................................ $150.00 per how Fire Protection, Dwirical De5ijoar ........................................................... ..... .. ...... $115.00 W hour Fwrbriral M Naftsverson . .. . .. ...... .. .. ........ .............................. S96.00 M hour Technology, & Energy. 01)MMOSIC10012 &EUM Dereme of Commrssionong ----- - ------ - --- per hour Cmmero~gorx .. .. ... . . ............................ . . . ................ S 150.00 per flour CMmosincift Engor*er .............. .... ...... . .............................. $115.00 per hour E9U&1WE9= Chrectof of Energy Services lEnglnQering.... . 196.00 W hour Energy Sefyces Eogirww.._.. 150.00 of hour Energy Servces 115.00 M hour to N2=m efiewming Senr4x C-RWeelr. MeChDfliGgl.................................... ..... .. .. ........... S 195.00 PW hour Fife PmMj-jDn Poopct Manager .. ..... ............. ........ .. .. .. .............. S 150.00 DR hour Fife Pir0tel-AsM COVVW.. 115.00 Mf tl()UF WOO CpQ!0in8tADn senew tfi&n"r ........ .. .......... .. .. .. ................ ...... . ........................ $'195.W per 11GUir PF(4W ManWr .... ..... ............. .. .. ................................................. $15().00 W 11GUir VtRijy C000dknator .. .. .. . ..... ... . .. .. .... .. .. ........... ............. . ... .. ... $115.100 PW [lout CAD Cwaftspasrw ... ........................... S%.00 Per hour Lc" VaRao tnqnWjag $jmKw Erga"r%ng. ElMrWal ......... .... .. .. ........... . ........... .. ......... $ V95.w W hour Low Voritage Projm Maciaipr .. ..... ....... .. ........... ......... $150.00 W hour Low V~ Deskgner Cwww Support ................ ..... ........ .... .. .. ........ .. . ..... ..... .. ..... . .. $ 75-00 Per tIOMF 'Awnr JW L2fKW STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 241h, 20211 PAGE 6 HOLT ARCHITECTURE FEE SCHEDULES TILDEN COIL CONSTRUCTORS (COST ESTIMATION) Tilden Coil CONSTRUCTORS h,64y -A Iwmn I-19M Tilden -Coil Constructors, Inc. Billable Hourly Rates Consulting Services Position Rate Project Executive $ 173.00 Production Director $ 167.00 BIM Manager $ 153.00 Aerial Survey Pilot $ 152.00 Sr. Project Manager $ 144.00 Scheduler $ 136.00 BIM Spec alist $ 135.00 Sr. Superintendent $ 134.00 Superintendent $ 129.00 Project Manager $ 126.00 BIM Technician $ 126.00 Preconstruction Manager $ 125.00 Estimator $ 124.00 Safety Officer $ 124.00 QA/QC Coordinator $ 124.00 Assistant Project Manager $ 120.00 Area/Assistant Superintendent $ 113.00 Sr. Project Engineer $ 106.00 Project Engineer $ 104.00 Accountant $ 100.00 Field Labor $ 96.00 Labor Compliance Coordinator $ 77.00 Sr. Project Administrator $ 77.00 Project Administrator $ 69.00 Preconstruction Coordinator $ 69.00 ` Hourly rates subject to increase after 12/31/2021 On site laser scanning b-Iled at $185 per hour STATEMENT OF QUALIFICATIONS, On -Call Architectural Services March 24th, 20211 PAGE 7 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. 5I1120 55575 18165 32900159 2 TILDCON-01 DPAGE ACORO CERTIFICATE OF LIABILITY INSURANCE D12(M9 l 1z/2/2022/zoz2 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must 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 endorsements . PRODUCER License # 0757776 1 kWCT Velma Pue HUB international Insurance Services Inc. PHONE NNo. Sidi: 851 779�567 FAX o: 951) N742.4066 Po sox 53as . velma. hubintemational.com Riverside, CA 92517 u P INSURED Tilden -Coil Constructors, Inc. 3612 Mission Inn Avenue Riverside, CA 92501 rnVFRAriFR rFRTIFIrATF NIIMRFR- REVISION NUMBER - THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADOL SUER POLICYNUMBER POLICY EFT POLICY EXPJXIL MYRS A X GENERAL LIABILITY EACH OCCURRENCE 1,000.009 CLAIMS -MADE OCCUR X TE-CO-1166CS67 TIL-22 12131/2022 1213112023 DAMAGE TO RENTED PREMISES (Ea occumencel 300,000 MED EXP M . 5,000 pemomYERCUIL PERSONAL &ADV INJURY 1,000,000 GENL AGGREGATE LIMIT APPLIES PER: POLICY LOC GENERAL AGGREGATE 2,000,000 PRODUCTS -COMPIOP AGG 2,000,000 EBL AGGREGATE S 21000,000 OTHER A AUTOMOBILE Lk1BdRY COMBINED SINGLE LIMIT adem S 1,000,000 BODILY INJURY Pr X ANY AUTO 810-8N638483-22.26G 12131/2022 12/31/2023 BODILY INJURY Per ardtlra OWNED scllEouLEo AUTOS ONLY AUTOS OPERTY AMAGE ramdent ��ppEE NpN.(�Mf�Ep X AUTOS ONLY X A11T03ONLV A X lwmc„ALy,e X OCCUR EACH OCCURRENCE S 20,000,000 EXCESS LIAR CLAIMSJADE UP.4P792767-22-26 12131/2022 12131/2023 AGGREGATE 20,000,000 DED I X I RETENTIONS 10,000 A WORKERS COMPENSATION ANDEMPLOYERS' LIABILITY YIN ANY PROPRIETORIPARTNERff ECUTiVE OFFICER/M1,Ivg�q EXCLUDED? N (Mandamryin NH) NIA UB-9J589636.23.26-G IM12023 v( PER OTH- 1/112024 E.L. EACH ACCIDEM I E.L. DISEASE - EA EMPLOYEE 1,000,000 S 1,000,000 1,000,000 If Yes. describe under i DESCRIPTION OF OPERATIONS Eeke E.L. DISEASE - POLICY LIMB B ProfessionallPoll. B (Professional/Poll. CE0744688206 CE0744688206 4/15/2022 4/1512022 4/1512023 (Each Claim 4/1512023 Aggregate 2,000,000 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may M aMcbetl If mom apace Is required) Re: Palm Springs Navigation Center Project. The City of Palm Springs, its officials, employees and agents, as per written contract, are Additional Insured in regards to the General Liability policy per the attached endorsement form CG0246 04-19. "Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), independent of any rights which may be afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub will provide to such certificate holder written notice of such cancellation Within ten (10) days of the cancellation date." CFRTIFIrATF HOLDER CANCELLATION RECEIVED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Cityof Palm Springs THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 3200 East Tahquitz Canyon Way Palm Springs, CA 92262 ,f A N 0 9 2023 AUTHORlZEO REPRESENTATIVE City Hall Reception Desk __- ACORD 25 (2016/03) © 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy: DTE-CO-1166C567-TIL-22 Effective: 12/31/2022 - 12/31/2023 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided underthe following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury' or "property damage" that occurs, or for "personal injury' caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section III — Limits Of Insurance. (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury' or "property damage" caused by "your work" and included in the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. Ill The insurance provided to such additional (2) If a claim is made or "suit" is brought against insured does not apply to: the additional insured: CG D2 46 04 19 ©2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. (3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suW', and otherwise comply with all policy conditions. (4) Tender the defense and indemnity of any claim or "suit' to any provider of other insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. Page 2 of 2 0 2016 The Travelers Indemnity company. All rights reserved. CG D2 46 04 19 /1 ILDCON-01 DPAGE D1212912022D"1 'A` �R" CERTIFICATE OF LIABILITY INSURANCE THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must 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 endorsements . PRODUCER License # 0757776 HUB International Insurance Services Inc. PO Box 5345 Riverside, CA 92517 N cT Velma PUB PHONE n"IC1irm, Eel: (951) 779-6567 FId, No :1951) 742 4066 EMS., volma.puhubintemational.com INSURERS) AFFORDING COVERAGE NAIO# INSURERA:Travelers Property Casualty Company of America 25674 INSURED INSURER a: Indian Harbor Insurance Company 36940 WSURERC: Tilden -Coil Constructors, Inc. INSURER D: 3612 Mission Inn Avenue Riverside, CA 92501 INSURER E INSURER F : COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE AWLLia. Jum SU Am POLICY NUMBER EFF POLICY E%P Lam Lam A X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE S 1,000,000 CLAMS -MADE X OCCUR X DTE-CO.116GC567.71L-22 1213112022 12/31/2023 =I ETORENTED 300,000 MED EXP An are 5,000 PERSONAL AADVINJURY $ 1,000,000 ,ATE UNIT PER: X PoucY J�❑LOG GENERAL AGGREGATE S 2,000,000 PRODUCTS -COMPIOPAGG 1 2,000,000 EBL AGGREGATE S 21000,000 OTHER. A AUTOMOBILE LIABILITY SINGLE LIMIT 1,000,000 S 1,000,000 X BODILY INJURY Per ANY AUTO 810.8N638483.22.26431 112131112022 12131/2023 AUUTTOS ONLY AUUTTIOS.AU�.I��Dp BODILY INJURY Per t ✓I II AUTOS ONLY X ZWOS ONLY A X WBRELLALUIB OCCUR EACH OCCURRENCE 4 20,000,000 M AGGREGATE 20,000,000 EXCESS LAB CLAIMS -MADE CUP-4P792767-22-26 12/31/2022 12131112023 DIED X I RETENTIONS 10,000 A WORKERS COMPENSATION AND EMPLOYERS' LAIN ITY ApN�Y PR OPREIMETOR/PARTNER,EXECUTNE YIN (IMFI"dR IR BER EXCLUDED? ® IrXe In NN) NIA B-8J589636-23-26-G 1/1/2023 1M/2024 X I PER OTH- EL EACH ACCIDENT S 1,000,000 E.L dBEASE- EA EMPLOYE 1,000,000 11 yes, desolbe uneer DESCRIPTION OF OPERATIONS below es, DISEASE - POUCY LIMIT 1,000,000 B Professiorul lPoll. CE0744688206 4/15/2022 4/15/2023 Each Claim 2,000,000 B Professional/Poll. CE0744688206 4/1612022 4115(2023 Aggregate 5,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, AOANoml Remarks Scbe , my In A cNeC ff mom spec Is r uimrn Re: Palm Springs Navigation Center Project. The City of Palm Springs, Its officials, employees and agents, as per written contract, are Additional Insured in regards to the General Liability policy per the attached endorsement form CGD246 04-19. "Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), Independent of any rights which may be afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub will provide to such certificate holder written notice of such cancellation within ten (10) days of the cancellation date." CERTIFICATE HOLDER CANCELLATION RECEIVED SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Patin Springs THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN '� 0 9 ACCORDANCE WITH THE POLICY PROVISIONS. 3200 East Tahquitz Canyon Way � ZQ23 Palm Springs, CA 92262 City Hall AUTHORIZED REPRESENTATIVE Reception Desk %116 _ ACORD 25 (2016/03) ®1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ,olicy: DTE-CO-1166C567-TIL-22 Effective: 12/31/2022 - 12/31/2023 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY, PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury' or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section III — Limits Of Insurance. (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury" or "property damage" caused by "your work" and included in the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. b. The insurance provided to such additional (2) If a claim is made or "suit" is brought against insured does not apply to: the additional insured: CG D2 46 04 19 0 2018 The Travelers Indemnity Company. All rights reserved. Page 1 of 2 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. (3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. (4) Tender the defense and indemnity of any claim or "suit" to any provider of other insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. Page 2 of 2 © 2018 The Travelers Indemnity Company. All rights reserved CG D2 46 04 19 ai e. ---ses"ll TILDCON-01 DPAGE DA411s2023 '4� REP CERTIFICATE OF LIABILITY INSURANCE 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 endorsemen s . PRODUCER License S 0757776 CONTACT Velma Pue HUB International Insurance Services Inc. PO Box 5345 Riverside, CA 92517 PAN�c."N,Ert:(951)779-8567 FAX742�D66 Soiss. velma.puo@hubintemational.com INSUREFUSI AFFORDING COVERAGE NAILS INSURERA:Travelers Property Casualty Company of America 25674 INSURED INSURERS: Indian Harbor Insurance Company 36940 INSURER C: Tilden -Coll Constructors, Inc. INSURER D: 3612 Mission Inn Avenue Riverside, CA 92501 INSURERE: INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN. THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYRE OF WSIxtANCE AWL SUER POLICY NUMBER POLICY EFF POLICY EXP LYE A X COMMERCML GENERAL LIABILITY CLAIMS-MADEOCCUR X DTE-CO.1166C567-TIL-22 12/31/2022 12/31/2023 EACH OCCURRENCE S 1,000,000 DAMAGE TO REARED $ 300,660 MED UP (My one S 6,000 PERSONAL& AM INJURY $ 1,000,000 GENT AGGREGATE LIMIT APPLIES PER: POLICY ElLOC �X T& GENERAL AGGREGATE S 2,000,000 PRODUCTS - COMP/OP AGO 2,000,000 EBLAGGREGATE 21000,000 OTHER A AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 11000,000 BODILY INJURY Per S ANY AUTO 10-8N638483-22.26G 1213112022 1213112023 Ix AUpTEO�S ONLY AAtCUTOSSyU�y��Op BODILY INJURY Per acrldenl S (P �� DAMAGE PPox S AUTOS ONLY X AUTOS ONLY S A X UMBRELLA LIAR X OCCUR EACH OCCURRENCE $ 20.000,000 AGGREGATE $ 20,000,000 EXCESS LIAR CLAMS -MADE UP-4P792767-22-26 12/31/2022 12131/2023 DEO I X I RETENTIONS 10,000 S A WORKERS COMPENSATION AND EMPLOYERS' LWBIUTY YIN PNYPROPRIETOR/PARTNERIEXECUTNE (t, ane�amry9n EXCLUDED' NIA UB-9J689636-23-26-G 11112023 11112024 X PER OTH- ISTATUT EL EACH ACCIDENT S 1,000,000 EL DISEASE - EA EMPLOYE S 1,000,000 n yes &ascribe U`c_ DE CRI PION OF OPERATION below E.L DISEA E-P LI YLIMIT S 1,000,000 B Professional/Poll. CE0744688207 411612023 411512024 Each Claim: 5,000,000 B Liability CE0744688207 411512023 411512024 Aggregate: 5T0001000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Addxional Remorse ScheduM, may IN, amached If mom space is required) Re: Palm Springs Navigation Center Project. The City of Palm Springs, its officials, employees and agents, as per written contract, are Additional Insured in regards to the General Liability policy per the attached endorsement form CGD246 04-19. "Should the policies be cancelled before the expiration date, Hub International Insurance Services Inc. (Hub), independent of any rights which may be afforded within the policies to the certificate holder named below, will provide to such certificate holder notice of such cancellation within thirty (30) days of the cancellation date, except in the event the cancellation is due to non-payment of premium, in which case Hub Will provide to such certificate holder written notice of such cancellation within ten (10) days of the cancellation date." SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE CI of Palm S RECEIVED THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City Springs s 9 ACCORDANCE WITH THE POLICY PROVISIONS. 3200 East Tahquitz Canyon Way Palm Springs, CA 92262 JUL 2 4 2023 AUTIIOREEED REPRESENTATIVE City HailC(!A«/� Rc antinn n..Ir ACORD 25 (2016/03) ©1988.2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Policy: DTE-CO-1166C567-TIL-22 Effective: 12/31/2022 - 12/31/2023 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED (Includes Products -Completed Operations If Required By Contract) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PROVISIONS The following is added to SECTION II — WHO IS AN INSURED: Any person or organization that you agree in a written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only: a. With respect to liability for "bodily injury' or "property damage" that occurs, or for "personal injury" caused by an offense that is committed, subsequent to the signing of that contract or agreement and while that part of the contract or agreement is in effect; and b. If, and only to the extent that, such injury or damage is caused by acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract or agreement applies. Such person or organization does not qualify as an additional insured with respect to the independent acts or omissions of such person or organization. The insurance provided to such additional insured is subject to the following provisions: a. If the Limits of Insurance of this Coverage Part shown in the Declarations exceed the minimum limits required by the written contract or agreement, the insurance provided to the additional insured will be limited to such minimum required limits. For the purposes of determining whether this limitation applies, the minimum limits required by the written contract or agreement will be considered to include the minimum limits of any Umbrella or Excess liability coverage required for the additional insured by that written contract or agreement. This provision will not increase the limits of insurance described in Section III — Limits Of Insurance. b. The insurance provided to such additional insured does not apply to: (1) Any "bodily injury", "property damage" or "personal injury" arising out of the providing, or failure to provide, any professional architectural, engineering or surveying services, including: (a) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders or change orders, or the preparing, approving, or failing to prepare or approve, drawings and specifications; and (b) Supervisory, inspection, architectural or engineering activities. (2) Any "bodily injury" or "property damage" caused by "your work" and included in the "products -completed operations hazard" unless the written contract or agreement specifically requires you to provide such coverage for that additional insured during the policy period. c. The additional insured must comply with the following duties: (1) Give us written notice as soon as practicable of an "occurrence" or an offense which may result in a claim. To the extent possible, such notice should include: (a) How, when and where the "occurrence" or offense took place; (b) The names and addresses of any injured persons and witnesses; and (c) The nature and location of any injury or damage arising out of the "occurrence" or offense. (2) If a claim is made or "suit" is brought against the additional insured: CG D2 46 0419 0 201 B The Travelers Indemnity Company. All rights reserved. Page 1 of 2 COMMERCIAL GENERAL LIABILITY (a) Immediately record the specifics of the claim or "suit" and the date received; and (b) Notify us as soon as practicable and see to it that we receive written notice of the claim or "suit" as soon as practicable. (3) Immediately send us copies of all legal papers received in connection with the claim or "suit", cooperate with us in the investigation or settlement of the claim or defense against the "suit", and otherwise comply with all policy conditions. (4) Tender the defense and indemnity of any claim or "suit" to any provider of other insurance which would cover such additional insured for a loss we cover. However, this condition does not affect whether the insurance provided to such additional insured is primary to other insurance available to such additional insured which covers that person or organization as a named insured as described in Paragraph 4., Other Insurance, of Section IV — Commercial General Liability Conditions. Page 2 of 2 0 2018 The Travelers Indemnity Company. All rights reserved. CG D2 46 04 19 POLICY NUMBER: DTE-CO-1166C567-TIL-22 COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part 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 insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury' or "property damage" for which coverage is sought occurs; and .(2) The "personal and advertising injury" for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. 5. Premium Audit a. We will compute all premiums for this Coverage Part in accordance with our rules and rates. b. Premium shown in this Coverage Part as advance premium is a deposit premium only. At the close of each audit period we will compute the earned premium for that period and send notice to the first Named Insured. The due date for audit and retrospective premiums is the date shown as the due date on the bill. If the sum of the advance and audit premiums paid for the policy period is greater than the earned premium, we will return the excess to the first Named Insured. c. The first Named Insured must keep records of the information we need for premium computation, and send us copies at such times as we may request. 6. Representations By accepting this policy, you agree: a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. 7. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured: and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Of Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew If we decide not to renew this Coverage Part, we will mail or deliver to the first Named Insured shown in the Declarations written notice of the nonrenewal not less than 30 days before the expiration date. If notice is mailed, proof of mailing will be sufficient proof of notice. SECTION V — DEFINITIONS 1. "Advertisement" means a notice that is broadcast or published to the general public or specific market segments about your goods, products or services for the purpose of attracting customers or supporters. For the purposes of this definition: a. Notices that are published include material placed on the Internet or on similar electronic means of communication; and b. Regarding websites, only that part of a website that is about your goods, products or services for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 ® 2017 The Travelers Indemnity Company. All rights reserved. CG T 1 00 02 19 Includes copyrighted material of Insurance Services Office. Inc. with its permission. Policy: DTE-CO-1166C567-TIL-22 Effective: 12/31 /2022-1213112023 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. XTEND ENDORSEMENT FOR CONTRACTORS This endorsement modifies insurance provided under the following. COMMERCIAL GENERAL LIABILITY COVERAGE PART GENERAL DESCRIPTION OF COVERAGE - This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to this Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general coverage description only. Read all the provisions of this endorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. Who Is An Insured -Unnamed Subsidiaries B. Blanket Additional Insured - Governmental Entities - Permits Or Authorizations Relating To Operations PROVISIONS A. WHO IS AN INSURED - UNNAMED SUBSIDIARIES The following is added to SECTION II - WHO IS AN INSURED: Any of your subsidiaries, other than a partnership, joint venture or limited liability company, that is not shown as a Named Insured in the Declarations is a Named Insured if: a. You are the sole owner of, or maintain an ownership interest of more than 50% in, such subsidiary on the first day of the policy period; and b. Such subsidiary is not an insured under similar other insurance. No such subsidiary is an insured for "bodily injury' or "property damage" that occurred, or "personal and advertising injury" caused by an offense committed: a. Before you maintained an ownership interest of more than 50% in such subsidiary; or C. Incidental Medical Malpractice D. Blanket Waiver Of Subrogation E. Contractual Liability -Railroads F. Damage To Premises Rented To You a. An organization other than a partnership, joint venture or limited liability company; or b. A trust; as indicated in its name or the documents that govern its structure. B. BLANKET ADDITIONAL INSURED GOVERNMENTAL ENTITIES - PERMITS OR AUTHORIZATIONS RELATING TO OPERATIONS The following is added to SECTION II - WHO IS AN INSURED: Any govemmental entity that has issued a permit or authorization with respect to operations performed by you or on your behalf and that you are required by any ordinance, law, building code or written contract or agreement to include as an additional insured on this Coverage Part is an insured, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" arising out of such operations. The insurance provided to such governmental entity does not apply to: b. After the date, if any, during the policy period a. Any "bodily injury', "property damage" or that you no longer maintain an ownership "personal and advertising injury" arising out of interest of more than 50% in such subsidiary. operations performed for the governmental For purposes of Paragraph 1. of Section II - Who entity; or Is An Insured, each such subsidiary will be b. Any "bodily injury" or "property damage" deemed to be designated in the Declarations as: included in the "products -completed operations hazard". CG D3 16 02 19 © 2017 The Travelers Indemnity Company. All rights reserved. Page 1 of 3 Includes copyrighted material of Insurance Services Office, Inc., with its permission. COMMERCIAL GENERAL LIABILITY C. INCIDENTAL MEDICAL MALPRACTICE 1. The following replaces Paragraph b. of the definition of "occurrence" in the DEFINITIONS Section: b. An act or omission committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to a person, unless you are in the business or occupation of providing professional health care services. 2. The following replaces the last paragraph of Paragraph 2.a.(1) of SECTION II — WHO IS AN INSURED: Unless you are in the business or occupation of providing professional health care services, Paragraphs (1)(a), (b), (c) and (d) above do not apply to "bodily injury" arising out of providing or failing to provide: (a) "Incidental medical services" by any of your "employees" who is a nurse, nurse assistant, emergency medical technician or paramedic; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or "volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". pharmaceuticals committed by, or with the knowledge or consent of, the insured. S. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x-ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS. This insurance is excess over any valid and collectible other insurance, whether primary, excess, contingent or on any other basis, that is available to any of your "employees" for "bodily injury that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. D. BLANKET WAIVER OF SUBROGATION The following is added to Paragraph 8.. Transfer Of Rights Of Recovery Against Others To Us of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: a. "Bodily injury" or "property damage" that occurs; or b. "Personal and advertising injury" caused by an offense that is committed; 4. The following exclusion is added to subsequent to the execution of the contract or Paragraph 2., Exclusions, of SECTION I — agreement. COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE E. CONTRACTUAL LIABILITY —RAILROADS LIABILITY: 1. The following replaces Paragraph c. of the Sale Of Pharmaceuticals definition of "insured contract" in the "Bodily injury or "property damage" arising DEFINITIONS Section: out of the violation of a penal statute or c. Any easement or license agreement; ordinance relating to the sale of Page 2 of 3 ® 2017 The Travelers Indemnity Company. All rights reserved. CG D3 16 02 19 Includes copyrighted material of Insurance Services Office, Inc., with its permission. COMMERCIAL GENERAL LIABILITY 2. Paragraph f.(1) of the definition of "insured a. Any premises while rented to you or contract" in the DEFINITIONS Section is temporarily occupied by you with permission deleted. of the owner; or F. DAMAGE TO PREMISES RENTED TO YOU b. The contents of any premises while such The following replaces the definition of "premises premises is rented to you, if you rent such damage" in the DEFINITIONS Section: premises for a period of seven or fewer "Premises damage" means "property damage" to: consecutive days. CG D3 16 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 3 of 3 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Policy: 810-8N638483-22-26G Effective: 12/3112022-12/31/2023 COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BUSINESS AUTO EXTENSION ENDORSEMENT This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GENERAL DESCRIPTION OF COVERAGE — This endorsement broadens coverage. However, coverage for any injury, damage or medical expenses described in any of the provisions of this endorsement may be excluded or limited by another endorsement to the Coverage Part, and these coverage broadening provisions do not apply to the extent that coverage is excluded or limited by such an endorsement. The following listing is a general cover- age description only. Limitations and exclusions may apply to these coverages. Read all the provisions of this en- dorsement and the rest of your policy carefully to determine rights, duties, and what is and is not covered. A. BROAD FORM NAMED INSURED B. BLANKET ADDITIONAL INSURED C. EMPLOYEE HIRED AUTO D. EMPLOYEES AS INSURED E. SUPPLEMENTARY PAYMENTS —INCREASED LIMITS F. HIRED AUTO — LIMITED WORLDWIDE COW ERAGE — INDEMNITY BASIS G. WAIVER OF DEDUCTIBLE — GLASS PROVISIONS A. BROAD FORM NAMED INSURED The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any organization you newly acquire or form dur- ing the policy period over which you maintain 50% or more ownership interest and that is not separately insured for Business Auto Coverage. Coverage under this provision is afforded only un- til the 180th day after you acquire or form the or- ganization or the end of the policy period, which- ever is earlier. B. BLANKET ADDITIONAL INSURED The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE: Any person or organization who is required under a written contract or agreement between you and that person or organization, that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to be named as an addi- tional insured is an "insured" for Covered Autos Liability Coverage, but only for damages to which H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT 1. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT K. AIRBAGS L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS M. BLANKET WAIVER OF SUBROGATION N. UNINTENTIONAL ERRORS OR OMISSIONS this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. C. EMPLOYEE HIRED AUTO 1. The following is added to Paragraph A.1., Who Is An Insured, of SECTION II — COV- ERED AUTOS LIABILITY COVERAGE: An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in an "employee's" name, with your permission, while performing duties related to the conduct of your busi- ness. 2. The following replaces Paragraph b. in B.S., Other Insurance, of SECTION IV — BUSI- NESS AUTO CONDITIONS: b. For Hired Auto Physical Damage Cover- age, the following are deemed to be cov- ered "autos" you own: (1) Any covered "auto" you lease, hire, rent or borrow; and (2) Any covered "auto" hired or rented by your "employee" under a contract in an "employee's" name, with your CA T3 53 02 15 (9) 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 4 Includes copyrighted material of Insurance services Office. Inc. with its permission. COMMERCIAL AUTO permission, while performing duties (a) With respect to any claim made or "suit" related to the conduct of your busF brought outside the United States of ness. America, the territories and possessions However, any "auto" that is leased, hired, of the United States of America, Puerto rented or borrowed with a driver. is not a Rico and Canada: covered "auto". (1) You must arrange to defend the "in- D. EMPLOYEES AS INSURED set- sured" against, and investigate or set - tle any such claim or "suit" and keep The followingis added to Paragraph A.1., Who Is us advised of all proceedings and ac- An Insured, of SECTION II — COVERED AUTOS tions. LIABILITY COVERAGE: (ii) Neither you nor any other involved Any "employee" of yours is an "insured" while us- "insured" will make any settlement ing a covered "auto" you don't own, hire or borrow without our consent in your business or your personal affairs. (III) may, at our discretion, participate E. SUPPLEMENTARY PAYMENTS — INCREASED in defending the "insured" against, or in LIMITS in the settlement of, any claim or 1. The following replaces Paragraph A.2.a.(2), "suit'. of SECTION II — COVERED AUTOS LIABIL- (iv) We will reimburse the "insured" for ITY COVERAGE: sums that the "insured" legally must (2) Up to $3,000 for cost of bail bonds (in- pay as damages because of "bodily cluding bonds for related traffic law viola- injury' or "property damage" to which lions) required because of an "accident" this insurance applies, that the "in - we cover. We do not have to furnish sured" pays with our consent, but these bonds. only up to the limit described in Para- 2. The following replaces Paragraph A.2.a.(4), graph C., Limits Of Insurance, of of SECTION 11 — COVERED AUTOS LIABIL- SECTION II — COVERED AUTOS LIABILITY COVERAGE. ITY COVERAGE: (4) All reasonable expenses incurred by the (v) We will reimburse the "insured" for "insured" at our request including actual the reasonable expenses incurred loss of earnings up to $500 a day be with our consent for your investiga- tion of such claims and your defense cause of time off from work. of the "insured" against any such F. HIRED AUTO — LIMITED WORLDWIDE COW "suit", but only up to and included ERAGE — INDEMNITY BASIS within the limit described in Para - The following replaces Subparagraph (5) in Para- graph C., Limits Of Insurance, of graph B.7., Policy Period, Coverage Territory, SECTION 11 — COVERED AUTOS of SECTION IV — BUSINESS AUTO CONDI- LIABILITY COVERAGE, and not in TIONS: addition to such limit. Our duty to make such payments ends when we (5) Anywhere in the world, except any country or have used up the applicable limit of jurisdiction while an trade sanction, em- J Y insurance in payments for damages, bargo, or similar regulation imposed by the settlements or defense expenses. United States of America applies to and pro- hibits the transaction of business with or (b) This insurance is excess over any valid within such country or jurisdiction, for Cov- and collectible other insurance available ered Autos Liability Coverage for any covered to the "insured" whether primary, excess, "auto" that you lease, hire, rent or borrow contingent or on any other basis. without a driver for a period of 30 days or less (c) This insurance is not a substitute for re - and that is not an "auto" you lease, hire, rent quired or compulsory insurance in any or borrow from any of your "employees", country outside the United States, its ter - partners (if you are a partnership), members ritories and possessions, Puerto Rico and (if you are a limited liability company) or Canada. members of their households. Page 2 of 4 ® 2015 The Travelers Indemnity Company. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance services Office. Inc. with its permission. 018679 You agree to maintain all required or compulsory insurance in any such coun- try up to the minimum limits required by local law. Your failure to comply with compulsory insurance requirements will not invalidate the coverage afforded by this policy, but we will only be liable to the same extent we would have been liable had you complied with the compulsory in- surance requirements. (d) It is understood that we are not an admit- ted or authorized insurer outside the United States of America, its territories and possessions, Puerto Rico and Can- ada. We assume no responsibility for the furnishing of certificates of insurance, or for compliance in any way with the laws of other countries relating to insurance. G. WAIVER OF DEDUCTIBLE — GLASS The following is added to Paragraph D., Deducti- ble, of SECTION III — PHYSICAL DAMAGE COVERAGE: No deductible for a covered "auto" will apply to glass damage if the glass is repaired rather than replaced. H. HIRED AUTO PHYSICAL DAMAGE — LOSS OF USE — INCREASED LIMIT The following replaces the last sentence of Para- graph A.4.b., Loss Of Use Expenses, of SEC- TION III — PHYSICAL DAMAGE COVERAGE: However, the most we will pay for any expenses for loss of use is $65 per day, to a maximum of $750 for any one "accident". I. PHYSICAL DAMAGE — TRANSPORTATION EXPENSES — INCREASED LIMIT The following replaces the first sentence in Para- graph A.4.a., Transportation Expenses, of SECTION III — PHYSICAL DAMAGE COVER- AGE: We will pay up to $50 per day to a maximum of $1,500 for temporary transportation expense in- curred by you because of the total theft of a cov- ered "auto" of the private passenger type. J. PERSONAL PROPERTY The following is added to Paragraph AA., Cover- age Extensions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Personal Property We will pay up to $400 for "loss" to wearing ap- parel and other personal property which is: (1) Owned by an "insured"; and COMMERCIAL AUTO (2) In or on your covered "auto". This coverage applies only in the event of a total theft of your covered "auto". No deductibles apply to this Personal Property coverage. K. AIRBAGS The following is added to Paragraph 8.3., Exclu- sions, of SECTION III — PHYSICAL DAMAGE COVERAGE: Exclusion 3.a. does not apply to "loss" to one or more airbags in a covered "auto" you own that in- flate due to a cause other than a cause of "loss" set forth in Paragraphs A.1.b. and A.1.c., but only: a. If that "auto" is a covered "auto" for Compre- hensive Coverage under this policy; b. The airbags are not covered under any war- ranty; and c. The airbags were not intentionally inflated. We will pay up to a maximum of $1,000 for any one "loss". L. NOTICE AND KNOWLEDGE OF ACCIDENT OR LOSS The following is added to Paragraph A.2.a., of SECTION IV — BUSINESS AUTO CONDITIONS: Your duty to give us or our authorized representa- tive prompt notice of the "accident" or "loss" ap- plies only when the "accident" or "loss" is known to: (a) You (if you are an individual); (b) A partner (if you are a partnership); (c) A member ('If you are a limited liability com- pany); (d) An executive officer, director or insurance manager (if you are a corporation or other or- ganization): or (e) Any "employee" authorized by you to give no- tice of the "accident" or "loss". M. BLANKET WAIVER OF SUBROGATION The following replaces Paragraph A.S., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — BUSINESS AUTO CONDI- TIONS: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the ex- tent required of you by a written contract signed and executed prior to any "accident" or "loss", provided that the "accident" or "lass" arises out of operations contemplated by CA T3 53 02 15 C 2015 The Travelers Indemnity Company. All rights reserved. Page 3 of 4 Includes copyrighted material of Insurance services Office, Inc. with its permission. COMMERCIAL AUTO such contract. The waiver applies only to the The unintentional omission of, or unintentional person or organization designated in such error in, any information given by you shall not contract. prejudice your rights under this insurance. How- N. UNINTENTIONAL ERRORS OR OMISSIONS ever this provision does not affect our right to col - The following is added to Paragraph B.2., Con- lect additional premium or exercise our right of cealment, Misrepresentation, Or Fraud, of cancellation or non -renewal. SECTION IV — BUSINESS AUTO CONDITIONS: Page 4 of 4 C 2015 The Travelers Indemnity Compa ny. All rights reserved. CA T3 53 02 15 Includes copyrighted material of Insurance services Office, Inc. with its permission. 018680 TRAVELERS J* WORKERS COMPENSATION AND ONE TOWER SQUARE EMPLOYERS LIABILITY POLICY HARTFORD CT 06183 ENDORSEMENT WC 99 03 76 ( A) - 001 POLICY NUMBER: UB-9j589636-23-26-G WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA (BLANKET WAIVER) 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. The additional premium for this endorsement shall be 2.00 % of the California workers' compensation pre- mium. Schedule Person or Organization Job Description ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. 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.) Endorsement Effective 01-01-2023 Policy No. UB-9J589636-23-26-G Endorsement No. Insured Premium Insurance Company Countersigned by DATE OF ISSUE: L ST ASSIGN: Page 1 of 1 '4� & CERTIFICATE OF LIABILITY INSURANCE r V DA �(9Iz023�) 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 endorsements . PROWLER AssureclPartners Design Professionals Insurance Services, LLC 3697 Mt. Diablo Blvd Suite 230 Lafayette CA 94549 CONTACT. de Sw ney Made Swaney PHONE EeU No. Ea1aL CerlsDesi nPr AssuredPartners.com INSURERS AFFORDING COVERAGE NAICR INSURER A: HARTFORD INSURANCE COMPANY 38268 6003745 INSURED HOLTARC4)1 Holt Architects, Inc. 36951 Cook Street, Bldg. L -Suite: 103 INSURER B: Travelers Property Casualty Company of America 25674 INSURER C: Aspen American Insurance Company 43460 INSURER D : The Travelers IndemnityCompanyof Connecticut 25682 Palm Desert CA 92211 INSURER E INSURER F: COVERAGES CERTIFICATE NUMRFR- 1d21a5R5n RFV!9!0M MUMSER: 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. MSTRR TYPE OFINSURANCE A LS BR POLICY NUMBER MMIDOYEFF OI MYYYY MILDICYExP LIMITS B X COMMERCIAL GENERAL LABILITY � OCCUR V Y 680911 7/9/2023 7192024 EACHOCCURRENCE $2.000,000 RENTED _15CLAIMS-MADE AMA E(E PREMISESSa occurrence 81,000,O W X NED EXP(Anyone person) $10,000 CarMKWW Uab holuded PERSONAL SADV INJURY $2,DDO,OW GEN'L AGGREGATE LIMIT APPLES PER: POUCY PRO- JECT 71 LOC GENERAL AGGREGATE $4,000.000 PRODUCTS -COMPIOP AGG $4,000,000 $ OTHER: D AUTOMOBILELIABILRY Y Y BA9R22a97A 7/92023 7/9/2024 CEOMBINE0 SINGLE LIMIT W $1,0,000 BODILY INJURY(Por person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Pow raden0 $ X HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY NoOnmd Auto PROPERTY DAMAGE Per ecd nt $ X $ B X UMBRELLA LAB X OCCUR Y Y CUP91,11525165 7/92023 7/92024 EACH OCCURRENCE $1,000.000 AGGREGATE $1,DO0,000 EXCESS I" CLAIMS -MADE DED I X I RETENTIONS $ A WORKERSCOMPENSATION AND EMPLOYERSLIABILITY YIN ANYPROPRIETORIPARTNERIEXECUTIVE OFRCEWMEMBEREXCLUDED9 NIA Y 57WEGGA4610 7/92023 7/92024 X I STATUTE I I OETH E.L. EACH ACCIDENT $1,000,000 E.L DISEASE - EA EMPLOYE $1,D00,000 (Mandatory in NH) g yes, describe under E L. DISEASE- POLICY LIMIT -- $1,000,000 DESCRIPTION OF OPERATIONS bel. C Pmkssioial Uebllity AAAE10026505 7/92023 7/92024 Per Clelm $2,000,000 RM 10,01/1983 Aggregate Umit $2,000,000 DESCRIPT NOFOPERATIONSILOCAMNSIVEHICLES(ACORD 101, Additional Remarks Schedule, may beattached if more spew is reeuimd) Insured owns no company vehicles; therefore, hired/non-owned auto is the maximum coverage that applies. Umbrella Liabilityy pollclly is a folbw-forth underlyigng General Liability/Auto LiabilitylEmployers Liability. P ojact -CALL PROFESSIONAL SERVIICESrAGREEMENT� has been short dated to line up With the same effective dates of all other polities. The City of Palm Springs, its officers, council members, ofitials, employees, agents, and volunteers are named as Additional Insured on General Liability and Auto Liability, per policy forms, with respell to the operaOonS of the Named Insured as required by written contract or agreement. General Liabilityis PnMaryMon on(ributory and severabli, of interests per policy form wording. Insurance Coverage includes waiver of subrogation per attached. CERTIFICATE HOLDER CANCELLATION 30 Dav Notice Will be sent to holder SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Palm Springs JUL 102023 THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Attn: Vonda Teed, Engineering Division 3200 E. Tahquitz Canyon Way Palm Springs CA 92262 City Hall Reception Desk AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD Policy # 6009M52505n COMMERCIAL GENERAL LIABILITY c. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. d. Primary And Non -Contributory Insurance If Required By Written Contract If you specifically agree in a written contract or agreement that the insurance afforded to an insured under this Coverage Part 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 insured which covers such insured as a named insured, and we will not share with that other insurance, provided that: (1) The "bodily injury' or "property damage" for which coverage is sought occurs; and (2) The "personal and advertising injury' for which coverage is sought is caused by an offense that is committed; subsequent to the signing of that contract or agreement by you. S. Premium Audit a. The statements in the Declarations are accurate and complete; b. Those statements are based upon representations you made to us; and c. We have issued this policy in reliance upon your representations. The unintentional omission of, or unintentional error in, any information provided by you which we relied upon in issuing this policy will not prejudice your rights under this insurance. However, this provision does not affect our right to collect additional premium or to exercise our rights of cancellation or nonrenewal in accordance with applicable insurance laws or regulations. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this Coverage Part to the first Named Insured, this insurance applies: a. As if each Named Insured were the only Named Insured; and b. Separately to each insured against whom claim is made or "suit" is brought. 8. Transfer Or Rights Of Recovery Against Others To Us If the insured has rights to recover all or part of any payment we have made under this Coverage Part, those rights are transferred to us. The insured must do nothing after loss to impair them. At our request, the insured will bring "suit" or transfer those rights to us and help us enforce them. 9. When We Do Not Renew a. We will compute all premiums for this Coverage If we decide not to renew this Coverage Part, we will Part in accordance with our rules and rates. mail or deliver to the first Named Insured shown in b. Premium shown in this Coverage Part as the Declarations written notice of the nonrenewal advance premium is a deposit premium only. At not less than 30 days before the expiration date. the close of each audit period we will compute If notice is mailed, proof of mailing will be sufficient the earned premium for that period and send proof of notice. notice to the first Named Insured. The due date for audit and retrospective premiums is the date SECTION V — DEFINITIONS shown as the due date on the bill. If the sum of 1. "Advertisement" means a notice that is broadcast or the advance and audit premiums paid for the published to the general public or specific market policy period is greater than the earned segments about your goods, products or services premium, we will return the excess to the first for the purpose of attracting customers or Named Insured. supporters. For the purposes of this definition: c. The first Named Insured must keep records of a. Notices that are published include material the information we need for premium placed on the Internet or on similar electronic computation, and send us copies at such times means of communication; and as we may request. b. Regarding websites, only that part of a website 6. Representations that is about your goods, products or services By accepting this policy, you agree: for the purposes of attracting customers or supporters is considered an advertisement. Page 16 of 21 ® 2017 The Travelers Indemnity Company. All rights reserved. CG T1 00 02 19 Includes copyrighted material of Insurance services Office, Inc. with its permission. Policy #'111's" occupational therapist or occupational therapy assistant, physical therapist or speech -language pathologist; or (b) First aid or "Good Samaritan services" by any of your "employees" or "volunteer workers", other than an employed or volunteer doctor. Any such "employees" or'volunteer workers" providing or failing to provide first aid or "Good Samaritan services" during their work hours for you will be deemed to be acting within the scope of their employment by you or performing duties related to the conduct of your business. 3. The following replaces the last sentence of Paragraph 5. of SECTION III — LIMITS OF INSURANCE: For the purposes of determining the applicable Each Occurrence Limit, all related acts or omissions committed in providing or failing to provide "incidental medical services", first aid or "Good Samaritan services" to any one person will be deemed to be one "occurrence". 4. The following exclusion is added to Paragraph 2., Exclusions, of SECTION I — COVERAGES — COVERAGE A — BODILY INJURY AND PROPERTY DAMAGE LIABILITY: Sale Of Pharmaceuticals "Bodily injury" or "property damage" arising out of the violation of a penal statute or ordinance relating to the sale of_> pharmaceuticals committed by, or with the knowledge or consent of the insured. 6. The following is added to the DEFINITIONS Section: "Incidental medical services" means: a. Medical, surgical, dental, laboratory, x- ray or nursing service or treatment, advice or instruction, or the related furnishing of food or beverages; or b. The furnishing or dispensing of drugs or medical, dental, or surgical supplies or appliances. COMMERCIAL GENERAL LIABILITY that is available to any of your "employees" for "bodily injury" that arises out of providing or failing to provide "incidental medical services" to any person to the extent not subject to Paragraph 2.a.(1) of Section II — Who Is An Insured. K. MEDICAL PAYMENTS — INCREASED LIMIT The following replaces Paragraph 7. of SECTION III — LIMITS OF INSURANCE: 7. Subject to Paragraph 5. above, the Medical Expense Limit is the most we will pay under Coverage C for all medical expenses because of "bodily injury' sustained by any one person, and will be the higher of: a. $10,000; or b. The amount shown in the Declarations of this Coverage Part for Medical Expense Limit. L. AMENDMENT OF EXCESS INSURANCE CONDITION — PROFESSIONAL LIABILITY The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis, that is Professional Liability or similar coverage, to the extent the loss is not subject to the professional services exclusion of Coverage A or Coverage B. M. BLANKET WAIVER OF SUBROGATION — WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT The following is added to Paragraph 8., Transfer Of Rights Of Recovery Against Others To Us, of SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: If the insured has agreed in a written contract or agreement to waive that insured's right of recovery against any person or organization, we waive our right of recovery against such person or organization, but only for payments we make because of: 6. The following is added to Paragraph 4.b., Excess Insurance, of SECTION IV — a. "Bodily injury" or "property damage" that COMMERCIAL GENERAL LIABILITY occurs; or CONDITIONS: b. "Personal and advertising injury' caused by This insurance is excess over any valid and an offense that is committed; collectible other insurance, whether primary, subsequent to the signing of that contract or excess, contingent or on any other basis, agreement. CG D3 79 02 19 ® 2017 The Travelers Indemnity Company. All rights reserved. Page 5 of 6 Includes copyrighted material of Insurance services Office, Inc. with its permission. POLICY NUMBER: 680-9M52505A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Names of Additional Insured Person(s) or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part, provided that such written contract was signed by you before,and is in effect when, the "bodily injury" or "property damage" occurs or the "personal injury" or "advertising injury" offense is committed. Location of Covered Operations: Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. (Information required to complete this Schedule, if not shown above, will be shown in the Declarations.) A. Section II — Who Is An Insured is amended to in- clude as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for bodily injury", "property damage", 'personal injury" or "advertising injury" caused, in whole or in part, by: 1. Your acts or omissions; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) desig- nated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: CG D3 61 03 05 This insurance does not apply to "bodily injury" or "property damage" occurring, or "personal injury" or "advertising injury" arising out of an offense committed, after: 1. All work, including materials, parts or equip- ment furnished in connection with such work, on the project (other than service, mainte- nance or repairs) to be performed by or on behalf of the additional insured(s) at the loca- tion of the covered operations has been com- pleted; or 2. That portion of "your work" out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontrac- tor engaged in performing operations for a principal as a part of the same project. Copyright 2005 The St. Paul Travelers Companies, Inc. All rights reserved. cc T8 01 07 2 jncludes copyrighted material of Insurance Services Office, Inc. with its permission. DATE OF ISSUE: 05/08/2023 Page 1 of 1 POLICY NUMBER: 680-9M52505A COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Any person or organization that you agree in a written contract to include as an additional insured on this Coverage Part for "bodily injury" or "property damage" included in the products -completed operations hazard, provided that such contract was signed by you before, and is in effect when, the "bodily injury or "property damage" occurs. Location And Description Of Completed Operations Any project to which a written contract with the Additional Insured Person(s) or Organization(s) in the Schedule applies. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section 11 — Who Is An Insured is amended to in- clude as an additional insured the person(s) or or- ganization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "property dam- age" caused, in whole or in part, by "your work" at the CG 20 37 07 04 location designated and described in the schedule of this endorsement performed for that additional in- sured and included in the "products -completed opera- tions hazard". CO Ta 02 07 23 © ISO Properties, Inc., 2004 DATE OF ISSUE: 05/08/2023 Page 1 of 1 Policy # BA9R22897A COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following replaces Paragraph A.5., Transfer of required of you by a written contract executed Rights Of Recovery Against Others To Us, of the prior to any "accident' or 'loss", provided that the CONDITIONS Section: "accident' or 'loss" arises out of the operations 5. Transfer Of Rights Of Recovery Against Oth- contemplated by such contract. The waiver ap- ers To Us plies only to the person or organization desig- We waive any right of recovery we may have nated in such contract. against any person or organization to the extent CA T3 40 02 15 © 2015 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. Policy: BA9R22897A COMMERCIAL AUTO THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. BLANKET ADDITIONAL INSURED This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM The following is added to Paragraph c. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE in the BUSINESS AUTO COVERAGE FORM and Paragraph e. in A.1., Who Is An Insured, of SECTION II — COVERED AUTOS LIABILITY COVERAGE in the MOTOR CARRIER COVERAGE FORM, whichever Coverage Form is part of your policy: This includes any person or organization who you are required under a written contract or agreement between you and that person or organization, that is signed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period, to name as an additional insured for Covered Autos Liability Coverage, but only for damages to which this insurance applies and only to the extent of that person's or organization's liability for the conduct of another "insured". CA T4 37 02 16 @ 2016 The Travelers Indemnity Company. All rights reserved. Page 1 of 1 Includes copyrighted material of Insurance Services Office, Inc. with its permission. THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number: 57WEGGA4610 Endorsement Number: Effective Date:07/09/2023 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: Holt Architects, Inc. 36951 Cook Street, Bldg. L - Suite: 103 Palm Desert, CA 92211 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. SCHEDULE Person or Organization Job Description Any person or organization from whom you are required by written contract or agreement to obtain this waiver of rights from us lltodoo44 Countersigned by Authorized Representative Form WC 04 03 06 (1) Printed in U.S.A. Policy Expiration Date: 07/09/2024