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A8584 - KOA CORPORATION
CONTRACT ABSTRACT Amendment No. 1; Insurance Contract Company Name: Company Contact: Summary of Services: Contract Price: Funding Source: Contract Term: KOA Corporation Kevin Higgins, Senior Construction Manager CP 15-32, HSIP Cycle 7 Traffic Signal Modifications $384,433.15 (including this A#1 for $24,500) Capital and Measure A Funds Five (5) years Contract Administration Lead Department: Contract Administrator: Engineering Services Joel Montalvo/Francisco Jaime/Alberto Gradilla Contract Approvals Council Approval Date: Amendment No. 1: Agreement Number: July 23, 2020, Item 1.H.4. TBD A8584 Contract Compliance Exhibits: Signatures: Insurance: Bonds: Attached Attached Attached N/A Contract prepared by: Engineering Services Submitted on: 07/10/2024 By: Vonda Teed Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Page 1 of 3 Revised: 10.31.23 AMENDMENT NO. 1 TO PROFESSIONAL SERVICES AGREEMENT A8584 BETWEEN THE CITY OF PALM SPRINGS AND KOA CORPORATION 1. PARTIES AND DATE. This Amendment No. 1 to Professional Services Agreement A8584 is made and entered into as of this 10th day of July, 2024, by and between the City of Palm Springs (“City”) and KOA Corporation with its principal place of business at 1100 Corporate Center Dr., Suite 201, Monterey Park, CA 91754 (“Consultant”). City and Consultant are sometimes individually referred to as “Party” and collectively as “Parties.” 2. RECITALS. 2.1 Agreement. The City and Consultant have entered into an agreement entitled “Professional Services Agreement HSIP Cycle 7 Traffic Signal Improvements Federal-Aid Project No. HSIPL-5282(046); City Project No. 15-32” dated August 13, 2020 (“Agreement” or “Contract”) for the purpose of retaining the services of Consultant to provide turn-key comprehensive construction management services. 2.2 Amendment. The City and Consultant desire to amend the Agreement to provide additional construction management services. 2.8 Amendment Authority. This Amendment No. 1 is authorized pursuant to Section 2.3 Changes in Scope of the Agreement. 3. TERMS. 3.1 Scope of Services Section 1.1 of the Agreement is hereby amended to read as follows: The additional services identified in the Consultant’s letter dated April 23, 2024, included herewith as Attachment 1, are hereby incorporated into Exhibit “A” of the Agreement. 3.2 Maximum Contract Amount Section 2.1 of the Agreement is hereby amended to read as follows: The total amount of compensation is increased by $24,500.00 for a new total not to exceed amount of $384,433.15 ("Maximum Contract Amount"). 3.3 Continuing Effect of Agreement. Except as amended by this Amendment No. 1, all other provisions of the Agreement remain in full force and effect and shall govern the actions of the parties under this Amendment No. 1. From and after the date of this Amendment No. 1, whenever the term “Agreement” or “Contract” appears in the Agreement, it shall mean the Agreement as amended by this Amendment No. 1. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Page 2 of 3 Revised: 10.31.23 3.4 Adequate Consideration. The Parties hereto irrevocably stipulate and agree that they have each received adequate and independent consideration for the performance of the obligations they have undertaken pursuant to this Amendment No. 1. 3.5 Severability. If any portion of this Amendment No. 1 is declared invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect. 3.6 Counterparts. This Amendment No. 1 may be executed in duplicate originals, each of which is deemed to be an original, but when taken together shall constitute but one and the same instrument. [SIGNATURES ON FOLLOWING PAGE] Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Page 3 of 3 Revised: 10.31.23 SIGNATURE PAGE TO AMENDMENT NO. 1 BY AND BETWEEN THE CITY OF PALM SPRINGS AND KOA CORPORATION IN WITNESS WHEREOF, the Parties have executed this Amendment as of the dates stated below. CONTRACTOR: By: _______________________________________ By: _________________________________________ Signature Signature (2nd signature required for Corporations) Date: Date: CITY OF PALM SPRINGS: APPROVED AS TO FORM: ATTEST: By: ___________________________ By: _______________________________ City Attorney City Clerk APPROVED: By: _______________________________ Date: City Manager – over $50,000 Deputy/Assistant City Manager – up to $50,000 Director – up to $25,000 Manager – up to $5,000 Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 7/17/2024 7/18/2024 7/18/2024 1100 Corporate Center Dr., Suite 201, Monterey Park, CA 91754 T: 323.260.4703 | F: 323.260.4705 | www.koacorp.com MONTEREY PARK ORANGE ONTARIO SAN DIEGO CULVER CITY KOA Corporation (“KOA”) appreciates the opportunity to submit this Change Order Request to the City of Palm Springs for additional funds for the Construction Management and Inspection Services for the HSIP Cycle 7 Traffic Signal and ADA Improvement Project, City Project No. 15-32, Federal Project HSIPL-5282(046). KOA is requesting additional funds for extended time for project final acceptance and close-out due to the lengthy delays caused by design errors and revisions and materials delays that caused the project to "pause construction" two times for extended months. We have included an additional hour allowance for below for Final Acceptance and Post-Construction Close-out activities as needed as well as current hours worked over original budget and not yet billed. Construction Management - 80 hours @ $168.76 = $13,500.80 Office Administration and Support - 30 Hours @ $155.36 = $ 4,661.40 Additional Sub-Consultant Work Project Close-out $ 6,337.80 TOTAL = 24,500.00 Giuseppe Canzonieri, P.E. Principal Director of Engineering TO Francisco J. Jamie, PE Principal Civil Engineer Public Works Department Engineering Division City of Palm Springs 3200 E. Tahquitz Canyon Palm Springs, CA 90631 760.323.8253 FROM Mr. Giuseppe Canzonieri, PE Principal Director of Engineering 1100 Corporate Center Drive Suite 201 Monterey Park, CA 91754 T: 323.839.3155 C: 323.365.2354 PROJECT Kevin Higgins is the Management Contact for this contract. The contract is managed through the Ontario Office at 3190 C Shelby Street, Ontario, CA 91764 Phone: 310.701.9475; Email: Kevin.higgins@hwlochner.com . Thank you for this opportunity to again offer our extended services to the City of Palm Springs. Should you have any questions, please contact Kevin Higgins at 310.701.9475. Sincerely, KOA Corporation HSIP Cycle 7 Traffic Signal and ADA Improvement Project, City Project No. 15-32, Federal Project HSIPL-5282(046). DATE April 23, 2024 JC06023 Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Holder Identifier : Certificate No :570099385191CERTIFICATE OF LIABILITY INSURANCE DATE(MM/DD/YYYY) 05/11/202 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). 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. PRODUCER $RQ5LVN6HUYLFHV1RUWKHDVW,QF 1HZ<RUN1<2IILFH 2QH/LEHUW\3OD]D %URDGZD\6XLWH 1HZ<RUN1<86$ PHONE (A/C. No. Ext): E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURED %HD]OH\,QVXUDQFH&RPSDQ\,QFINSURER A: $PHULFDQ&DVXDOW\&RRI5HDGLQJ3$INSURER B: 7KH&RQWLQHQWDO,QVXUDQFH&RPSDQ\INSURER C: 1DWLRQDO)LUH,QV&RRI+DUWIRUGINSURER D: INSURER E: INSURER F: FAX (A/C. No.): CONTACT NAME: .2$&RUSRUDWLRQ &RUSRUDWH&HQWHU'ULYH 6XLWH 0RQWHUH\3DUN&$ 86$ COVERAGES CERTIFICATE NUMBER:570099385191 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.Limits shown are as requested POLICY EXP (MM/DD/YYYY) POLICY EFF (MM/DD/YYYY) SUBR WVD INSR LTR ADDL INSD POLICY NUMBER TYPE OF INSURANCE LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE OCCUR POLICY LOC EACH OCCURRENCE DAMAGE TO RENTED PREMISES (Ea occurrence) MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG X X X GEN'L AGGREGATE LIMIT APPLIES PER: C $ PRO- JECT OTHER: AUTOMOBILE LIABILITY ANY AUTO OWNED AUTOS ONLY SCHEDULED AUTOS HIRED AUTOS ONLY NON-OWNED AUTOS ONLY BODILY INJURY ( Per person) PROPERTY DAMAGE (Per accident) X BODILY INJURY (Per accident) D COMBINED SINGLE LIMIT (Ea accident) EXCESS LIAB X OCCUR CLAIMS-MADE AGGREGATE EACH OCCURRENCE DED UMBRELLA LIABC RETENTIONX X E.L. DISEASE-EA EMPLOYEE E.L. DISEASE-POLICY LIMIT E.L. EACH ACCIDENT X OTH- ER PER STATUTEB $26 C Y / N (Mandatory in NH) ANY PROPRIETOR / PARTNER / EXECUTIVE OFFICER/MEMBER EXCLUDED?N / AN &$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below 3URI/LPLW9$($ 3ROO/LPLW 6,5 (QYLURQPHQWDO&RQWUDFWRU 3ROO3URI>( 2@ A DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) 3URMHFW1XPEHU1DPH 0&&LW\3URMHFW7UDIILF6LJQDODQG$'$,PSURYHPHQWV3URMHFW)HGHUDO$LG3URMHFW1R +6,3/ &LW\RI3DOP6SULQJVDQGLWVRIILFHUVFRXQFLOPHPEHUVRIILFLDOVHPSOR\HHVDJHQWVDQGYROXQWHHUVDUH QDPHGDV$GGLWLRQDO,QVXUHGRQ*HQHUDODQG$XWR/LDELOLW\SHUSROLF\IRUPVZLWKUHVSHFWWRWKHRSHUDWLRQVRIWKH1DPHG ,QVXUHGDVUHTXLUHGE\ZULWWHQFRQWUDFWRUDJUHHPHQW*HQHUDO/LDELOLW\LV3ULPDU\1RQ&RQWULEXWRU\SHUSROLF\IRUPZRUGLQJ ,QVXUDQFHFRYHUDJHLQFOXGHVZDLYHURIVXEURJDWLRQSHUDWWDFKHG CANCELLATIONCERTIFICATE HOLDER AUTHORIZED REPRESENTATIVE&LW\RI3DOP6SULQJV $WWQ &LW\0DQDJHU (7DKTXLW]&DQ\RQ:D\ 3DOP6SULQJV&$ 86$ ACORD 25 (2016/03) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 AGENCY CUSTOMER ID: ADDITIONAL REMARKS SCHEDULE LOC #: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER:ACORD 25 FORM TITLE:Certificate of Liability Insurance EFFECTIVE DATE: CARRIER NAIC CODE POLICY NUMBER NAMED INSUREDAGENCY 6HH&HUWLILFDWH1XPEHU 6HH&HUWLILFDWH1XPEHU $RQ5LVN6HUYLFHV1RUWKHDVW,QF ADDITIONAL POLICIES If a policy below does not include limit information, refer to the corresponding policy on the ACORD certificate form for policy limits. INSURER INSURER INSURER INSURER INSURER(S) AFFORDING COVERAGE 3DJHBRIB NAIC # .2$&RUSRUDWLRQ TYPE OF INSURANCE POLICY NUMBER LIMITS 27+(5 $(QYLURQPHQWDO&RQWUDFWRU 3ROO3URI>( 2@ 9$($6,5 ADDL INSD INSR LTR SUBR WVD POLICY EFFECTIVE DATE (MM/DD/YYYY) POLICY EXPIRATION DATE (MM/DD/YYYY) ACORD 101 (2008/01)© 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART It is understood and agreed as follows: I.WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by your acts or omissions,or the acts or omissions of those acting on your behalf: A.in the performance of your ongoing operations subject to such written contract;or B.in the performance of your work subject to such written contract,but only with respect to bodily injury or property damage included in the products-completed operations hazard,and only if: 1.the written contract requires you to provide the additional insured such coverage;and 2.this coverage part provides such coverage. II.But if the written contract requires: A.additional insured coverage under the 11-85 edition,10-93 edition,or 10-01 edition of CG2010,or under the 10- 01 edition of CG2037;or B.additional insured coverage with "arising out of"language;or C.additional insured coverage to the greatest extent permissible by law; then paragraph I.above is deleted in its entirety and replaced by the following: WHO IS AN INSURED is amended to include as an Insured any person or organization whom you are required by written contract to add as an additional insured on this coverage part,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of your work that is subject to such written contract. III.Subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: A.coverage broader than required by the written contract;or B.a higher limit of insurance than required by the written contract. IV.The insurance granted by this endorsement to the additional insured does not apply to bodily injury,property damage,or personal and advertising injury arising out of: A.the rendering of,or the failure to render,any professional architectural,engineering,or surveying services, including: 1.the preparing,approving,or failing to prepare or approve maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;and 2.supervisory,inspection,architectural or engineering activities;or B.any premises or work for which the additional insured is specifically listed as an additional insured on another endorsement attached to this coverage part. V.Under COMMERCIAL GENERAL LIABILITY CONDITIONS,the Condition entitled Other Insurance is amended to add the following,which supersedes any provision to the contrary in this Condition or elsewhere in this coverage part: 7018734441CNA75079XX(10-16)Policy No: 20Page1of2EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412377Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Blanket Additional Insured -Owners,Lessees or Contractors -with Products-Completed Operations Coverage Endorsement Primary and Noncontributory Insurance With respect to other insurance available to the additional insured under which the additional insured is a named insured,this insurance is primary to and will not seek contribution from such other insurance,provided that a written contract requires the insurance provided by this policy to be: 1.primary and non-contributing with other insurance available to the additional insured;or 2.primary and to not seek contribution from any other insurance available to the additional insured. But except as specified above,this insurance will be excess of all other insurance available to the additional insured. VI.Solely with respect to the insurance granted by this endorsement,the section entitled COMMERCIAL GENERAL LIABILITY CONDITIONS is amended as follows: The Condition entitled Duties In The Event of Occurrence,Offense,Claim or Suit is amended with the addition of the following: Any additional insured pursuant to this endorsement will as soon as practicable: 1.give the Insurer written notice of any claim,or any occurrence or offense which may result in a claim; 2.send the Insurer copies of all legal papers received,and otherwise cooperate with the Insurer in the investigation, defense,or settlement of the claim;and 3.make available any other insurance,and tender the defense and indemnity of any claim to any other insurer or self-insurer,whose policy or program applies to a loss that the Insurer covers under this coverage part.However, if the written contract requires this insurance to be primary and non-contributory,this paragraph 3.does not apply to insurance on which the additional insured is a named insured. The Insurer has no duty to defend or indemnify an additional insured under this endorsement until the Insurer receives written notice of a claim from the additional insured. VII.Solely with respect to the insurance granted by this endorsement,the section entitled DEFINITIONS is amended to add the following definition: Written contract means a written contract or written agreement that requires you to make a person or organization an additional insured on this coverage part,provided the contract or agreement: A.is currently in effect or becomes effective during the term of this policy;and B.was executed prior to: 1.the bodily injury or property damage;or 2.the offense that caused the personal and advertising injury; for which the additional insured seeks coverage. Any coverage granted by this endorsement shall apply solely to the extent permissible by law. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 7018734441CNA75079XX(10-16)Policy No: 20Page2of2EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement It is understood and agreed that this endorsement amends the COMMERCIAL GENERAL LIABILITY COVERAGE PART as follows. If any other endorsement attached to this policy amends any provision also amended by this endorsement, then that other endorsement controls with respect to such provision,and the changes made by this endorsement with respect to such provision do not apply. TABLE OF CONTENTS 1.Additional Insureds 2.Additional Insured -Primary And Non-Contributory To Additional Insured's Insurance 3.Additional Insured –Extended Coverage 4.Boats 5.Bodily Injury –Expanded Definition 6.Broad Knowledge of Occurrence/Notice of Occurrence 7.Broad Named Insured 8.Contractual Liability –Railroads 9.Estates,Legal Representatives and Spouses 10.Expected Or Intended Injury –Exception for Reasonable Force 11.General Aggregate Limits of Insurance –Per Location 12.In Rem Actions 13.Incidental Health Care Malpractice Coverage 14.Joint Ventures/Partnership/Limited Liability Companies 15.Legal Liability –Damage To Premises 16.Liquor Liability 17.Medical Payments 18.Non-owned Aircraft Coverage 19.Non-owned Watercraft 20.Personal And Advertising Injury –Discrimination or Humiliation 21.Personal And Advertising Injury -Contractual Liability 22.Property Damage –Elevators 23.Retired Partners,Members,Directors And Employees 24.Supplementary Payments 25.Unintentional Failure To Disclose Hazards 26.Waiver of Subrogation –Blanket 27.Wrap-Up Extension:OCIP,CCIP or Consolidated (Wrap-Up)Insurance Programs 7018734441CNA74858XX(1-15)Policy No: 11Page1of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412360Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 1.ADDITIONAL INSUREDS a.WHO IS AN INSURED is amended to include as an Insured any person or organization described in paragraphs A.through I.below whom a Named Insured is required to add as an additional insured on this Coverage Part under a written contract or written agreement,provided such contract or agreement: (1)is currently in effect or becomes effective during the term of this Coverage Part;and (2)was executed prior to: (a)the bodily injury or property damage;or (b)the offense that caused the personal and advertising injury, for which such additional insured seeks coverage. b.However,subject always to the terms and conditions of this policy,including the limits of insurance,the Insurer will not provide such additional insured with: (1)a higher limit of insurance than required by such contract or agreement;or (2)coverage broader than required by such contract or agreement,and in no event broader than that described by the applicable paragraph A.through I.below. Any coverage granted by this endorsement shall apply only to the extent permissible by law. A.Controlling Interest Any person or organization with a controlling interest in a Named Insured,but only with respect to such person or organization's liability for bodily injury,property damage or personal and advertising injury arising out of: 1.such person or organization's financial control of a Named Insured;or 2.premises such person or organization owns,maintains or controls while a Named Insured leases or occupies such premises; provided that the coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. B.Co-owner of Insured Premises A co-owner of a premises co-owned by a Named Insured and covered under this insurance but only with respect to such co-owner's liability for bodily injury,property damage or personal and advertising injury as co-owner of such premises. C.Engineers,Architects or Surveyors Engaged By You An architect,engineer or surveyor engaged by the Named Insured,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused in whole or in part by the Named Insured's acts or omissions,or the acts or omissions of those acting on the Named Insured's behalf: a.in connection with the Named Insured's premises;or b.in the performance of the Named Insured's ongoing operations. But the coverage hereby granted to such additional insureds does not apply to bodily injury,property damage or personal and advertising injury arising out of the rendering of or failure to render any professional services by,on behalf of,or for the Named Insured,including but not limited to: 7018734441CNA74858XX(1-15)Policy No: 11Page2of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 1.the preparing,approving,or failing to prepare or approve,maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;or 2.supervisory,inspection,architectural or engineering activities. D.Lessor of Equipment Any person or organization from whom a Named Insured leases equipment,but only with respect to liability for bodily injury,property damage or personal and advertising injury caused,in whole or in part,by the Named Insured's maintenance,operation or use of such equipment,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease. E.Lessor of Land Any person or organization from whom a Named Insured leases land but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such land,provided that the occurrence giving rise to such bodily injury,property damage or the offense giving rise to such personal and advertising injury takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. F.Lessor of Premises An owner or lessor of premises leased to the Named Insured,or such owner or lessor's real estate manager,but only with respect to liability for bodily injury,property damage or personal and advertising injury arising out of the ownership,maintenance or use of such part of the premises leased to the Named Insured,and provided that the occurrence giving rise to such bodily injury or property damage,or the offense giving rise to such personal and advertising injury,takes place prior to the termination of such lease.The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. G.Mortgagee,Assignee or Receiver A mortgagee,assignee or receiver of premises but only with respect to such mortgagee,assignee or receiver's liability for bodily injury,property damage or personal and advertising injury arising out of the Named Insured's ownership,maintenance,or use of a premises by a Named Insured. The coverage granted by this paragraph does not apply to structural alterations,new construction or demolition operations performed by,on behalf of,or for such additional insured. H.State or Governmental Agency or Subdivision or Political Subdivisions –Permits A state or governmental agency or subdivision or political subdivision that has issued a permit or authorization but only with respect to such state or governmental agency or subdivision or political subdivision's liability for bodily injury,property damage or personal and advertising injury arising out of: 1.the following hazards in connection with premises a Named Insured owns,rents,or controls and to which this insurance applies: a.the existence,maintenance,repair,construction,erection,or removal of advertising signs,awnings, canopies,cellar entrances,coal holes,driveways,manholes,marquees,hoistaway openings,sidewalk vaults,street banners,or decorations and similar exposures;or b.the construction,erection,or removal of elevators;or c.the ownership,maintenance or use of any elevators covered by this insurance;or 7018734441CNA74858XX(1-15)Policy No: 11Page3of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412361Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a.Bodily injury,property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision;or b.Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement,the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I.Trade Show Event Lessor 1.With respect to a Named Insured's participation in a trade show event as an exhibitor,presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured,but only with respect to such person or organization's liability for bodily injury,property damage or personal and advertising injury caused by: a.the Named Insured's acts or omissions;or b.the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2.ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance,then this insurance is primary,and the Insurer will not seek contribution from that other insurance.For the purpose of this Provision 2.,the additional insured's own insurance means insurance on which the additional insured is a named insured.Otherwise,and notwithstanding anything to the contrary elsewhere in this Condition,the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.ADDITIONAL INSURED –EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part,WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a.An individual,then his or her spouse is an Insured; b.A partnership or joint venture,then its partners,members and their spouses are Insureds; c.A limited liability company,then its members and managers are Insureds;or d.An organization other than a partnership,joint venture or limited liability company,then its executive officers, directors and shareholders are Insureds; 7018734441CNA74858XX(1-15)Policy No: 11Page4of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement but only with respect to locations and operations covered by the additional insured endorsement's provisions,and only with respect to their respective roles within their organizations. Please see the ESTATES,LEGAL REPRESENTATIVES,AND SPOUSES provision of this endorsement for additional coverage and restrictions applicable to spouses of natural person Insureds. 4.BOATS Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to add the following additional exception to the exclusion entitled Aircraft,Auto or Watercraft: This exclusion does not apply to: Any watercraft owned by the Named Insured that is less than 30 feet long while being used in the course of the Named Insured's inspection or surveying work. 5.BODILY INJURY –EXPANDED DEFINITION Under DEFINITIONS,the definition of bodily injury is deleted and replaced by the following: Bodily injury means physical injury,sickness or disease sustained by a person,including death,humiliation,shock, mental anguish or mental injury sustained by that person at any time which results as a consequence of the physical injury,sickness or disease. 6.BROAD KNOWLEDGE OF OCCURRENCE/NOTICE OF OCCURRENCE Under CONDITIONS,the condition entitled Duties in The Event of Occurrence,Offense,Claim or Suit is amended to add the following provisions: A.BROAD KNOWLEDGE OF OCCURRENCE The Named Insured must give the Insurer or the Insurer's authorized representative notice of an occurrence, offense or claim only when the occurrence,offense or claim is known to a natural person Named Insured,to a partner,executive officer,manager or member of a Named Insured,or to an employee designated by any of the above to give such notice. B.NOTICE OF OCCURRENCE The Named Insured's rights under this Coverage Part will not be prejudiced if the Named Insured fails to give the Insurer notice of an occurrence,offense or claim and that failure is solely due to the Named Insured's reasonable belief that the bodily injury or property damage is not covered under this Coverage Part.However, the Named Insured shall give written notice of such occurrence,offense or claim to the Insurer as soon as the Named Insured is aware that this insurance may apply to such occurrence,offense or claim. 7.BROAD NAMED INSURED WHO IS AN INSURED is amended to delete its Paragraph 3.in its entirety and replace it with the following: 3.Pursuant to the limitations described in Paragraph 4.below,any organization in which a Named Insured has management control: a.on the effective date of this Coverage Part;or b.by reason of a Named Insured creating or acquiring the organization during the policy period, qualifies as a Named Insured,provided that there is no other similar liability insurance,whether primary, contributory,excess,contingent or otherwise,which provides coverage to such organization,or which would have 7018734441CNA74858XX(1-15)Policy No: 11Page5of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412362Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement provided coverage but for the exhaustion of its limit,and without regard to whether its coverage is broader or narrower than that provided by this insurance. But this BROAD NAMED INSURED provision does not apply to: (a)any partnership,limited liability company or joint venture;or (b)any organization for which coverage is excluded by another endorsement attached to this Coverage Part. For the purpose of this provision,management control means: A.owning interests representing more than 50%of the voting,appointment or designation power for the selection of a majority of the Board of Directors of a corporation;or B.having the right,pursuant to a written trust agreement,to protect,control the use of,encumber or transfer or sell property held by a trust. 4.With respect to organizations which qualify as Named Insureds by virtue of Paragraph 3.above,this insurance does not apply to: a.bodily injury or property damage that first occurred prior to the date of management control,or that first occurs after management control ceases;nor b.personal or advertising injury caused by an offense that first occurred prior to the date of management control or that first occurs after management control ceases. 5.The insurance provided by this Coverage Part applies to Named Insureds when trading under their own names or under such other trading names or doing-business-as names (dba)as any Named Insured should choose to employ. 8.CONTRACTUAL LIABILITY –RAILROADS With respect to operations performed within 50 feet of railroad property,the definition of insured contract is replaced by the following: Insured Contract means: a.A contract for a lease of premises.However,that portion of the contract for a lease of premises that indemnifies any person or organization for damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured you with permission of the owner is not an insured contract; b.A sidetrack agreement; c.Any easement or license agreement; d.An obligation,as required by ordinance,to indemnify a municipality,except in connection with work for a municipality; e.An elevator maintenance agreement; f.That part of any other contract or agreement pertaining to the Named Insured's business (including an indemnification of a municipality in connection with work performed for a municipality)under which the Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization.Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f.does not include that part of any contract or agreement: 7018734441CNA74858XX(1-15)Policy No: 11Page6of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement (1)That indemnifies an architect,engineer or surveyor for injury or damage arising out of: (a)Preparing,approving or failing to prepare or approve maps,shop drawings,opinions,reports,surveys, field orders,change orders or drawings and specifications;or (b)Giving directions or instructions,or failing to give them,if that is the primary cause of the injury or damage; (2)Under which the Insured,ifan architect,engineer or surveyor,assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services,including those listed in (1) above and supervisory,inspection,architectural or engineering activities. 9.ESTATES,LEGAL REPRESENTATIVES,AND SPOUSES The estates,executors,heirs,legal representatives,administrators,trustees,beneficiaries and spouses of any natural person Insured or living trust shall also be insured under this policy;provided,however,coverage is afforded to such estates,executors,heirs,legal representatives,administrators,trustees,beneficiaries and spouses only for claims arising solely out of their capacity or status as such and,in the case of a spouse,where such claim seeks damages from marital community property,jointly held property or property transferred from such natural person Insured to such spouse.No coverage is provided for any act,error or omission of an estate,heir,legal representative,or spouse outside the scope of such person's capacity or status as such,provided,however,that the spouse of a natural person Named Insured,and the spouses of members or partners of joint venture or partnership Named Insureds are Insureds with respect to such spouses'acts,errors or omissions in the conduct of the Named Insured's business. 10.EXPECTED OR INTENDED INJURY –EXCEPTION FOR REASONABLE FORCE Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Expected or Intended Injury and replace it with the following: This insurance does not apply to: Expected or Intended Injury Bodily injury or property damage expected or intended from the standpoint of the Insured.This exclusion does not apply to bodily injury or property damage resulting from the use of reasonable force to protect persons or property. 11.GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION A.A separate Location General Aggregate Limit,equal to the amount of the General Aggregate Limit, is the most the Insurer will pay for the sum of: 1.All damages under Coverage A,except damages because of bodily injury or property damage included in the products-completed operations hazard;and 2.All medical expenses under Coverage C, that arise from occurrences or accidents which can be attributed solely to ongoing operations at that location. Such payments shall not reduce the General Aggregate Limit shown in the Declarations,nor the Location General Aggregate Limit of any other location. B.All: 1.Damages under Coverage B,regardless of the number of locations involved; 7018734441CNA74858XX(1-15)Policy No: 11Page7of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412363Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 2.Damages under Coverage A,caused by occurrences which cannot be attributed solely to ongoing operations at a single location,except damages because of bodily injury or property damage included in the products-completed operations hazard;and 3.Medical expenses under Coverage C caused by accidents which cannot be attributed solely to ongoing operations at a single location, will reduce the General Aggregate Limit shown in the Declarations. C.For the purpose of this GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION Provision, "location"means: 1.a premises the Named Insured owns or rents;or 2.a premises not owned or rented by any Named Insured at which the Named Insured is performing operations pursuant to a contract or written agreement.If operations at such a location have been discontinued and then restarted,or if the authorized parties deviate from plans,blueprints,designs, specifications or timetables,the location will still be deemed to be the same location. For the purpose of determining the applicable aggregate limit of insurance,premises involving the same or connecting lots,or premises whose connection is interrupted only by a street,roadway,waterway or right-of-way of a railroad shall be considered a single location. D.The limits shown in the Declarations for Each Occurrence,for Damage To Premises Rented To You and for Medical Expense continue to apply,but will be subject to either the Location General Aggregate Limit or the General Aggregate Limit,depending on whether the occurrence can be attributed solely to ongoing operations at a particular location. E.When coverage for liability arising out of the products-completed operations hazard is provided,any payments for damages because of bodily injury or property damage included in the products-completed operations hazard,regardless of the number of locations involved,will reduce the Products-Completed Operations Aggregate Limit shown in the Declarations. F.The provisions of LIMITS OF INSURANCE not otherwise modified by this GENERAL AGGREGATE LIMITS OF INSURANCE -PER LOCATION Provision shall continue to apply as stipulated. 12.IN REM ACTIONS A quasi in rem action against any vessel owned or operated by or for the Named Insured,or chartered by or for the Named Insured, will be treated in the same manner as though the action were in personam against the Named Insured. 13.INCIDENTAL HEALTH CARE MALPRACTICE COVERAGE Solely with respect to bodily injury that arises out of a health care incident: A.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the Insuring Agreement is amended to replace Paragraphs 1.b.(1)and 1.b.(2)with the following: b.This insurance applies to bodily injury provided that the professional health care services are incidental to the Named Insured's primary business purpose,and only if: (1)such bodily injury is caused by an occurrence that takes place in the coverage territory. (2)the bodily injury first occurs during the policy period.Allbodily injury arising from an occurrence will be deemed to have occurred at the time of the first act,error,or omission that is part of the occurrence; and 7018734441CNA74858XX(1-15)Policy No: 11Page8of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement B.Under COVERAGES,Coverage A –Bodily Injury And Property Damage Liability,the paragraph entitled Exclusions is amended to: i.add the following to the Employers Liability exclusion: This exclusion applies only if the bodily injury arising from a health care incident is covered by other liability insurance available to the Insured (or which would have been available but for exhaustion of its limits). ii.delete the exclusion entitled Contractual Liability and replace it with the following: This insurance does not apply to: Contractual Liability the Insured's actual or alleged liability under any oral or written contract or agreement,including but not limited to express warranties or guarantees. iii.to add the following additional exclusions: This insurance does not apply to: Discrimination any actual or alleged discrimination,humiliation or harassment,including but not be limited to claims based on an individual's race,creed,color,age,gender,national origin, religion, disability,marital status or sexual orientation. Dishonesty or Crime Any actual or alleged dishonest,criminal or malicious act,error or omission. Medicare/Medicaid Fraud any actual or alleged violation of law with respect to Medicare,Medicaid,Tricare or any similar federal,state or local governmental program. Services Excluded by Endorsement Any health care incident for which coverage is excluded by endorsement. C.DEFINITIONS is amended to: i.add the following definitions: Health care incident means an act,error or omission by the Named Insured's employees or volunteer workers in the rendering of: a.professional health care services on behalf of the Named Insured or b.Good Samaritan services rendered in an emergency and for which no payment is demanded or received. Professional health care services means any health care services or the related furnishing of food, beverages,medical supplies or appliances by the following providers in their capacity as such but solely to the extent they are duly licensed as required: a.Physician; 7018734441CNA74858XX(1-15)Policy No: 11Page9of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412364Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement b.Nurse; c.Nurse practitioner; d.Emergency medical technician; e.Paramedic; f.Dentist; g.Physical therapist; h.Psychologist; i.Speech therapist; j.Other allied health professional;or Professional health care services does not include any services rendered in connection with human clinical trials or product testing. ii.delete the definition of occurrence and replace it with the following: Occurrence means a health care incident.Allacts,errors or omissions that are logically connected by any common fact,circumstance,situation,transaction,event,advice or decision will be considered to constitute a single occurrence; iii.amend the definition of Insured to: a.add the following: the Named Insured's employees are Insureds with respect to: (1)bodily injury to a co-employee while in the course of the co-employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business;and (2)bodily injury to a volunteer worker while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. the Named Insured's volunteer workers are Insureds with respect to: (1)bodily injury to a co-volunteer worker while performing duties related to the conduct of the Named Insured's business;and (2)bodily injury to an employee while in the course of the employee's employment by the Named Insured or while performing duties related to the conduct of the Named Insured's business; when such bodily injury arises out of a health care incident. b.delete Subparagraphs (a),(b),(c)and (d)of Paragraph 2.a.(1)of WHO IS AN INSURED. D.The Other Insurance condition is amended to delete Paragraph b.(1)in its entirety and replace it with the following: Other Insurance 7018734441CNA74858XX(1-15)Policy No: 11Page10 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement b.Excess Insurance (1)To the extent this insurance applies,it is excess over any other insurance,self insurance or risk transfer instrument,whether primary,excess,contingent or on any other basis,except for insurance purchased specifically by the Named Insured to be excess of this coverage. 14.JOINT VENTURES /PARTNERSHIP /LIMITED LIABILITY COMPANIES A.Past Joint Ventures,Partnerships,Limited Liability Companies The following is added to WHO IS AN INSURED: If the Named Insured was a joint venturer,partner,or member of a limited liability company and such joint venture,partnership or limited liability company terminated prior to or during the policy period,such Named Insured is an Insured with respect to its interest in such joint venture,partnership or limited liability company but only to the extent that: a.any offense giving rise to personal and advertising injury occurred prior to such termination date, and the personal and advertising injury arising out of such offense,first occurred after such termination date; b.the bodily injury or property damage first occurred after such termination date; and c.there is no other valid and collectible insurance purchased specifically to insure the partnership,joint venture or limited liability company. If the joint venture,partnership or limited liability company is or was insured under a consolidated (wrap-up) insurance program,then such insurance will always be considered valid and collectible for the purpose of paragraph c.above.But this provision will not serve to exclude bodily injury,property damage or personal and advertising injury that would otherwise be covered under the Architects,Engineers And Surveyors General Liability Extension Endorsement provision entitled WRAP-UP EXTENSION:OCIP,CCIP,OR CONSOLIDATED (WRAP-UP)INSURANCE PROGRAMS.Please see that provision for the definition of consolidated (wrap-up)insurance program. B.Participation In Current Professional Joint Ventures The following is added to WHO IS AN INSURED: The Named Insured is also an Insured for participation in a current joint venture that is not named on the Declarations,but only if such joint venture meets all of the following criteria: a.Each and every one of the Named Insured's co-venturers are architectural,engineering or surveying firms only;and b.There is no other valid and collectible insurance purchased specifically to insure the joint venture. However,the Named Insured is an Insured only for the conduct of such Named Insured's business within such a joint venture.The Named Insured is not insured for liability arising out of the acts or omissions of other co- venturers,nor of their partners,members or employees. C.WHO IS AN INSURED is amended to delete its last paragraph and replace it with the following: Except as provided under this Architects,Engineers And Surveyors General Liability Extension Endorsement or by the attachment of another endorsement (if any),no person or organization is an Insured with respect to the conduct of any current or past partnership,joint venture or limited liability company that is not shown as a Named Insured in the Declarations. 7018734441CNA74858XX(1-15)Policy No: 11Page11 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412365Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 15.LEGAL LIABILITY –DAMAGE TO PREMISES /ALIENATED PREMISES /PROPERTY IN THE NAMED INSURED'S CARE,CUSTODY OR CONTROL A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete exclusion j.Damage to Property in its entirety and replace it with the following: This insurance does not apply to: j.Damage to Property Property damage to: (1)Property the Named Insured owns,rents,or occupies,including any costs or expenses incurred by you, or any other person,organization or entity,for repair,replacement,enhancement,restoration or maintenance of such property for any reason,including prevention of injury to a person or damage to another's property; (2)Premises the Named Insured sells,gives away or abandons,if the property damage arises out of any part of those premises; (3)Property loaned to the Named Insured; (4)Personal property in the care,custody or control of the Insured; (5)That particular part of real property on which the Named Insured or any contractors or subcontractors working directly or indirectly on the Named Insured's behalf are performing operations,if the property damage arises out of those operations;or (6)That particular part of any property that must be restored,repaired or replaced because your work was incorrectly performed on it. Paragraphs (1),(3)and (4)of this exclusion do not apply to property damage (other than damage by fire)to premises rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner,nor to the contents of premises rented to the Named Insured for a period of 7 or fewer consecutive days.A separate limit of insurance applies to Damage To Premises Rented To You as described in LIMITS OF INSURANCE. Paragraph (2)of this exclusion does not apply if the premises are your work. Paragraphs (3),(4),(5)and (6)of this exclusion do not apply to liability assumed under a sidetrack agreement. Paragraph (6)of this exclusion does not apply to property damage included in the products-completed operations hazard. Paragraphs (3)and (4)of this exclusion do not apply to property damage to: i.tools,or equipment the Named Insured borrows from others,nor ii.other personal property of others in the Named Insured's care,custody or control while being used in the Named Insured's operations away from any Named Insured's premises. However,the coverage granted by this exception to Paragraphs (3)and (4)does not apply to: a.property at a job site awaiting or during such property's installation,fabrication,or erection; b.property that is mobile equipment leased by an Insured; 7018734441CNA74858XX(1-15)Policy No: 11Page12 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement c.property that is an auto, aircraft or watercraft; d.property in transit;or e.any portion of property damage for which the Insured has available other valid and collectible insurance,or would have such insurance but for exhaustion of its limits,or but for application of one of its exclusions. A separate limit of insurance and deductible apply to such property of others.See LIMITS OF INSURANCE as amended below. B.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete its last paragraph and replace it with the following: Exclusions c.through n.do not apply to damage by fire to premises while rented to a Named Insured or temporarily occupied by a Named Insured with permission of the owner,nor to damage to the contents of premises rented to a Named Insured for a period of 7 or fewer consecutive days. A separate limit of insurance applies to this coverage as described in LIMITS OF INSURANCE. C.The following paragraph is added to LIMITS OF INSURANCE: Subject to 5.above,$25,000 is the most the Insurer will pay under Coverage A for damages arising out of any one occurrence because of the sum of all property damage to borrowed tools or equipment,and to other personal property of others in the Named Insured's care,custody or control,while being used in the Named Insured's operations away from any Named Insured's premises.The Insurer's obligation to pay such property damage does not apply until the amount of such property damage exceeds $1,000.The Insurer has the right but not the duty to pay any portion of this $1,000 in order to effect settlement.If the Insurer exercises that right,the Named Insured will promptly reimburse the Insurer for any such amount. D.Paragraph 6.,Damage To Premises Rented To You Limit,of LIMITS OF INSURANCE is deleted and replaced by the following: 6.Subject to Paragraph 5.above,(the Each Occurrence Limit),the Damage To Premises Rented To You Limit is the most the Insurer will pay under Coverage A for damages because of property damage to any one premises while rented to the Named Insured or temporarily occupied by the Named Insured with the permission of the owner,including contents of such premises rented to the Named Insured for a period of 7 or fewer consecutive days.The Damage To Premises Rented To You Limit is the greater of: a.$500,000;or b.The Damage To Premises Rented To You Limit shown in the Declarations. E.Paragraph 4.b.(1)(a)(ii)of the Other Insurance Condition is deleted and replaced by the following: (ii)That is property insurance for premises rented to the Named Insured,for premises temporarily occupied by the Named Insured with the permission of the owner;or for personal property of others in the Named Insured's care,custody or control; 16.LIQUOR LIABILITY Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Liquor Liability. This LIQUOR LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 7018734441CNA74858XX(1-15)Policy No: 11Page13 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412366Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 17.MEDICAL PAYMENTS A.LIMITS OF INSURANCE is amended to delete Paragraph 7.(the Medical Expense Limit)and replace it with the following: 7.Subject to Paragraph 5.above (the Each Occurrence Limit),the Medical Expense Limit is the most the Insurer will pay under Coverage C for all medical expenses because of bodily injury sustained by any one person.The Medical Expense Limit is the greater of: (1)$15,000 unless a different amount is shown here:$N,NNN,NNN,NNN;or (2)the amount shown in the Declarations for Medical Expense Limit. B.Under COVERAGES,the Insuring Agreement of Coverage C –Medical Payments is amended to replace Paragraph 1.a.(3)(b)with the following: (b)The expenses are incurred and reported to the Insurer within three years of the date of the accident;and 18.NON-OWNED AIRCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended as follows: The exclusion entitled Aircraft,Auto or Watercraft is amended to add the following: This exclusion does not apply to an aircraft not owned by any Named Insured,provided that: 1.the pilot in command holds a currently effective certificate issued by the duly constituted authority of the United States of America or Canada,designating that person as a commercial or airline transport pilot; 2.the aircraft is rented with a trained,paid crew to the Named Insured;and 3.the aircraft is not being used to carry persons or property for a charge. 19.NON-OWNED WATERCRAFT Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended to delete subparagraph (2)of the exclusion entitled Aircraft,Auto or Watercraft,and replace it with the following. This exclusion does not apply to: (2)a watercraft that is not owned by any Named Insured,provided the watercraft is: (a)less than 75 feet long;and (b)not being used to carry persons or property for a charge. 20.PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION A.Under DEFINITIONS,the definition of personal and advertising injury is amended to add the following tort: Discrimination or humiliation that results in injury to the feelings or reputation of a natural person. B.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to: 1.delete the Exclusion entitled Knowing Violation Of Rights Of Another and replace it with the following: 7018734441CNA74858XX(1-15)Policy No: 11Page14 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement This insurance does not apply to: Knowing Violation of Rights of Another Personal and advertising injury caused by or at the direction of the Insured with the knowledge that the act would violate the rights of another and would inflict personal and advertising injury.This exclusion shall not apply to discrimination or humiliation that results in injury to the feelings or reputation of a natural person,but only if such discrimination or humiliation is not done intentionally by or at the direction of: (a)the Named Insured;or (b)any executive officer,director,stockholder,partner,member or manager (if the Named Insured is a limited liability company)of the Named Insured. 2.add the following exclusions: This insurance does not apply to: Employment Related Discrimination discrimination or humiliation directly or indirectly related to the employment,prospective employment,past employment or termination of employment of any person by any Insured. Premises Related Discrimination discrimination or humiliation arising out of the sale,rental,lease or sub-lease or prospective sale,rental, lease or sub-lease of any room,dwelling or premises by or at the direction of any Insured. Notwithstanding the above,there is no coverage for fines or penalties levied or imposed by a governmental entity because of discrimination. The coverage provided by this PERSONAL AND ADVERTISING INJURY –DISCRIMINATION OR HUMILIATION Provision does not apply to any person or organization whose status as an Insured derives solely from Provision 1.ADDITIONAL INSURED of this endorsement;or attachment of an additional insured endorsement to this Coverage Part. 21.PERSONAL AND ADVERTISING INJURY -CONTRACTUAL LIABILITY A.Under COVERAGES,Coverage B –Personal and Advertising Injury Liability,the paragraph entitled Exclusions is amended to delete the exclusion entitled Contractual Liability. B.Solely for the purpose of the coverage provided by this PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY provision,the following changes are made to the section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B: 1.Paragraph 2.d.is replaced by the following: d.The allegations in the suit and the information the Insurer knows about the offense alleged in such suit are such that no conflict appears to exist between the interests of the Insured and the interests of the indemnitee; 2.The first unnumbered paragraph beneath Paragraph 2.f.(2)(b)is deleted and replaced by the following: So long as the above conditions are met,attorney's fees incurred by the Insurer in the defense of that indemnitee,necessary litigation expenses incurred by the Insurer,and necessary litigation expenses incurred 7018734441CNA74858XX(1-15)Policy No: 11Page15 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412367Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement by the indemnitee at the Insurer's request will be paid as defense costs.Such payments will not be deemed to be damages for personal and advertising injury and will not reduce the limits of insurance. C.This PERSONAL AND ADVERTISING INJURY -LIMITED CONTRACTUAL LIABILITY Provision does not apply if Coverage B –Personal and Advertising Injury Liability is excluded by another endorsement attached to this Coverage Part. This PERSONAL AND ADVERTISING INJURY -CONTRACTUAL LIABILITY Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. 22.PROPERTY DAMAGE –ELEVATORS A.Under COVERAGES,Coverage A –Bodily Injury and Property Damage Liability,the paragraph entitled Exclusions is amended such that the Damage to Your Product Exclusion and subparagraphs (3),(4)and (6)of the Damage to Property Exclusion do not apply to property damage that results from the use of elevators. B.Solely for the purpose of the coverage provided by this PROPERTY DAMAGE –ELEVATORS Provision,the Other Insurance conditions is amended to add the following paragraph: This insurance is excess over any of the other insurance,whether primary,excess,contingent or on any other basis that is Property insurance covering property of others damaged from the use of elevators. 23.RETIRED PARTNERS,MEMBERS,DIRECTORS AND EMPLOYEES WHO IS INSURED is amended to include as Insureds natural persons who are retired partners,members,directors or employees,but only for bodily injury,property damage or personal and advertising injury that results from services performed for the Named Insured under the Named Insured's direct supervision.All limitations that apply to employees and volunteer workers also apply to anyone qualifying as an Insured under this Provision. 24.SUPPLEMENTARY PAYMENTS The section entitled SUPPLEMENTARY PAYMENTS –COVERAGES A AND B is amended as follows: A.Paragraph 1.b.is amended to delete the $250 limit shown for the cost of bail bonds and replace it with a $5,000. limit;and B.Paragraph 1.d.is amended to delete the limit of $250 shown for daily loss of earnings and replace it with a $1,000.limit. 25.UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If the Named Insured unintentionally fails to disclose all existing hazards at the inception date of the Named Insured's Coverage Part,the Insurer will not deny coverage under this Coverage Part because of such failure. 26.WAIVER OF SUBROGATION -BLANKET Under CONDITIONS,the condition entitled Transfer Of Rights Of Recovery Against Others To Us is amended to add the following: The Insurer waives any right of recovery the Insurer may have against any person or organization because of payments the Insurer makes for injury or damage arising out of: 1.the Named Insured's ongoing operations;or 2.your work included in the products-completed operations hazard. However,this waiver applies only when the Named Insured has agreed in writing to waive such rights of recovery in a written contract or written agreement,and only if such contract or agreement: 7018734441CNA74858XX(1-15)Policy No: 11Page16 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 1.is in effect or becomes effective during the term of this Coverage Part;and 2.was executed prior to the bodily injury,property damage or personal and advertising injury giving rise to the claim. 27.WRAP-UP EXTENSION:OCIP,CCIP,OR CONSOLIDATED (WRAP-UP)INSURANCE PROGRAMS Note:The following provision does not apply to any public construction project in the state of Oklahoma,nor to any construction project in the state of Alaska,that is not permitted to be insured under a consolidated (wrap-up) insurance program by applicable state statute or regulation. If the endorsement EXCLUSION –CONSTRUCTION WRAP-UP is attached to this policy,or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs (O.C.I.P.)or Contractor Controlled Insurance Programs (C.C.I.P.)is attached,then the following changes apply: A.The following wording is added to the above-referenced endorsement: With respect to a consolidated (wrap-up)insurance program project in which the Named Insured is or was involved,this exclusion does not apply to those sums the Named Insured become legally obligated to pay as damages because of: 1.Bodily injury,property damage,or personal or advertising injury that occurs during the Named Insured's ongoing operations at the project,or during such operations of anyone acting on the Named Insured's behalf;nor 2.Bodily injury or property damage included within the products-completed operations hazard that arises out of those portions of the project that are not residential structures. B.Condition 4.Other Insurance is amended to add the following subparagraph 4.b.(1)(c): This insurance is excess over: (c)Any of the other insurance whether primary,excess,contingent or any other basis that is insurance available to the Named Insured as a result of the Named Insured being a participant in a consolidated (wrap-up) insurance program,but only as respects the Named Insured's involvement in that consolidated (wrap-up) insurance program. C.DEFINITIONS is amended to add the following definitions: Consolidated (wrap-up)insurance program means a construction,erection or demolition project for which the prime contractor/project manager or owner of the construction project has secured general liability insurance covering some or all of the contractors or subcontractors involved in the project,such as an Owner Controlled Insurance Program (O.C.I.P.)or Contractor Controlled Insurance Program (C.C.I.P.). Residential structure means any structure where 30%or more of the square foot area is used or is intended to be used for human residency,including but not limited to: 1.single or multifamily housing,apartments,condominiums,townhouses,co-operatives or planned unit developments;and 2.the common areas and structures appurtenant to the structures in paragraph 1.(including pools,hot tubs, detached garages,guest houses or any similar structures). However,when there is no individual ownership of units,residential structure does not include military housing, college/university housing or dormitories,long term care facilities,hotels or motels.Residential structure also does not include hospitals or prisons. 7018734441CNA74858XX(1-15)Policy No: 11Page17 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412368Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement This WRAP-UP EXTENSION:OCIP,CCIP,OR CONSOLIDATED (WRAP-UP)INSURANCE PROGRAMS Provision does not apply to any person or organization who otherwise qualifies as an additional insured on this Coverage Part. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 7018734441CNA74858XX(1-15)Policy No: 11Page18 of 18 Endorsement No: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Workers Compensation And Employers Liability Insurance Policy Endorsement BLANKET WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS This endorsement changes the policy to which it is attached. It is agreed that Part One - Workers’ Compensation Insurance G. Recovery From Others and Part Two - Employers’ Liability Insurance H. Recovery From Others are amended by adding the following: We will not enforce our right to recover against persons or organizations. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) PREMIUM CHARGE - Refer to the Schedule of Operations The charge will be an amount to which you and we agree that is a percentage of the total standard premium for California exposure. The amount is 3%. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Endorsement No: 2; Page: 1 of 1 Underwriting Company: The Continental Insurance Company, 151 N Franklin St, Chicago, IL 60606 Form No: G-19160-B (11-1997) Endorsement Effective Date: Policy No: WC 7 18734410 Policy Effective Date: 05/01/202 Policy Page: 14 of 15 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Limited Contractual Liability –Railroads Endorsement This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Scheduled Railroad: ANY RAILROAD AS REQUIRED BY WRITTEN CONTRACT OR AGREEMENT Designated Job Site: ALL INSURED JOBSITES WITHIN THE COVERAGE TERRITORY OF THIS PART Information required to complete this Schedule,if not shown above,will be shown in the Declarations. It is understood and agreed that with respect to operations performed for,or affecting,a Scheduled Railroad at a Designated Job Site,the section entitled DEFINITIONS is amended to delete paragraphs c.and f.the definition of insured contract and replace them with the following: c.Any easement or license agreement; f.That part of any other contract or agreement pertaining to a Named Insured’s business (including an indemnification of a municipality in connection with work performed for a municipality)under which a Named Insured assumes the tort liability of another party to pay for bodily injury or property damage to a third person or organization,provided the bodily injury or property damage is caused,in whole or in part,by a Named Insured or those acting on the Named Insured’s behalf.However,such part of a contract or agreement shall only be considered an insured contract to the extent a Named Insured’s assumption of the tort liability is permitted by law.Tort liability means a liability that would be imposed by law in the absence of any contract or agreement. Paragraph f.does not include that part of any contract or agreement: (1)That indemnifies an architect,engineer or surveyor for injury or damage arising out of: (a)Preparing,approving or failing to prepare or approve maps,shop drawings,opinions,reports,surveys,field orders,change orders or drawings and specifications;or (b)Giving directions or instructions,or failing to give them,if that is the primary cause of the injury or damage; (2)Under which the insured,ifan architect,engineer or surveyor,assumes liability for an injury or damage arising out of the insured's rendering or failure to render professional services,including those listed in Paragraph (1) above and supervisory,inspection,architectural or engineering activities. 7018734441CNA74825XX(1-15)Policy No: 12Page1of2EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412369Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Limited Contractual Liability –Railroads Endorsement All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 7018734441CNA74825XX(1-15)Policy No: 12Page2of2EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Business Auto Policy Producer Information AON RISK SERVICES NORTHEAST INC 165 BROADWAY STE 3201 ONE LIBERTY PLAZA NEW YORK, NY 10006-1404 Producer Processing Code 030-086775 Insured Name H. W. LOCHNER INC 225 W WASHINGTON ST FL 12 CHICAGO, IL 60606-2418 Policy Number BUA 7018734438 Policy Period 05/01/202 to 05/01/202 Endorsement CNA Branch NEW YORK CITY 125 Broad Street New York, NY 10004 Thank you for choosing CNA! With your Business Auto Policy, you have insurance coverage tailored to meet the needs of your business. The international network of insurance professionals and the financial strength of CNA, rated "A" by A.M. Best, provide the resources to help you manage the daily risks of your organization so that you may focus on what’s most important to you. Claim Services To report a loss go to www.cna.com/claim or send an email to lossreport@cnaasap.com, or call 877-CNA-ASAP (877-262-2727) To find a network provider, go to www.cna.com/claim To request loss runs send an email to fsrmail@cnacentral.com For additional questions call CNA Customer Service at (877)-574-0540, or contact your independent CNA Insurance Agent. Risk Control Services To learn more about our award winning Risk Control Services and how to improve your bottom line, please email us at riskcontrolwebinfo@cna.com, call (866) 262-0540 or visit www.cna.com/riskcontrol. Commercial Automobile Identification Cards Evidence of automobile insurance is required and must be produced upon request by law enforcement. Enclosed you will find your Automobile Insurance Identification Cards for each insured auto. The applicable Card must be carried in the insured auto at all times. If you are not the person directly responsible for having these Automobile Identification Cards displayed in each vehicle, please direct these cards to the appropriate person within your organization. The information displayed on the individual card(s) and the quantity supplied is based on the vehicle information provided by your independent CNA Insurance Agent. © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Quality Assurance Questions pertaining to this transaction should be referred to CNA Customer Interaction Center at 877-574-0540, Option 3. Please send endorsement requests to ciet@cna.com or fax 877-363-8669. © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Business Auto Policy Policy Schedule AMENDMENT OF FORMS AND ENDORSEMENTS SCHEDULE ADDITION OR DELETION OF ENDORSEMENTS It is understood and agreed as follows: I.ADDITION OF FORMS OR ENDORSEMENTS The Forms and Endorsements Schedule is amended to add the following forms or endorsements effective as of the date set forth in such form or endorsement. Endorsement Number Form or Endorsement Name Form Number Edition Date Effective Date Expiration Date 66 AMENDMENT OF FORMS AND ENDORSEMENTS SCHEDULE ADDITION OR DELETION OF ENDORSEMENTS CNA62673XX 06-2017 05/01/20205/01/202 67 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) - AUTOMATIC WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT CA 04 43 11-2020 05/01/20205/01/202 II.DELETION OF FORMS OR ENDORSEMENTS The Forms and Endorsements Schedule is amended to delete the following forms or endorsements effective as of the “deletion date” indicated below. The net premium change, if any, for the above endorsements in Sections I. and II. is:TBD Surcharge Taxes and Fees changes are: Total change is:TBD All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Endorsement No: 66; Page: 1 of 1 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 Form No: CNA62673XX (06-2017) Endorsement Effective Date: Policy No: BUA 7018734438 Policy Effective Date: 05/01/202Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Business Auto Policy Policy Endorsement WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) – AUTOMATIC WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. The Transfer Of Rights Of Recovery Against Others To Us Condition does not apply to any person(s) or organization(s) for whom you are required to waive subrogation with respect to the coverage provided under this Coverage Form, but only to the extent that subrogation is waived: A.Under a written contact or agreement with such person(s) or organization(s); and B.Prior to the "accident" or the "loss." Endorsement No: 67; Page: 1 of 1 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 Form No: CA 04 43 11 20 Endorsement Effective Date: Policy No: BUA 7018734438 Policy Effective Date: 05/01/202Endorsement Expiration Date: © Copyright Insurance Services Office, Inc., 2019 Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Workers Compensation And Employers Liability Insurance Policyholder Notice NOTICE OF CANCELLATION TO CERTIFICATE HOLDERS It is understood and agreed that: If you have agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if we cancel a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificate Holders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificate Holder on file with the Agent of Record will be sufficient to prove notice. Any failure by us to notify such persons or organizations will not extend or invalidate such cancellation, or impose any liability or obligation upon us or the Agent of Record. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Form No:Policy No: Policy Effective Date: Underwriting Company: WC 7 18734424 Policyholder Notice; Page: 1 of 1 American Casualty Company of Reading, Pennsylvania, 151 N Franklin St, Chicago, IL 60606 CC68021A (02-2013) 05/01/202 Policy Page: 7 of 86 © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Architects,Engineers and Surveyors General Liability Extension Endorsement 2.the permitted or authorized operations performed by a Named Insured or on a Named Insured's behalf. The coverage granted by this paragraph does not apply to: a.Bodily injury,property damage or personal and advertising injury arising out of operations performed for the state or governmental agency or subdivision or political subdivision;or b.Bodily injury or property damage included within the products-completed operations hazard. With respect to this provision's requirement that additional insured status must be requested under a written contract or agreement,the Insurer will treat as a written contract any governmental permit that requires the Named Insured to add the governmental entity as an additional insured. I.Trade Show Event Lessor 1.With respect to a Named Insured's participation in a trade show event as an exhibitor,presenter or displayer, any person or organization whom the Named Insured is required to include as an additional insured,but only with respect to such person or organization's liability for bodily injury,property damage or personal and advertising injury caused by: a.the Named Insured's acts or omissions;or b.the acts or omissions of those acting on the Named Insured's behalf, in the performance of the Named Insured's ongoing operations at the trade show event premises during the trade show event. 2.The coverage granted by this paragraph does not apply to bodily injury or property damage included within the products-completed operations hazard. 2.ADDITIONAL INSURED -PRIMARY AND NON-CONTRIBUTORY TO ADDITIONAL INSURED'S INSURANCE The Other Insurance Condition in the COMMERCIAL GENERAL LIABILITY CONDITIONS Section is amended to add the following paragraph: If the Named Insured has agreed in writing in a contract or agreement that this insurance is primary and non- contributory relative to an additional insured's own insurance,then this insurance is primary,and the Insurer will not seek contribution from that other insurance.For the purpose of this Provision 2.,the additional insured's own insurance means insurance on which the additional insured is a named insured.Otherwise,and notwithstanding anything to the contrary elsewhere in this Condition,the insurance provided to such person or organization is excess of any other insurance available to such person or organization. 3.ADDITIONAL INSURED –EXTENDED COVERAGE When an additional insured is added by this or any other endorsement attached to this Coverage Part,WHO IS AN INSURED is amended to make the following natural persons Insureds. If the additional insured is: a.An individual,then his or her spouse is an Insured; b.A partnership or joint venture,then its partners,members and their spouses are Insureds; c.A limited liability company,then its members and managers are Insureds;or d.An organization other than a partnership,joint venture or limited liability company,then its executive officers, directors and shareholders are Insureds; 7018734441CNA74858XX(1-15)Policy No: 11Page4of18EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Workers Compensation And Employers Liability Insurance Policy Endorsement WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT 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. This agreement shall not operate directly or indirectly to benefit anyone not named in the Schedule. Any person or organization for which the employer has agreed by written contract, executed prior to loss, may execute a waiver of subrogation. However, for purposes of work performed by the employer in Missouri, this waiver of subrogation does not apply to any construction group of classifications as designated by the waiver of right to recover from others (subrogation) rule in our manual. Schedule Any Person or Organization on whose behalf you are required to obtain this waiver of our right to recover from under a written contract or agreement. The premium charge for the endorsement is reflected in the Schedule of Operations. All other terms and conditions of the policy remain unchanged. This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective Date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy unless another expiration date is shown below. Endorsement No: 4; Page: 1 of 1 Underwriting Company: American Casualty Company of Reading, Pennsylvania, 151 N Franklin St, Chicago, IL 60606 Form No: WC 00 03 13 (04-1984) Endorsement Effective Date: Policy No: WC 7 18734424 Policy Effective Date: 05/01/202 Policy Page: 62 of 86 Endorsement Expiration Date: Copyright 1983 National Council on Compensation Insurance. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CNA PARAMOUNT Policy Holder Notice -Countrywide It is understood and agreed that: If the Named Insured has agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance,and if the Insurer cancels a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium,then notice of cancellation will be provided to such Certificate holders at least 30 days in advance of the date cancellation is effective. If notice is mailed,then proof of mailing to the last known mailing address of the Certificate holder on file with the Agent of Record will be sufficient to prove notice. Any failure by the Insurer to notify such persons or organizations will not extend or invalidate such cancellation,or impose any liability or obligation upon the Insurer or the Agent of Record. All other terms and conditions of the Policy remain unchanged. This endorsement,which forms a part of and is for attachment to the Policy issued by the designated Insurers,takes effect on the effective date of said Policy at the hour stated in said Policy,unless another effective date is shown below,and expires concurrently with said Policy. 7018734441CNA75014XX(1-15)Policy No: 1Page1of1EndorsementNo: The Continental Insurance Co.EffectiveDate:05/01/202 H. W. LOCHNER INC.Insured Name: Copyright CNA All Rights Reserved. Includes copyrighted material of Insurance Services Office, Inc., with its permission.40020004170187344412247Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 NOTICE OF CANCELLATION TO CERTIFICATEHOLDERSI This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Business Auto Policy Policy Endorsement It is understood and agreed that: If you have agreed under written contract to provide notice of cancellation to a party to whom the Agent of Record has issued a Certificate of Insurance, and if we cancel a policy term described on that Certificate of Insurance for any reason other than nonpayment of premium, then notice of cancellation will be provided to such Certificateholders at least 30 days in advance of the date cancellation is effective. If notice is mailed, then proof of mailing to the last known mailing address of the Certificateholder on file with the Agent of Record will be sufficient to prove notice. Any failure by us to notify such persons or organizations will not extend or invalidate such cancellation, or impose any liability or obligation upon us or the Agent of Record. All other terms and conditions of the policy remain unchanged Form No: CNA68021 XX (02-2013) Endorsement Effective Date: Endorsement Expiration Date: Endorsement No: 54; Page: 1 of 1 Underwriting Company : National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 Policy No: BUA 7018734438 Policy Effective Date: 05/01 /202 Policy Page :225 of 744 © Copyright CNA All Rights Reserved . Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 Business Auto Policy Policy Endorsement NAMED INSURED ENDORSEMENT This endorsement modifies insurance provided under the following: AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM It is understood and agreed that the words “you” and “your”, as used throughout this policy, also refer to the following persons or organizations: NAMED INSUREDS KOA CORPORATION All other terms and conditions of the policy remain unchanged This endorsement, which forms a part of and is for attachment to the policy issued by the designated Insurers, takes effect on the Policy Effective date of said policy at the hour stated in said policy, unless another effective date (the Endorsement Effective Date) is shown below, and expires concurrently with said policy. Endorsement No: 57; Page: 1 of 1 Underwriting Company: National Fire Insurance Company of Hartford, 151 N Franklin St, Chicago, IL 60606 Form No: CNA86105XX (06-2016) Endorsement Effective Date: Policy No: BUA 7018734438 Policy Effective Date: 05/01/202 Policy Page: 154 of 157 Endorsement Expiration Date: © Copyright CNA All Rights Reserved. Docusign Envelope ID: DCAB6CBF-A678-4D99-938A-810DBAAE3320 CITY OF PALM SPRINGS PROFESSIONAL SERVICES AGREEMENT HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 THIS PROFESSIONAL SERVICES AGREEM T (hereinafter "Agreement") is made and entered into, to be effective this _7 day, of , 2020, by and between the CITY OF PALM SPRINGS, a California charter city and municipal corporation, (hereinafter referred to as "City") and KOA Corporation, (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 turn -key comprehensive construction management services related to the HSIP Cycle 7 Traffic Signal Improvements, Federal Aid Project No. HSIPL-5282(046), City Project No. 15-32, ("Project"). B. Consultant has submitted to City a proposal to provide turn -key comprehensive construction management services related to the Project for the 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"). 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 and Services contemplated herein and, in light of such status and experience, Consultant covenants that it shall follow the highest professional standards in performing the Work and Services required hereunder. For purposes of this Agreement, the phrase "highest professional standards" shall mean those standards of practice recognized as high quality among well -qualified and experienced professionals performing similar work under similar circumstances. Page 1 of 34 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 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, the City's Request for Proposals and the Consultant's Proposal shall be binding on the Parties. Should any conflict or inconsistency exist in the Contract Documents, the conflict or inconsistency shall be resolved by applying the provisions in the highest priority document, which shall be determined in the following order of priority: (1st) the terms of this Agreement; (2nd) the provisions of the Scope of Services (Exhibit "A"); as may be amended from time to time; (3rd) the provisions of the City's Request for Proposal (Exhibit "B"); and, (4t") 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. 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 and Services 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 Services 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 and Services required by this Agreement, and shall indemnify, defend, and hold harmless City against any such fees, assessments, taxes penalties, or interest levied, assessed, or imposed against City hereunder. 1.5 Familiarity with Work. By executing this Agreement, Consultant warrants that Consultant (a) has thoroughly investigated and considered the Scope of Services to be performed, (b) has carefully considered how the Services should be performed, and (c) fully understands the facilities, difficulties, and restrictions attending performance of the Services under this Agreement. If the Services involve work upon any site, Consultant warrants that Consultant has or will investigate the site and is or will be fully acquainted with the conditions there existing, prior to commencement of any Services hereunder. Should the Consultant discover any latent or unknown conditions that will materially affect the performance of the Services hereunder, Consultant shall immediately inform the City of such fact and shall not proceed except at Consultant's risk until written instructions are received from the City. 1.6 Care of Work. Consultant shall adopt reasonable methods during the term of the Agreement to furnish continuous protection to the Work and the equipment, materials, papers, documents, plans, studies, and/or other components thereof to prevent losses or damages, and shall be responsible for all such damages, to persons or property, until acceptance of the Work by the City, except such losses or damages as may be caused by City's own negligence. 1.7 Further Responsibilities of Parties. Both Parties agree to use reasonable care and diligence to perform their respective obligations under this Agreement. Both Parties agree to act in good 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 or the 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 or the 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 this Agreement. 1.9 Unauthorized Aliens. Consultant hereby represents and warrants that it will comply with all of the provisions of the Federal Immigration and Nationality Act, 8 U.S.C.A. §§1101, et seq., as amended, and in connection therewith, shall not employ unauthorized aliens as defined therein. Should Consultant so employ such unauthorized aliens for the performance of any work and/or services 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. 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 in this Agreement by reference. Compensation shall not exceed the maximum contract amount of Three Hundred Fifty Nine Thousand, Nine Hundred Thirty Three Dollars and Fifteen Cents ($359 933 15) ("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. The maximum amount of city's payment obligation under this section is the amount specified in this Agreement. If the City's maximum payment obligation 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 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 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. Consultant shall only commence work covered by an amendment after the amendment is executed and notification to proceed has been provided by the City's Contract Officer. 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 work or services and Consultant shall not be entitled to payment for any work or services that Consultant may provide. Consultant further acknowledges the following: A. It is mutually understood between the parties that this Agreement may have been written before ascertaining the availability of funds or appropriation of funds, for the mutual benefit of both parties, in order to avoid program and fiscal delays that would occur if the contract were executed after that determination was made. B. This Agreement is valid and enforceable only, if sufficient funds are made available to the City for the purpose of this Agreement. In addition, this Agreement is subject to any additional restrictions, limitations, conditions, or any statute enacted by the Congress, State Legislature, or City Council that may affect the provisions, terms, or funding of this Agreement in any manner. C. It is mutually agreed that if sufficient funds are not appropriated, this Agreement may be amended to reflect any reduction in funds. D. The City has the option to void the Agreement under the 30-day termination clause pursuant to as provided in Section 8.3 of this Agreement, or by mutual agreement to amend the Agreement to reflect any reduction of funds. 2.5 Cost principals and Administration Requirements. A. Consultant agrees that 48 CFR Part 31, Contract Cost Principles and Procedures, shall be used to determine the allowability of individual terms of cost. B. Consultant also agrees to comply with federal procedures in accordance with 2 CFR, Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards. C. Any costs for which payment has been made to Consultant that are determined by subsequent audit to be unallowable under 48 CFR Part 31 or 2 CFR Part 200 are subject to repayment by Consultant to City. 2.6 Prompt Payment to Subconsultants. Consultant shall pay its subconsultants within ten (10) calendar days from receipt of each payment made to Consultant by City. 2.7 Equipment Purchase and other Capital Expenditures. A. Prior authorization in writing, by City's Contract Officer, shall be required before Consultant enters into any unbudgeted purchase order, or subcontract exceeding $5,000 for supplies, equipment, or Consultant services. Consultant shall provide an evaluation of the necessity or desirability of incurring such costs. B. For purchase of any item, service or consulting work not covered in Consultant's Cost Proposal and exceeding $5,000 prior authorization by City's Contract Officer; three competitive quotations must be submitted with the request, or the absence of bidding must be adequately justified. C. Any equipment purchased as a result of this Agreement is subject to the following: "Consultant shall maintain an inventory of all nonexpendable property. Nonexpendable property is defined as having a useful life of at least two years and an acquisition cost of $5,000 or more. If the purchased equipment needs replacement and is sold or traded in, City shall receive a proper refund or credit at the conclusion of the contract, or if the contract is terminated, Consultant may either keep the equipment and credit City in an amount equal to its fair market value, or sell such equipment at the best price obtainable at a public or private sale, in accordance with established City procedures; and credit City in an amount equal to the sales price. If Consultant elects to keep the equipment, fair market value shall be determined at Consultant's expense, on the basis of a competent independent appraisal of such equipment. Appraisals shall be obtained from an appraiser mutually agreeable to by City and Consultant, if it is determined to sell the equipment, the terms and conditions of such sale must be approved in advance by City." 2 CFR, Part 200 requires a credit to Federal funds when participating equipment with a fair market value greater than $5,000 is credited to the project. 2.8 Retention of Funds. A. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this Section. B. No retainage will be held by the City from progress payments due the Consultant. Any retainage held by the Consultant or subconsultants from progress payments due subconsultants shall be promptly paid in full to subconsultants within 30 days after the subconsultant's work is satisfactorily completed. Federal law (49 CFR 26.29) requires that any delay or postponement of payment over the 30 days may take place only for good cause and with the City's prior written approval. Any violation of this provision shall subject the violating Consultant or subconsultant to the penalties, sanctions and other remedies specified in Section 7108.5 of the Business and Professions Code. These requirements shall not be construed to limit or impair any contractual, administrative, or judicial remedies, otherwise available to the Consultant or subconsultant in the event of a dispute involving late payment or nonpayment by the Consultant, deficient subconsultant performance, or noncompliance by a subconsultant. This provision applies to both DBE and non -DBE Consultant and subconsultants. 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 by reference. 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 period(s) specified in a Task Order for performance of the Services rendered pursuant to this Agreement shall be extended because of any delays due to unforeseeable causes beyond the control and without the fault or negligence of the Consultant (financial inability excepted), including, but not limited to, acts of God or of the public enemy, unusually severe weather, fires, earthquakes, floods, epidemics, quarantine restrictions, riots, strikes, freight embargoes, wars, and/or acts of any governmental agency, including the City, if Consultant, within ten (10) days of the commencement of such delay, notifies the City Manager in writing of the causes of the delay. The City Manager shall ascertain the facts and the extent of delay, and extend the time for performing the Services for the period of the enforced delay when and if in the judgment of the City Manager such delay is justified. The City Manager's determination shall be final and conclusive upon the Parties to this Agreement. In no event shall Consultant be entitled to recover damages against the City for any delay in the performance of this Agreement, however caused, Consultant's sole remedy being extension of the Agreement pursuant to this section. 3.4 Term. Unless earlier terminated under this Agreement, this Agreement shall commence upon the effective date of this Agreement and continue in full force and effect until completion of the Services. However, the term shall not exceed five (5) years from the commencement date, except as otherwise provided in the Schedule of Performance described in Section 3.2 above. Any extension must be through mutual written agreement of the Parties. 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: Chuck Stephan, PE, Managing Director of CM Division 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. 4.3 Prohibition Against Subcontracting or Assignments. The experience, knowledge, capability, expertise, and reputation of Consultant, its principals and employees, were a substantial inducement for City to enter into this Agreement. Therefore, Consultant shall not assign the performance of this Agreement, nor any part thereof, nor any monies due hereunder, voluntarily or by operation of law, without the prior written consent of City. Consultant shall not contract with any other entity to perform the Services required under this Agreement without the prior written consent of City. 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. Consultant further acknowledges the following: A. No subcontract shall relieve the Consultant of its responsibilities and obligations hereunder. The Consultant agrees to be as fully responsible to the City for the acts and omissions of its Subconsultants and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Consultant. The Consultant's obligation to pay its Subconsultants is an independent obligation from the City's obligation to make payments to the Consultant. B. The Consultant shall perform the work contemplated with resources available within its own organization and no portion of the work shall be subcontracted without written authorization by the City's Contract Officer, except that which is expressly identified in the approved Cost Proposal. C. Any subcontract entered into as a result of this Contract, shall contain all the provisions stipulated in this entire Contract to be applicable to Subconsultants unless otherwise noted. D. Any substitution of Subconsultants must be approved in writing by the City's Contract Officer in advance of assigning work to a substitute Subconsultant. 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 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. 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: A. Errors and Omissions Insurance. Consultant shall obtain and maintain in full force and effect throughout the term of this Agreement, standard industry form professional liability (errors and omissions) insurance coverage in an amount of not less than one million dollars ($1,000,000.00) per occurrence and two -million dollars ($2,000,000.00) annual aggregate, in accordance with the provisions of this section. (1) Consultant shall either: (a) certify in writing to the City that Consultant is unaware of any professional liability claims made against Consultant and is unaware of any facts -which may lead to such a claim against Consultant; or (b) if Consultant does not provide the certification pursuant to (a), Consultant shall procure from the professional liability insurer an endorsement providing that the required limits of the policy shall apply separately to claims arising from errors and omissions in the rendition of services pursuant to this Agreement. (2) If the policy of insurance is written on a "claims made" basis, the policy shall be continued in full force and effect at all times during the term of this Agreement, and for a period of three (3) years from the date of the completion of the Services provided hereunder. In the event of termination of the policy during this period, Consultant shall obtain continuing insurance coverage for the prior acts or omissions of Consultant during the course of performing Services under the terms of this Agreement. The coverage shall be evidenced by either a new policy evidencing no gap in coverage, or by obtaining separate extended "tail" coverage with the present or new carrier or other insurance arrangements providing for complete coverage, either of which shall be subject to the written approval by the City Manager. (3) In the event the policy of insurance is written on an "occurrence" basis, the policy shall be continued in full force and effect during the term of this Agreement, or until completion of the Services provided for in this Agreement, whichever is later. In the event of termination of the policy during this period, new coverage shall immediately be obtained to ensure coverage during the entire course of performing the Services under the terms of this Agreement. B. Workers' Compensation Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, workers' compensation insurance in at least the minimum statutory amounts, and in compliance with all other statutory requirements, as required by the State of California. Consultant agrees to waive and obtain endorsements from its workers' compensation insurer waiving subrogation rights under its workers' compensation insurance policy against the City and to require each of its subConsultants, if any, to do likewise under their workers' compensation insurance policies. If Consultant has no employees, Consultant shall complete the City's Request for Waiver of Workers' Compensation Insurance Requirement form. C. Commercial General Liability Insurance. Consultant shall obtain and maintain, in full force and effect throughout the term of this Agreement, a policy of commercial general liability insurance written on a per occurrence basis with a combined single limit of at least one million dollars ($1,000,000.00) and two million dollars ($2,000,000.00) general aggregate for bodily injury and property damage including coverages for contractual liability, personal injury, independent Consultants, broad form property damage, products and completed operations. 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: 5.3.1 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. 5.3.2 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. 5.3.3 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. 5.3.4 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. 5.3.5 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 herein. 5.3.6 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. 5.3.7 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. 5.3.8 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. 5.3.9 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. 5.3.10 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. 5.3.11 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. 5.3.12 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. 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: 1. "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). 2. "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). 3. "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. 4. 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, from any violation of any federal, state, or local law or ordinance, and from errors and omissions committed by Consultant, its officers, employees, representatives, and agents, that arise out of or relate to Consultant's performance under this Agreement. This indemnification clause excludes Claims arising from the sole negligence or willful misconduct of the City, its elected officials, officers, employees, agents, and volunteers. 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. This provision is intended for the benefit of third party Indemnified Parties not otherwise a party to this Agreement. 6.2 Design Professional Services Indemnification and Reimbursement If the Agreement is determined to be a "design professional services agreement" and Consultant is a "design professional" under California Civil Code Section 2782.8, then: A. To the fullest extent permitted by law, Consultant shall indemnify, defend (at Consultant's sole cost and expense), protect and hold harmless City and its elected officials, officers, employees, agents and volunteers and all other public agencies whose approval of the project is required, (individually "Indemnified Party", collectively "Indemnified Parties") against any and all liabilities, claims, judgments, arbitration awards, settlements, costs, demands, orders and penalties (collectively "Claims"), including but not limited to Claims arising from injuries or death of persons (Consultant's employees included) and damage to property, which Claims arise out of, pertain to, or are related to the negligence, recklessness or willful misconduct of Consultant, its agents, employees, or subConsultants, or arise from Consultant's negligent, reckless or willful performance of or failure to perform any term, provision, covenant or condition of this Agreement ("Indemnified Claims"), but Consultant's liability for Indemnified Claims shall be reduced to the extent such Claims arise from the negligence, recklessness or willful misconduct of the City and its elected officials. Officers, employees, agents and volunteers. B. Consultant shall reimburse the Indemnified Parties for any reasonable expenditures, including reasonable attorneys' fees, expert fees, litigation costs, and expenses that each Indemnified Party may incur by reason of Indemnified Claims. Upon request by an Indemnified Party, Consultant shall defend with legal counsel reasonably acceptable to the Indemnified Party all Claims against the Indemnified Party that may arise out of, pertain to, or relate to Indemnified Claims, whether or not Consultant is named as a party to the Claim proceeding. The determination whether a Claim "may arise out of, pertain to, or relate to Indemnified Claims" shall be based on the allegations made in the Claim and the facts known or subsequently discovered by the Parties. Consultant's indemnification obligation hereunder shall survive the expiration or earlier termination of this Agreement until all actions against the Indemnified Parties for such matters indemnified hereunder are fully and finally barred by the applicable statute of limitations or, if an action is timely filed, until such action is final. C. The Consultant shall require all non -design -profession sub -Consultants, used or sub- contracted by Consultant to perform the Services or Work required under this Agreement, to execute an Indemnification Agreement adopting the indemnity provisions in sub -section 6.1 in favor of the Indemnified Parties. In additions, Consultant shall require all non -design - professional sub -Consultants, used or sub -contracted by Consultant to perform the Services or Work required under this Agreement, to obtain insurance that is consistent with the Insurance provisions as set forth in this Agreement, as well as any other insurance that may be required by Contract Officer. 6.3 Claims Filed by City's Construction Contractor. A. If claims are filed by the City's construction contractor relating to work performed by Consultant's personnel, and additional information or assistance from Consultant's personnel is required in order to evaluate or defend against such claims; Consultant agrees to make its personnel available for consultation with the City's construction contract administration and legal staff and for testimony, if necessary, at depositions and at trial or arbitration proceedings. B. Consultant's personnel that the City considers essential to assist in defending against construction contractor claims will be made available on reasonable notice from the City. Consultant shall be responsible for all costs associated with consultation or testimony, including travel costs, associated with defense of the City's construction contractor claims. C. Services of Consultant's personnel in connection with the City's construction contractor claims will be performed pursuant to a written amendment to this Agreement, if necessary, extending the termination date of this Agreement in order to resolve the construction claims. 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 Consultant's Reports or Meetings. A. Consultant shall submit progress reports at least once a month. The report should be sufficiently detailed for the Contract Officer to determine, if Consultant is performing to expectations, or is on schedule; to provide communication of interim findings, and to sufficiently address any difficulties or special problems encountered, so remedies can be developed. B. Consultant's Project Manager shall meet with the City's Contract Officer, as needed, to discuss progress on the Project. C. 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 and Services 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 or Services contemplated herein or, if Consultant is providing design services, the cost of the project being designed, Consultant shall promptly notify the Contract Officer of such fact, circumstance, technique, or event and the estimated increased or decreased cost related thereto and, if Consultant is providing design services, the estimated increased or decreased cost estimate for the project being designed. 7.3 Ownership of Documents. All drawings, specifications, reports, records, documents, memoranda, correspondence, computations, and other materials prepared by Consultant, its employees, subConsultants, and agents in the performance of this Agreement shall be the property of City and shall be promptly delivered to City upon request of the Contract Officer or upon the termination of this Agreement, and Consultant shall have no claim for further employment or additional compensation as a result of the exercise by City of its full rights of ownership of the documents and materials hereunder. Any use of such completed documents for other projects and/or use of incomplete documents without specific written authorization by the Consultant will be at the City's sole risk and without liability to 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. Consultant further acknowledges the following: A. Upon completion of all work under this Agreement, ownership and title to all reports, documents, plans, specifications, and estimates produce as part of this Agreement will automatically be vested in the City; and no further agreement will be necessary to transfer ownership to the City. Consultant shall furnish the City all necessary copies of data needed to complete the review and approval process. Additionally, it is agreed that the Parties intend this to be an Agreement for services and each considers the products and results of the services to be rendered by Consultant hereunder to be work made for hire. Consultant acknowledges and agrees that the work (and all rights therein, including, without limitation, copyright) belongs to and shall be the sole and exclusive property of City without restriction or limitation upon its use or dissemination by City. B. It is understood and agreed that all calculations, drawings and specifications, whether in hard copy or machine-readable form, are intended for one-time use in the construction of the project for which this Agreement has been entered into. C. Consultant is not liable for claims, liabilities, or losses arising out of, or connected with the modification, or misuse by the City of the machine-readable information and data provided by Consultant under this Agreement; further, Consultant is not liable for claims, liabilities, or losses arising out of, or connected with any use by the City of the project documentation on other projects for additions to this project, or for the completion of this project by others, except only such use as many be authorized in writing by Consultant. D. Applicable patent rights provisions regarding rights to inventions shall be included in the contracts as appropriate (48 CFR 27, Subpart 27.3 - Patent Rights under Government Contracts for federal -aid contracts). E. The City may permit copyrighting reports or other agreement products. If copyrights are permitted; the agreement shall provide that the FHWA shall have the royalty -free nonexclusive and irrevocable right to reproduce, publish, or otherwise use; and to authorize others to use, the work for government purposes. F. Immediately upon termination, City shall be entitled to, and Consultant shall deliver to City, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and other such materials as may have been prepared or accumulated to date by Consultant in performing this Agreement which is not Consultant's privileged information, as defined by law, or Consultant's personnel information, along with all other property belonging exclusively to City which is in Consultant's possession. G. Publication of the information derived from work performed or data obtained in connection with services rendered under this Agreement must be approved in writing by City. 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. Consultant further acknowledges the following. - A. All financial, statistical, personal, technical, or other data and information relative to the City's operations, which are designated confidential by the City and made available to Consultant in order to carry out this Agreement, shall be protected by Consultant from unauthorized use and disclosure. B. Permission to disclose information on one occasion, or public hearing held by the City relating to the contract, shall not authorize Consultant to further disclose such information, or disseminate the same on any other occasion. C. Consultant shall not comment publicly to the press or any other media regarding the Agreement or the City's actions on the same, except to the City's staff, Consultant's own personnel involved in the performance of this Agreement, at public hearings or in response to questions from a Legislative committee. D. Consultant shall not issue any news release or public relations item of any nature, whatsoever, regarding work performed or to be performed under this Agreement without prior review of the contents thereof by the City, and receipt of the City's written permission. E. Any subcontract entered into as a result of this Agreement shall contain all of the provisions of this Section. F. All information related to the construction estimate is confidential, and shall not be disclosed by Consultant to any entity, other than the City, Caltrans, and/or FHWA. All of the materials prepared or assembled by Consultant pursuant to performance of this Contract are confidential and Consultant agrees that they shall not be made available to any individual or organization without the prior written approval of City or except by court order. if Consultant or any of its officers, employees, or subcontractors does voluntarily provide information in violation of this Contract, City has the right to reimbursement and indemnity from Consultant for any damages caused by Consultant releasing the information, including, but not limited to, City's attorney's fees and disbursements, including without limitation experts' fees and disbursements. 7.5 Audit and Inspection of Records. A. For the purpose of determining compliance with Public Contract Code 10115, et seq. and Title 21, California Code of Regulations, Chapter 21, Section 2500 et seq., when applicable and other matters connected with the performance of the Agreement pursuant to Government Code 8546.7; Consultant, subconsultants, and City shall maintain and make available for inspection all books, documents, papers, accounting records, Independent CPA Audited Indirect Cost Rate workpapers, and other evidence pertaining to the performance of the contract, including but not limited to, the costs of administering the Agreement. All parties, including Consultants Independent CPA, shall make such workpapers and materials available at their respective offices at all reasonable times during the contract period and for three years from the date of final payment under the contract. The state, State Auditor, City, FHWA, or any duly authorized representative of the Federal Government having jurisdiction under Federal laws or regulations (including the basis of Federal funding in whole or in part) shall have access to any books, records, and documents of Consultant and it's certified public accountants (CPA) work papers that are pertinent to the Agreement and indirect cost rates (ICR) for audit, examinations, workpaper review, excerpts, and transactions, and copies thereof shall be furnished if requested. B. Consultant and any subconsultant shall permit the City, the state, and the FHWA if federal participating funds are used in this Agreement; to review and inspect the project activities and files at all reasonable times during the performance period of this Agreement including review and inspection on a daily basis. 7.6 Audit Review Procedures. A. Any dispute concerning a question of fact arising under an interim or post audit of this Agreement that is not disposed of by agreement, shall be reviewed by City's Chief Financial Officer. B. Not later than 30 days after issuance of the final audit report, Consultant may request a review by City's Chief Financial Officer of unresolved audit issues. The request for review will be submitted in writing. C. Neither the pendency of a dispute nor its consideration by City will excuse Consultant from full and timely performance, in accordance with the terms of this contract. D. Consultant and subconsultant Contracts, including cost proposals and Indirect Cost Rates (ICR), may be subject to audits or reviews such as, but not limited to, an Agreement audit, an incurred cost audit, an ICR Audit, or a CPA ICR audit work paper review. If selected for audit or review, the Contract, cost proposal and ICR and related work papers, if applicable, will be reviewed to verify compliance with 48 CFR Part 31 and other related laws and regulations. In the instances of a CPA ICR audit work paper review it is Consultant's responsibility to ensure federal, City, or local government officials are allowed full access to the CPA's work papers including making copies as necessary. The Contract, cost proposal, and ICR shall be adjusted by Consultant and approved by City Contract Administrator to conform to the audit or review recommendations. Consultant agrees that individual terms of costs identified in the audit report shall be incorporated into the Contract by this reference if directed by City at its sole discretion. Refusal by Consultant to incorporate audit or review recommendations, or to ensure that the federal, City or local governments have access to CPA work papers, will be considered a breach of Contract terms and cause for termination of the Contract and disallowance of prior reimbursed costs. E. Consultant's Cost Proposal may be subject to a CPA ICR Audit Work Paper Review and/or audit by the Independent Office of Audits and Investigations (IOAI). IOAI, at its sole discretion, may review and/or audit and approve the CPA ICR documentation. The Cost Proposal shall be adjusted by the Consultant and approved by the City Contract Administrator to conform to the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report. Refusal by the Consultant to incorporate the Work Paper Review recommendations included in the management letter or audit recommendations included in the audit report will be considered a breach of the Contract terms and cause for termination of the Contract and disallowance of prior reimbursed costs. F. During IOAI's review of the ICR audit work papers created by the Consultant's independent CPA, IOAI will work with the CPA and/or Consultant toward a resolution of issues that arise during the review. Each party agrees to use its best efforts to resolve any audit disputes in a timely manner. If IOAI identifies significant issues during the review and is unable to issue a cognizant approval letter, City will reimburse the Consultant at an accepted ICR until a FAR (Federal Acquisition Regulation) compliant ICR {e.g. 48 CFR Part 31; GAGAS (Generally Accepted Auditing Standards); CAS (Cost Accounting Standards), if applicable; in accordance with procedures and guidelines of the American Association of State Highways and Transportation Officials (AASHTO) Audit Guide; and other applicable procedures and guidelines}is received and approved by IOAI. If the proposed rate is less than one hundred fifty percent (150%) - the accepted rate reimbursed will be ninety percent (90%) of the proposed rate. If the proposed rate is between one hundred fifty percent (150%) and two hundred percent (200%) - the accepted rate will be eighty-five percent (85%) of the proposed rate. If the proposed rate is greater than two hundred percent (200%) - the accepted rate will be seventy-five percent (75%) of the proposed rate. G. If IOAI is unable to issue a cognizant letter per paragraph E.1. above, IOAI may require Consultant to submit a revised independent CPA -audited ICR and audit report within three (3) months of the effective date of the management letter. IOAI will then have up to six (6) months to review the Consultant's and/or the independent CPA's revisions. H. If the Consultant fails to comply with the provisions of this paragraph E, or if IOAI is still unable to issue a cognizant approval letter after the revised independent CPA audited ICR is submitted, overhead cost reimbursement will be limited to the accepted ICR that was established upon initial rejection of the ICR and set forth in paragraph E.1. above for all rendered services. In this event, this accepted ICR will become the actual and final ICR for reimbursement purposes under this Contract. Consultant may submit to City final invoice only when all of the following items have occurred: (1) IOAI accepts or adjusts the original or revised independent CPA audited ICR; (2) all work under this Contract has been completed to the satisfaction of City; and, (3) IOAI has issued its final ICR review letter. The Consultant MUST SUBMIT ITS FINAL INVOICE TO City no later than sixty (60) calendar days after occurrence of the last of these items. The accepted ICR will apply to this Contract and all other agreements executed between City and the Consultant, either as a prime or subconsultant, with the same fiscal period ICR. 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 for its convenience at any time, without cause, in whole or in part, upon giving Consultant thirty (30) days written notice. Upon such notice, City shall pay Consultant for Services performed through the date of termination. Upon receipt of such notice, Consultant shall immediately cease all work under this Agreement, unless the notice provides otherwise. Thereafter, Consultant shall have no further claims against the City under this Agreement. Upon termination of the Agreement pursuant to this section, Consultant shall submit to the City an invoice for work and services performed prior to the date of termination. In addition, the Consultant reserves the right to terminate this Agreement at any time, with or without cause, upon sixty (60) days written notice to the City, except that where termination is due to material default by the City, the period of notice may be such shorter time as the Consultant may determine. Consultant further acknowledges the following: A. Upon termination, the City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 7.3 Ownership of Documents. B. The City may temporarily suspend this Contract, at no additional cost to the City, provided that Consultant is given written notice of temporary suspension. If City gives such notice of temporary suspension, Consultant shall immediately suspend its activities under this Contract. A temporary suspension may be issued concurrent with the notice of termination provided for in subsection A of this section. C. Notwithstanding any provisions of this Contract, Consultant shall not be relieved of liability to City for damages sustained by City by virtue of any breach of this Agreement by Consultant, and City may withhold any payments due to Consultant until such time as the exact amount of damages, if any, due City from Consultant is determined. D. In the event of termination, Consultant shall be compensated as provided for in this Contract, except as provided in Section 2.7-C. Upon termination, the City shall be entitled to all work, including but not limited to, reports, investigations, appraisals, inventories, studies, analyses, drawings and data estimates performed to that date, whether completed or not, and in accordance with Section 7.3 Ownership of Documents. 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. B, 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 compel specific performance of this Agreement, to obtain declaratory or injunctive relief, or to obtain any other remedy consistent with the purposes of this Agreement. 8.8 Attorney Fees. In the event any dispute between the Parties with respect to this Agreement results in litigation or any non -judicial proceeding, the prevailing Party shall be entitled, in addition to such other relief as may be granted, to recover from the non -prevailing Party all reasonable costs and expenses, including but not limited to reasonable attorney fees, expert consultant fees, court costs and all fees, costs, and expenses incurred in any appeal or in collection of any judgment entered in such proceeding. 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. 8.9 Disputes. A. Prior to either party commencing any legal action under this Contract, the parties agree to try in good faith, to settle any dispute amicably between them. If a dispute has not been settled after forty-five (45) days of good -faith negotiations and as may be otherwise provided herein, then either party may commence legal action against the other. B. Any dispute, other than audit, concerning a question of fact arising under this Agreement that is not disposed of by agreement shall be decided by a committee consisting of City's Contract Officer and Director of Engineering Services/City Engineer, who may consider written or verbal information submitted by Consultant. C. Not later than 30 days after completion of all work under the Agreement, Consultant may request review by the City Council of unresolved claims or disputes, other than audit. The request for review will be submitted in writing. D. Neither the pendency of a dispute, nor its consideration by the committee will excuse Consultant from full and timely performance in accordance with the terms of this Agreement. 9. CONFLICT OF INTEREST, 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. Further, Consultant acknowledges the following: A. Consultant shall disclose any financial, business, or other relationship with the City that may have an impact upon the outcome of this Agreement, or any ensuing City construction project. Consultant shall also list current clients who may have a financial interest in the outcome of this Agreement, or any ensuing City construction project, which will follow. B. Consultant certifies that it has disclosed to the City any actual, apparent, or potential conflicts of interest that may exist relative to the services to be provided pursuant to this Agreement. Consultant agrees to advise the City of any actual, apparent or potential conflicts of interest that may develop subsequent to the date of execution of this Agreement. Consultant further agrees to complete any statements of economic interest if required by either the City ordinance or State law. C. Consultant hereby certifies that it does not now have, nor shall it acquire any financial or business interest that would conflict with the performance of services under this Agreement. D. Consultant hereby certifies that neither Consultant, its employees, nor any firm affiliated with Consultant providing services on this project prepared the Plans, Specifications, and Estimate for any construction project included within this contract. An affiliated firm is one, which is subject to the control of the same persons through joint- ownership, or otherwise. E. Consultant further certifies that neither Consultant, nor any firm affiliated with Consultant, will bid on any construction subcontracts included within the construction contract. Additionally, Consultant certifies that no person working under this contract is also employed by the construction contractor for any project included within this contract. F. Except for subconsultants whose services are limited to materials testing, no subconsultant who is providing service on this contract shall have provided services on the design of any project included within this contract. 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. Consultant further acknowledges the following requirements: A. Consultant's signature affixed herein, and dated, shall constitute a certification under penalty of perjury under the laws of the State of California that Consultant has, unless exempt, complied with, the nondiscrimination program requirements of Government Code Section 12990 and Title 2, California Administrative Code, Section 8103. B. During the performance of this Contract, Consultant and its subconsultants shall not deny the Contract's benefits to any person on the basis of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status, nor shall they unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of race, religious creed, color, national origin, ancestry, physical disability, mental disability, medical condition, genetic information, marital status, sex, gender, gender identity, gender expression, age, sexual orientation, or military and veteran status. Consultant and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 et seq.), the applicable regulations promulgated there under (2 CCR §11000 et seq.), the provisions of Gov. Code §§11135-11139.5, and the regulations or standards adopted by the City to implement such article. The applicable regulations of the Fair Employment and Housing Commission implementing Gov. Code §12990 (a-f), set forth 2 CCR §§8100-8504, are incorporated into this Contract by reference and made a part hereof as if set forth in full. Consultant shall permit access by representatives of the Department of Fair Employment and Housing and the City upon reasonable notice at any time during the normal business hours, but in no case less than twenty-four (24) hours' notice, to such of its books, records, accounts, and all other sources of information and its facilities as said Department or City shall require to ascertain compliance with this clause. Consultant and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. C. The Consultant shall comply with regulations relative to non-discrimination in federally - assisted programs of the U.S. Department of Transportation (49 CFR Part 21 - Effectuation of Title VI of the Civil Rights Act of 1964). Specifically, the Consultant shall not participate either directly or indirectly in the discrimination prohibited by 49 CFR §21.5, including employment practices and the selection and retention of Subconsultants. D. The Consultant, with regard to the work performed under this Contract, shall act in accordance with Title VI of the Civil Rights Act of 1964 (42 U.S.C. §2000d et seq.). Title VI provides that the recipients of federal assistance will implement and maintain a policy of nondiscrimination in which no person in the United States shall, on the basis of race, color, national origin, religion, sex, age, disability, be excluded from participation in, denied the benefits of or subject to discrimination under any program or activity by the recipients of federal assistance or their assignees and successors in interest. E. Consultant shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under this Contract. 9.4 Rebates, Kickbacks or Other Unlawful Consideration. Consultant warrants that this Agreement was not obtained or secured through rebates kickbacks or other unlawful consideration, either promised or paid to any City employee. For breach or violation of this warranty, City shall have the right in its discretion; to terminate the contract without liability; to pay only for the value of the work actually performed; or to deduct from the contract price; or otherwise recover the full amount of such rebate, kickback or other unlawful consideration. 9.5 Contingent Fee. Consultant warrants, by execution of this Agreement that no person or selling agency has been employed, or retained, to solicit or secure this Agreement upon an agreement or understanding, for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees, or bona fide established commercial or selling agencies maintained by Consultant for the purpose of securing business. For breach or violation of this warranty, the City has the right to annul this Agreement without liability; pay only for the value of the work actually performed, or in its discretion to deduct from the Agreement price or consideration, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee. 10. MISCELLANEOUS PROVISIONS 10.1 Patent and Copyright Infringement. A. To the fullest extent permissible under law, and in lieu of any other warranty by City or Consultant against patent or copyright infringement, statutory or otherwise, it is agreed that Consultant shall defend at its expense any claim or suit against City on account of any allegation that any item furnished under this Agreement, or the normal use or sale thereof arising out of the performance of this Agreement, infringes upon any presently existing U.S. letters patent or copyright and Consultant shall 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: KOA Corporation Attention: Chuck Stephan, PE 2141 W. Orangewood Ave Orange, CA 92868 Telephone: (310) 525-0678 Email: cstephan@koacorp.com 10.3 Entire Agreement. This Agreement constitutes the entire agreement between the Parties and supersedes all prior negotiations, arrangements, agreements, representations, and understandings, if any, made by or among the Parties with respect to the subject matter hereof. No amendments or other modifications of this Agreement shall be binding unless executed in writing by both Parties hereto, or their respective successors, assigns, or grantees. 10.4 Severability. Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision of this Agreement shall be determined to be invalid by a final judgment or decree of a court of competent jurisdiction, such provision shall be ineffective only to the extent of such prohibition or invalidity, without invalidating the reminder of that provision, or the remaining provisions of this Agreement unless the invalid provision is so material that its invalidity deprives either Party of the basic benefit of their bargain or renders this Agreement meaningless. 10.5 Successors in Interest. This Agreement shall be binding upon and inure to the benefit of the Parties' successors and assignees. 10.6 Third Party Beneficiary. Except as may be expressly provided for herein, nothing contained in this Agreement is intended to confer, nor shall this Agreement be construed as conferring, any rights, including, without limitation, any rights as a third -party beneficiary or otherwise, upon any entity or person not a 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 State Prevailing Wage Rates. A. No Consultant or Subconsultant may be awarded an Agreement containing public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code §1725.5_ Registration with DIR must be maintained throughout the entire term of this Contract, including any subsequent amendments. B. The Consultant shall comply with all of the applicable provisions of the California Labor Code requiring the payment of prevailing wages. The General Prevailing Wage Rate Determinations applicable to work under this Contract are available and on file with the Department of Transportation's Regional/District Labor Compliance Officer (http://www.dot.ca.gov/hq/construc/LaborComoliance/documents/District Region Map Construction 7-8-15 pdf). These wage rates are made a specific part of this Contract by reference pursuant to Labor Code §1773.2 and will be applicable to work performed at a construction project site. Prevailing wages will be applicable to all inspection work performed at City construction sites, at City facilities and at off -site locations that are set up by the construction contractor or one of its subcontractors solely and specifically to serve City projects. Prevailing wage requirements do not apply to inspection work performed at the facilities of vendors and commercial materials suppliers that provide goods and services to the general public. C. General Prevailing Wage Rate Determinations applicable to this project may also be obtained from the Department of Industrial Relations Internet site at http://www.dir.ca.gov. D. Each Consultant and Subconsultant shall keep accurate certified payroll records and supporting documents as mandated by Labor Code §1776 and as defined in 8 CCR §16000 showing the name, address, social security number, work classification, straight time and overtime hours worked each day and week, and the actual per diem wages paid to each journeyman, apprentice, worker, or other employee employed by the Consultant or Subconsultant in connection with the public work. Each payroll record shall contain or be verified by a written declaration that it is made under penalty of perjury, stating both of the following: (A) The information contained in the payroll record is true and correct. (B) The employer has complied with the requirements of Labor Code §1771, §1811, and §1815 for any work performed by his or her employees on the public works project. E. The payroll records enumerated under Paragraph D above shall be certified as correct by the Consultant under penalty of perjury. The payroll records and all supporting documents shall be made available for inspection and copying by City representative's at all reasonable hours at the principal office of the Consultant. The Consultant shall provide copies of certified payrolls or permit inspection of its records as follows: (A) A certified copy of an employee's payroll record shall be made available for inspection or furnished to the employee or the employee's authorized representative on request. (B) A certified copy of all payroll records enumerated in Paragraph D above, shall be made available for inspection or furnished upon request to a representative of City, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards of the Department of Industrial Relations. Certified payrolls submitted to the City, the Division of Labor Standards Enforcement and the Division of Apprenticeship Standards shall not be altered or obliterated by the Consultant. (C) The public shall not be given access to certified payroll records by the Consultant. The Consultant is required to forward any requests for certified payrolls to the City Contract Officer by both email and regular mail on the business day following receipt of the request. F. Each Consultant shall submit a certified copy of the records enumerated in Paragraph D above, to the entity that requested the records within ten (10) calendar days after receipt of a written request. Any copy of records made available for inspection as copies and furnished upon request to the public or any public agency by City shall be marked or obliterated in such a manner as to prevent disclosure of each individual's name, address, and social security number. The name and address of the Consultant or Subconsultant performing the work shall not be marked or obliterated. The Consultant shall inform the City of the location of the records enumerated under paragraph D above, including the street address, city and county, and shall, within five working days, provide a notice of a change of location and address. In the event the Consultant or Subconsultant fails to comply within the ten (10) day period, he or she shall, as a penalty to City, forfeit one hundred dollars ($100) for each calendar day, or portion thereof, for each worker, until strict compliance is effectuated. Such penalties shall be withheld by City from payments then due. Consultant is not subject to a penalty assessment pursuant to this section due to the failure of a Subconsultant to comply with this section. G. When prevailing wage rates apply, the Consultant is responsible for verifying compliance with certified payroll requirements. Invoice payment will not be made until the invoice is approved by the City's Contract Officer. H. The Consultant and any of its Subconsultants shall comply with Labor Code §1774 and §1775. Pursuant to Labor Code §1775, the Consultant and any Subconsultant shall forfeit to the City a penalty of not more than two hundred dollars ($200) for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the Director of DIR for the work or craft in which the worker is employed for any public work done under the Contract by the Consultant or by its Subconsultant in violation of the requirements of the Labor Code and in particular, Labor Code §§1770 to 1780, inclusive. The amount of this forfeiture shall be determined by the Labor Commissioner and shall be based on consideration of mistake, inadvertence, or neglect of the Consultant or Subconsultant in failing to pay the correct rate of prevailing wages, or the previous record of the Consultant or Subconsultant in meeting their respective prevailing wage obligations, or the willful failure by the Consultant or Subconsultant to pay the correct rates of prevailing wages. A mistake, inadvertence, or neglect in failing to pay the correct rates of prevailing wages is not excusable if the Consultant or Subconsultant had knowledge of the obligations under the Labor Code. The Consultant is responsible for paying the appropriate rate, including any escalations that take place during the term of the Contract. J. In addition to the penalty and pursuant to Labor Code §1775, the difference between the prevailing wage rates and the amount paid to each worker for each calendar day or portion thereof for which each worker was paid less than the prevailing wage rate shall be paid to each worker by the Consultant or Subconsultant. K. If a worker employed by a Subconsultant on a public works project is not paid the general prevailing per diem wages by the Subconsultant, the Consultant is not liable for the penalties described above unless the Consultant had knowledge of that failure of the Subconsultant to pay the specified prevailing rate of wages to those workers or unless the Consultant fails to comply with all of the following requirements: (A) The Contract executed between the Consultant and the Subconsultant for the performance of work on public works projects shall include a copy of the requirements in Labor Code §§ 1771, 1775, 1776, 1777.5, 1813, and 1815. (B) The Consultant shall monitor the payment of the specified general prevailing rate of per diem wages by the Subconsultant to the employees by periodic review of the certified payroll records of the Subconsultant. (C) Upon becoming aware of the Subconsultant's failure to pay the specified prevailing rate of wages to the Subconsultant's workers, the Consultant shall diligently take corrective action to halt or rectify the failure, including but not limited to, retaining sufficient funds due the Subconsultant for work performed on the public works project. (D) Prior to making final payment to the Subconsultant for work performed on the public works project, the Consultant shall obtain an affidavit signed under penalty of perjury from the Subconsultant that the Subconsultant had paid the specified general prevailing rate of per diem wages to the Subconsultant's employees on the public works project and any amounts due pursuant to Labor Code §1813. L. Pursuant to Labor Code §1775, the City shall notify the Consultant on a public works project within fifteen (15) calendar days of receipt of a complaint that a Subconsultant has failed to pay workers the general prevailing rate of per diem wages. M. If the City determines that employees of a Subconsultant were not paid the general prevailing rate of per diem wages and if the City did not retain sufficient money under the Contract to pay those employees the balance of wages owed under the general prevailing rate of per diem wages, the Consultant shall withhold an amount of moneys due the Subconsultant sufficient to pay those employees the general prevailing rate of per diem wages if requested by the City. N. Eight (8) hours labor constitutes a legal day's work. The Consultant shall forfeit, as a penalty to the City, twenty-five dollars ($25) for each worker employed in the execution of the Contract by the Consultant or any of its Subconsultants for each calendar day during which such worker is required or permitted to work more than eight (8) hours in any one calendar day and forty (40) hours in any one calendar week in violation of the provisions of the Labor Code, and in particular §§1810 to 1815 thereof, inclusive, except that work performed by employees in excess of eight (8) hours per day, and forty (40) hours during any one week, shall be permitted upon compensation for all hours worked in excess of eight (8) hours per day and forty (40) hours in any week, at not less than one and one half (1.5) times the basic rate of pay, as provided in §1815. O. Where either the Contact or the subcontract exceeds thirty thousand dollars ($30,000), the Consultant and any subconsultants under him or her shall comply with all applicable requirements of Labor Code §§ 1777.5, 1777.6 and 1777.7 in the employment of apprentices. Consultant and subconsultants are required to comply with all Labor Code requirements regarding the employment of apprentices, including mandatory ratios of journey level to apprentice workers. Prior to commencement of work, Consultant and subconsultants are advised to contact the DIR Division of Apprenticeship Standards website at https://www.dir.ca.gov/das/, for additional information regarding the employment of apprentices and for the specific journey -to- apprentice ratios for the Contract work. The Consultant is responsible for all subconsultants' compliance with these requirements. Penalties are specified in Labor Code §1777.7. 10.10 Prohibition of Expending City, State or Federal Funds for Lobbying. A. Consultant certifies to the best of his or her knowledge and belief that: 1) No State, Federal, or City appropriated funds have been paid or will be paid, by or on behalf of the Consultant, to any person for influencing or attempting to influence an officer or employee of any local, State, or Federal agency, a Member of the State Legislature or United States Congress, an officer or employee of the Legislature or Congress, or any employee of a Member of the Legislature or Congress in connection with the awarding or making of this Contract, or with the extension, continuation, renewal, amendment, or modification of this Contract. 2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a member of Congress in connection with this Contract, the Consultant shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. B. This certification is a material representation of fact upon which reliance was placed when. this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. C. Consultant also agrees by signing this Agreement that he or she shall require that the language of this certification be included in all lower -tier subcontracts, which exceed $100,000 and that all such sub recipients shall certify and disclose accordingly. 10.11 Debarment and Suspension Certification. A. Consultant's signature affixed herein, shall constitute a certification under penalty of perjury under the laws of the State of California, that Consultant has complied with Title 2 CFR, Part 180, "OMB Guidelines to Agencies on Government wide Debarment and Suspension (nonprocurement)", which certifies that he/she or any person associated therewith in the capacity of owner, partner, director, officer, or manager, is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; has not been suspended, debarred, voluntarily excluded, or determined ineligible by any federal agency within the past three (3) years; does not have a proposed debarment pending; and has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past three (3) years. Any exceptions to this certification must be disclosed to the City. B. Exceptions will not necessarily result in denial of recommendation for award, but will be considered in determining Consultant responsibility. Disclosures must indicate to whom exceptions apply, initiating agency, and dates of action. C. Exceptions to the Federal Government Excluded Parties List System maintained by the General Services Administration are to be determined by the Federal highway Administration. 10.12 Disadvantaged Business Enterprises (DBE) Participation. A. This Agreement is subject to 49 CFR, Part 26 entitled "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs". Consultants who enter into a federally -funded agreement will assist the City in a good faith effort to achieve California's statewide overall DBE goal B. The goal for DBE participation for this contract is 10%. Participation by DBE consultant or subconsultants shall be in accordance with information contained in the Consultant Proposal DBE Commitment (Exhibit 10-01), or in the Consultant Contract DBE Information (Exhibit 10-02) attached hereto and incorporated as part of the Agreement. If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met. C. The Consultant can meet the DBE participation goal by either documenting commitments to DBEs to meet the Contract goal, or by documenting adequate good faith efforts to meet the Contract goal. An adequate good faith effort means that the Consultant must show that it took all necessary and reasonable steps to achieve a DBE goal that, by their scope, intensity, and appropriateness to the objective, could reasonably be expected to meet the DBE goal. If Consultant has not met the DBE goal, complete and submit Exhibit 15-H: DBE Information — Good Faith Efforts to document efforts to meet the goal. Refer to 49 CFR Part 26 for guidance regarding evaluation of good faith efforts to meet the DBE goal. D. DBEs and other small businesses, as defined in 49 CFR, Part 26 are encouraged to participate in the performance of contracts financed in whole or in part with federal funds. Consultant or subconsultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. Consultant shall carry out applicable requirements of 49 CFR, Part 26 in the award and administration of US DOT -assisted agreements. Failure by Consultant to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the City deems appropriate, which may include but not be limited to: (1) Withholding monthly progress payments; (2) Assessing sanctions; (3) Liquidated damages; and/or; (4) Disqualifying the contractor from future bidding as non -responsible. E. A DBE firm may be terminated only with prior written approval from the City and only for the reasons specified in 49 CFR §26.53(f). Prior to requesting the City's consent for the termination, Consultant must meet the procedural requirements specified in 49 CFR §26.53(f). If a DBE subconsultant is unable to perform, Consultant must make a good faith effort to replace him/her with another DBE subconsultant, if the goal is not otherwise met. F. Consultant shall not be entitled to any payment for such work or material unless it is performed or supplied by the listed DBE or by other forces (including those of Consultant) pursuant to prior written authorization of the City's Contract Officer. G. A DBE is only eligible to be counted toward the Contract goal if it performs a commercially useful function (CUF) on the Contract. CUF must be evaluated on an agreement by agreement basis. A DBE performs a Commercially Useful Function (CUF) when it is responsible for execution of the work of the Contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a CUF, the DBE must also be responsible, with respect to materials and supplies used on the Contract, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable), and paying for the material itself. To determine whether a DBE is performing a CUF, evaluate the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the Contract is commensurate with the work it is actually performing, and other relevant factors. H. A DBE does not perform a CUF if its role is limited to that of an extra participant in a transaction, contract, or project through which funds are passed in order to obtain the appearance of DBE participation. In determining whether a DBE is such an extra participant, examine similar transactions, particularly those in which DBEs do not participate. I. If a DBE does not perform or exercise responsibility for at least thirty percent (30%) of the total cost of its contract with its own work force, or the DBE subcontracts a greater portion of the work of the contract than would be expected on the basis of normal industry practice for the type of work involved, it will be presumed that it is not performing a CUF. J. Consultant shall maintain records of materials purchased or supplied from all subcontracts entered into with certified DBEs. The records shall show the name and business address of each DBE or vendor and the total dollar amount actually paid each DBE or vendor, regardless of tier. The records shall show the date of payment and the total dollar figure paid to all firms. DBE prime consultants shall also show the date of work performed by their own forces along with the corresponding dollar value of the work. K. Upon completion of the Agreement, a summary of these records shall be prepared and submitted on the form entitled, "Final Report -Utilization of Disadvantaged Business Enterprise (DBE), First -Tier Subconsultants" CEM-2402F [Exhibit 17-F, of the LAPM], certified correct by Consultant or Consultant's authorized representative and shall be furnished to the Contract Officer with the final invoice. Failure to provide the summary of DBE payments with the final invoice will result in twenty-five percent (25%) of the dollar value of the invoice being withheld from payment until the form is submitted. The amount will be returned to Consultant when a satisfactory "Final Report -Utilization of Disadvantaged Business Enterprises (DBE), First -Tier Subconsultants" is submitted to the Contract Officer. L. If a DBE subconsultant is decertified during the life of the Agreement, the decertified subconsultant shall notify Consultant in writing with the date of decertification. If a subconsultant becomes a certified DBE during the life of the Agreement, the subconsultant shall notify Consultant in writing with the date of certification. Any changes should be reported to the City's Contract Officer within 30 days. M. After submitting an invoice for reimbursement that includes a payment to a DBE, but no later than the 10th of the following month, the prime contractor/consultant shall complete and email the Exhibit 9- F: Disadvantaged Business Enterprise Running Tally of Payments to business.support.unit@dot.ca.gov with a copy to the Agency. N. Any subcontract entered into as a result of this contract shall contain all of the provisions of this section. 10.13 Safety. A. Consultant shall comply with OSHA regulations applicable to Consultant regarding necessary safety equipment or procedures. Consultant shall comply with safety instructions issued by City Safety Officer and other City representatives. Consultant personnel shall wear hard hats and safety vests at all times while working on the construction project site. B. Pursuant to the authority contained in Section 591 of the Vehicle Code, the City has determined that such areas are within the limits of the project and are open to public traffic. Consultant shall comply with all of the requirements set forth in Divisions 11, 12, 13, 14, and 15 of the Vehicle Code. Consultant shall take all reasonably necessary precautions for safe operation of its vehicles and the protection of the traveling public from injury and damage from such vehicles. C. Any subcontract entered into as a result of this contract, shall contain all of the provisions of this Section. D. Consultant must have a Division of Occupational Safety and Health (CAL -OSHA) permit(s), as outlined in California Labor Code Sections 6500 and 6705, prior to the initiation of any practices, work, method, operation, or process related to the construction or excavation of trenches which are five feet or deeper. 10.14 National Labor Relations Board Certification. In accordance with Public Contract Code Section 10296, Consultant hereby states under penalty of perjury that no more than one final unappealable finding of contempt of court by a federal court has been issued against Consultant within the immediately preceding two-year period, because of Consultant's failure to comply with an order of a federal court that orders Consultant to comply with an order of the National Labor Relations Board. 10.15 Inspection of Work. Consultant and any subconsultant shall permit the City, the State, and the FHWA if federal participating funds are used in this Contract; to review and inspect the project activities and files at all reasonable times during the performance period of this Contract. (SIGNATURES ON FOLLOWING PAGE) IN WITNESS WHEREOF, the City and the Consultant have caused this Agreement to be executed the day and year first above written. ATTEST: CONTENTS APPROVED: Cl F PAL SPRINGS, CA B T y r A th y J. bde'ia, City Clerk C u "'� . David H. Read , CNJAWager Date: - Date: �/ o APPROVED AS TO FORM: B JefrSalfincfer, C' ` ttorney 44'tq. Date: b Z 0 CONSULTANT Name: rd APPROVED BY CITY COUNCIL: Date: 7-`-Lagreement No. $9 APPROVED BY MY COUNCL ..,.� ZC Check one: _Individual _Partnership ZCorporation Corporations require two notarized signatures: One signature must be from Chairman of Board, President, or any Vice President The second signature must be from the Secretary, Assistant Secretary, Treasurer, Assistant Treasurer, or Chief Financial Officer. Address: I t a D CM n4e ce� DYtIrG i �Iut _,Dt By: By: Sid ature otarized} Name:__�'yA n) C,,j I e- gitre Z Title: C-Fa Signature (notarized) Name: Z�-t" Title: sc Page 34 of 34 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1189 .,.a .a _a�C_a�.aS�����<��._a._a.a._aS_aSLaC.aS!c�S!TS�•_aS_a�N_c� _a ,a�S✓.v:S�C�4���C_a _ate .ate .a.._a��._a .. A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California ) County of GID5 PYX�rCkS ) On JLkj o 2$ti 2-IDU before me, 0'kta M o M 1 L Date Here Insert Name and Title of 4e Officer personally appeared J(Km Cjiva fT e? , Mty) &�10 A Name(s) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. NIKITAC1i01 WITNESS my hand and official seal. Notary Public g Los Angeless county Ca*r 9t commission t2190531 Signature My Comm. Expires Apr 9, 2021 g Signature of Notary Public Place Notary Seal Above OPTIONAL Though this section is optional, completing this information can deter alteration of the document or fraudulent reattachment of this form to an unintended document. t:o 1, �A p1,-6� rr �43CP_ 11M Z( r4 Description of Attached Document Title or Type of Docume t: Document Date: 7 Z8 Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: = Ua &WIEDY2 'Corporate Officer — Title(s): �_kAStAr4W ❑ Partner — ❑ Limited ElGeneral ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: a Sern K&Ah-. Number of Pages: Signer's Name: _ nln u U Lk $Corporate Officer — Title(s): MAdEM ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: L 'ei4'a -ei -ei4�4��'e'4'd '�4'✓ -eii•y •yy\. 'ei 'p/G�✓, _� •✓•••✓4�4��•L✓i-ri,1%4'ri4-ri4'✓4�. 'ei -ei -er4'c�i-a- 'a�i -aiy 'y '�4'✓ ✓4�✓, .d�.d 02016•nal Notary Association• • • • :11 • " :11 • •: 91 EXHIBIT "A" SCOPE OF SERVICES SCOPE OF SERVICES TO FOLLOWS THIS PAGE PROPOSED REVISED SCOPE OF WORK 3/27/2020 ATTACHMENT "D" REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 SCOPE OF WORK 1.1 Project Description The Project will install an Advanced Dilemma Zone Detection System at each of the proposed intersections including the installation of radar/video detection and replacing the existing signal hardware as necessary. The construction work also includes replacing signal poles and curb ramps as required. 1.2 General Requirements Provide a qualified construction manager (California registration required) who will serve as the Resident Engineer and will be held responsible for all work performed by the consultant during the duration of the project. The Resident Engineer shall have minimum 5 years relevant signal and civil construction management experience. The construction manager will be the City's primary point of contact with the consulting firm; the City's primary representative with the construction contractor and general public; and the party responsible for administering the construction contract for the City • Assignment of a Construction Inspector (for the duration of the project • Provide qualified staff to support the construction manager. Necessary qualified staff shall be available as needed to perform the services required by this RFP. This will include an Assistant Construction Manager who will be the main contact in the field. • Coordinate with the Design Engineer (Michael Baker International). • Consultant shall designate one full/part time qualified personnel to act as Construction Inspector to perform inspection and one part time qualified personnel as Resident Engineer to perform construction management, engineering, and contract administration. No substitutions of these individuals will be allowed unless approved by the City. The Office Engineer and staff will provide administrative, scheduling, outreach, and labor compliance tasks. 2 — Construction Management General Services 2.1 Project Controls System Development Purpose: To develop an integrated cost and schedule information system to provide up to date and accurate information regarding schedule, budgets, expenditures, and change orders to Consultant managers, contractors, Caltrans, and City staff. The master schedule of the Project Controls System (PCS) will enable critical activities and interrelationships between the contractors, suppliers, the City, the City's Project Manager, design engineers, utility companies, and construction manager (including its subcontractors) to be monitored efficiently during the construction phase of the project. The master schedule will identify permit constraints, work area restrictions and other known work and/or coordination constraints. The cost -monitoring element of the PCS will enable project -wide monitoring of expenditures for comparison with the original budgets and budget updates resulting from change orders processed during the life of the project. Monthly reporting will enable accurate cost forecasting at any time. The automation of the above information will enable timely analysis, intervention, and decision making to enable efficient control of the project. Approach: Consultant will develop the PCS using software similar to Primavera P6 and Expedition, Microsoft Word and Excel software, or other system as agreed by the City. A master schedule will be developed by the Contractor and approved by the City summarizing all significant activities of project related entities including the contractor, equipment suppliers, the City project manager, design consultants, and the construction manager. The schedule will be structured to include the following: • Primary contractor work activities, including major submittals required to accomplish the work. • Principal work activities of the Consultant's construction manager, the City's project manager, design consultants, contractors, and suppliers. • Activities related to utility protection. • Relationships between submittals, approvals, procurement, and delivery of materials. Inclusion of the initial long -lead item procurement phase; pre -construction pothole, utility investigation and notification, public notification, schedule, traffic control, stormwater protection, and materials submittals; and actual construction work segregated by location. • Milestones associated with permitting and approvals. Any activity requiring coordination with the City, Cities, Caltrans oversight, and other local utility/regulatory agencies. Substantial and final completion dates. Cost accounting shall correlate with Contractor bid items and incidental included tasks. Assumptions 1. The City will provide a description of the City invoicing requirements and guidelines for project work breakdown structure and cost reporting format. 2. City will provide copies of all consultant contracts including scope of services and budgets. Deliverables: 1. Initial master project schedule following review and approval by the City. 2. Initial project cost. 2.2 Monthly Project Progress Meetings and Reports Purpose: To apprise City management and other stakeholders of Consultant's activities under this contract via written report and monthly meeting. Approach: Consultant will provide a brief written report covering a summary of the status and expenditures associated with each of the tasks described in this scope of work; including highlights of any unusual contractual issues that arise during the reporting period and a listing of approved work that is beyond the boiler plate scope with a determination of who is responsible for the associated additional costs (contractor, project, etc.). Consultant will schedule monthly progress meetings as needed, which will provide for discussion of progress reports and issues related to (a) this agreement and (b) the construction agreements. Assumptions: 1. The project monthly progress report will be provided throughout the contract period. 2. A regular monthly meeting date and time will be established to be held as needed. The meeting may be combined with the regular weekly construction meeting. Meeting date is typically the first week of each month, the same day of the week, i.e., Monday, Tuesday, etc. 3. Written progress reports will be provided to the City at least 5 working days in advance of each progress meeting. 4. City to submit proposed changes/amendments to the monthly progress reports, in writing, to Consultant for its use. 5. Additional project budget expenditures determined to be the responsibility of the contractor will be addressed quarterly with adjustments being made to progress payments. Deliverables: 1. Monthly project progress report. 2. One page summary report. 3. Monthly progress review meetings with minutes/summaries as needed. 2.3 Document Management System Purpose: To establish a system for the timely logging, filing, and tracking of project related correspondence to assure timely responses, and provide a record of communications to enable efficient retrieval and establish the chronology of events for use in dispute resolution. Approach: Consultant will set up a document tracking system to maintain project files. Assumptions: 1. Actual logging, filing, and tracking of project information will be performed under separate tasks and subtasks. 2. The Consultant File Index will conform to the Caltrans filing numbering system. Deliverables: Implementation of a computerized document management system that includes written procedures for use of the Consultant project team. 2.4 Neighborhood Liaison Strategy Purpose: To provide a strategy for dealing with issues related to the impacts of construction on the residential neighborhoods and businesses located adjacent to and within the limits of the project, to respond to public inquiries regarding the project, and to coordinate with law enforcement, emergency services providers, transit agencies, school districts and others as needed regarding construction activities that may impact public safety. Approach: The Contractor will develop in conjunction with the City and Construction Manager a strategy for neighborhood and local community communication related to construction phase impacts and mitigation. Assumptions: Consultant will be responsible for verification of the neighborhood liaison strategy. However, the City will provide general guidelines for community and neighborhood affairs, dictate protocol, and initiate contact with local elected officials, as required. The City will be responsible for the review and approval of the overall plan. Deliverables: 1. Contractor developed outreach plan in coordination with Construction Manager and City. 2.5 Sub -Consultant Management: Purpose: To coordinate and manage sub -consultant services contracted with Consultant. Sub - consultants include inspectors, surveyors, materials testing consultants, and/or others, to be determined at a later date and secured at reasonable rates. Approach: Consultant will coordinate and manage the utilization of sub -consultants for the City in order to comply with the terms of the contract documents and the requirements of regulatory agencies. At the City's direction, Consultant will negotiate and enter into sub -consultant agreements with select sub -consultants. Consultant will work with consultants contracted directly with the City. Consultant will review and approve invoices provided by City consultants and forward said invoices to the City for processing and payment. Assumptions: 1. The City will retain final approval rights over invoices for City contracted consultants. 2. All costs associated with Consultant's sub -consultant services will be billed to the City in conjunction with Consultant's services on a monthly basis. Deliverables: 1. Copies of all sub consultant reports. Original reports will remain with Consultant until project closeout, at which time all originals will be forwarded to the City with the project documentation. 2. Copies of all sub -consultant invoices billed through Consultant. 3. Original invoices reviewed and approved by Consultant for City contracted consultants. The City will provide for Pre -Construction Phase services. 3.1 Pre -Construction Coordination Purpose: In order to minimize the project construction time there will be a need to have a concentrated effort to do as much work in advance of the contractor moving on site and to coordinate with other projects in the vicinity. 3.2 Construction Management Plan Purpose: To provide the City and Consultant with uniform procedures and standards for the administration of the construction contract. Approach: Consultant will develop a plan for conformance with the applicable portions of the Cal= Construction Management Manual and of the Local Assistance Manual. The plan will utilize and refer to various parts from both manuals as appropriate and incorporating a section concerning emergencies. The City approved plan will used by the City, as it deems appropriate. Deliverables: 1. Draft plan for review by the City. 2. After review and comments, provide final plan to the City. 3.3 Contract Bidding Support This phase will be provided by the City 3.4 Local Assistance Documentation / Federal Contract Management Requirements Purpose: To assist the City in field observation, testing and preparation of documentation required for compliance with FHWA Contract Management Requirements as detailed in the Caltrans's Local Assistance Procedures Manual. Approach: Consultant in conjunction with the City will review the Local Assistance Procedures Manual to ensure that all contract administration procedures, documentations, and filing systems are in accordance with the Local assistance Procedures Manual. Subsections included in various chapters have been discussed in detail throughout the sections of the Scope of Services for this project: • Chapter 1, Introduction and Overview • Chapter 5, Invoicing • Chapter 7, Field Review • Chapter 12, Plans, Specifications & Estimate • Chapter 14, Utility Facility • Chapter 15, Advertise and Award Project; including the following sections: ➢ Approval for Local Agency to Administer Projects. ➢ Project Advertisement, ➢ Contract Bid Opening ➢ Contract Award ➢ Award Package Chapter 16, Administer Construction Contracts, including the following: ➢ Project Supervision and Inspection ➢ Pre -Construction Conference and Partnering ➢ Contract Time ➢ Subcontractors ➢ Engineer's Daily Reports ➢ Project Files ➢ Construction Records and Accounting Procedures ➢ Safety Provisions ➢ Labor Compliance ➢ Equal Employment Opportunity ➢ Contract Change Orders ➢ Quality Assurance Program ➢ Contract Claims ➢ Traffic Safety in Highway and Street Work Zones ➢ Construction Engineering Review by the State. • Chapter 17, Project Completion includes the following: ➢ Final Inspection Procedures for Federal -Aid Projects ➢ "As -Built" plans ➢ Report of Expenditures ➢ Consequences for Non -Compliance Chapter 19, Oversight and Process Reviews Chapter 20, Deficiencies and Sanctions All the above Chapters and sections have specific formats, checklists, and procedures that must be implemented as required by the Local Assistance Procedures Manual and Contract Provisions. The City and Consultant will incorporate specific deliverables within the Construction Management Plan and designate the party or parties responsible. Deliverables: Individual approved tasks required for compliance with the Local Assistance Procedures Manual are identified as specific tasks including all required checklists, forms, filing system, procedures for progress payments, change orders, claims, correspondence, as-builts, reporting, permit compliance, permit renewals, final invoicing and claims mitigations and resolutions. Compliance with the Caltrans Construction Manual, Traffic Manual, MUTCD, ADA Guidelines, CAL OSHA Safety Orders, SWPPP & PMP preparation Handbook, and all Bridge Manuals, and the City approved Quality Assurance Plan (QAP) is also required, as applicable. 3.6 Pre -construction Documentation Purpose: To review, document and agree to the existing conditions of the project site and neighboring area conditions prior to the start of construction. Approach: Prior to starting work at each intersection, Consultant, the Contractor, utility company representatives, City and the Cities representatives will record existing conditions via a written log, still photographs, and videotape where required. Consultant will provide copies of all documentation to the Contractor and the City. Consultant will keep documentation originals in the project files until project completion. Deliverables: A written log, still photographs and any videotape depicting existing site conditions, as recorded prior to the start of construction at each intersection. 4 — Construction Management Services Consultant, on behalf of the City, will provide construction management services for administration of the construction contract in conformance with the applicable requirements set forth in the State's Construction Manual, State's Local Programs and Procedures Manual, and the City's requirements. Construction Management services will encompass the Quality Assurance and enforcement of all construction contract requirements. It can be expected that the contractor will be working on site 8 hours per day. CM services are to be provided to enforce construction contract requirements. 4.1 Pre -construction Conferences Purpose: To provide a forum for all essential project participants to meet prior to the start of work. This meeting will outline the City's administration of the contract, introduction of the participants, and record all comments and questions submitted by the contractor. Provides an understanding of the procedures to be used on the project and what the Contractor can expect from the City and its consultants. Approach: Consultant will schedule, prepare the agenda, chair and take minutes of the pre - construction meeting. The meeting will outline project specifics and inform the Contractor of project administration procedures. Assumptions. 1. The City will provide the meeting venue. 2. The City will assist Consultant in developing the attendee list. 3. Consultant will prepare a draft agenda for City approval prior to the meeting. Deliverables: 1. Written agenda and minutes of pre -construction conference. 2. Electronic copies of pre -construction meeting minutes to the attendees. 3. Review and comment on contractor's base -line schedule. 4. Establish ground rules of coordination & communications with contractor and designer concerning the processing and reviewing of submittals and RFI's. 5. Maintain construction documents per federal requirements and as detailed in Chapters 15, 16, 17 and other relevant Chapters of the Local Assistance procedures Manual. 6. Enforcement of DBE requirements. 7. Enforcement of Labor Compliance Requirements, including completion federal Labor Compliance Pre -job Checklist. 8. Enforcement of Quality Assurance Program 9. Discussion of environmental permits requirements. 10. Discussion of utility company requirements. 4.2 Communications and Correspondence Purpose: To provide for and/or facilitate effective communication, on behalf of the City and Cities, and among all stakeholders in the administration of the construction contract. Approach: Consultant will obtain all pertinent information as required to develop a project directory of all key personnel and stakeholders working on the project. Consultant will log all information received from the Contractor and others. Lastly, Consultant will prepare and/or forward appropriate responses, obtaining City approval when required. Assumptions: 1. The Consultant Correspondence Log will be used for all correspondence received from the City, the Contractor and others. 2. All original correspondence will remain with the Consultant project files. Only copies will be distributed, with the exception of shop drawing submittals. 3. The Consultant project files will be turned over to the City upon the conclusion of the project. Deliverables: 1. Written logs of information received from the City, the Contractor, design consultants, biologist, testing firm, citizens and/or others. 4.3 Project Changes and Construction Change Order Management Purpose: To review proposed changes to the project and determine if the change is necessary and/or beneficial to the project, and if such changes constitute a change order. To provide a system for logging and tracking all changes on the project. To provide the City with assurance that the Contractor is not presenting requests to be paid for additional work included in the original contract. To assure the City that the associated extra work costs and time extension requests are fair and reasonable to both the City and the Contractor. Approach: Consultant will review potential changes to the project for contractual and technical merit, prepare independent cost estimates and schedule analysis of work, discuss proposed changes with City, and negotiate change order costs with the Contractor. Consultant will prepare change orders with all required support documentation for execution by the City. Consultant will keep the City apprised of cumulative changes in project cost and project duration. Consultant will negotiate change orders in coordination with the City and will use the following approach in assisting & coordinating the process with the City: Requests for Changes by the City 1. Consultant will forward a Request for Quote (RFQ) to the Contractor for pricing and stipulation of proposed time extension, if requested work can be shown to impact the project's critical path. The RFQ shall contain a description of the extra work (normally provided by the Designer) to fairly price the work. 2. Consultant will prepare an independent cost estimate of the extra work. 3. Consultant will review the cost quote from the Contractor for completeness, negotiate cost and time extension requests as required and, obtaining City concurrence throughout the process. Obtain City authorization for proceeding with the change, based on definitive cost and time extension values. 4. Should Consultant and the Contractor be unable to negotiate a reasonable price, the City will be consulted prior to directing the work via alternative contract change options such as proceeding on a time and material basis or proceeding by force account. Requests for Changes by Contractor 1. Consultant will review requests of proposed cost and/or time impacts for merit. If Consultant determines the request fails on merit, the Contractor will be informed of the reasons why the request is denied. Should Consultant determine the request has merit; Consultant will proceed with steps 2 and 3. 2. Consultant will prepare an independent cost estimate and schedule analysis of the work. 3. Consultant will negotiate extra work cost and time extensions with the Contractor. 4. Consultant will prepare change order documents for approval and execution by the City. Assumptions. 1. Consultant will have authority to make minor changes to work that it determines to have no cost or time impacts to the construction project. 2. Consultant will be allowed to use their own judgment regarding how best to handle cost negotiations with the Contractor, but will keep the City informed throughout the process. 3. Consultant will prepare official change order documentation to be processed with the Contractor's regular application for payment. 4. Consultant will transmit electronic copies (MS Word *.docx files) of change order documentation to the City's Project Manager or City Engineer. 5. Consultant will obtain final approval of all project cost and/or project time changes from the City prior to authorizing the Contractor to proceed with changes. Deliverables: 1. Perform quantity and cost analysis as required for negotiation of change orders 2. Analyze additional compensation claims that are submitted during the construction period and prepare responses. 3. Perform claims administration including coordinating and monitoring claim responses, logging claims and tracking claim status. 4. Change order documentation ready for approval and execution by the City. 4.4 Monthly Construction Progress Reports Purpose: To keep the City apprised of the project status during the prescribed construction period. Approach: Consultant will prepare a monthly report that provides construction status to the City and other involved parties. The monthly report shall contain the following: 1. Status of contractor's schedule and what the contractor is doing to maintain or catch up if the schedule has slipped. While the focus will be on critical path items, other items that might become critical will be discussed in the report. 2. Construction and construction manager's costs incurred for the month. 3. Cash flow projections for both the contractor and Construction manager. 4. Identify actual and potential problems associated with the construction project and consult with the Project Manager and design engineer. 5. Evaluate Cost Reduction Incentive Proposals (CRIP) and provide recommendations to the City Engineer for acceptance or denial. 6. Potential Issues, pending change orders and executed change orders. 7. Photographs to show construction activities and for clarity regarding special issues. 8. Other information deemed necessary for the City to have a concise understanding of the construction Projects. Assumptions: The City will assist Consultant in the initial formatting of the first report. Deliverables: 1. Monthly progress report. 2. One page summary report for distribution to Senior City staff or elected officials. 4.5 Schedule Monitoring Purpose: To monitor and review the Contractor's schedule, after acceptance of the baseline schedule, to ensure that the project is not being delayed over issues within the control of the Contractor. Approach: Consultant will review the Contractor's monthly schedule updates for logic, duration, and resource changes. Consultant will notify the Contractor of discovered changes, require corrections, and document the Contractor's response, for the record. Consultant will keep the City apprised of the Contractor's current construction schedule. The contractor will be required to submit and maintain a "3 week look ahead" subset of the schedule. Assumptions: Contract specifications will require the Contractor to use Critical Path Method (CPM) scheduling tools/software. The preferred scheduling software is P6 or Suretrak by Primavera. Gantt charts will be strictly forbidden. Deliverables: 1. Consultant will prepare and transmit to the Contractor schedule review comments. 2. Monthly review of contractor's schedule updates and provide a summary to City on schedule status and impact of changes to completion date. 3. Monitor and facilitate utility coordination with various utility companies and the Contractor. 4. Incorporate relocations in the schedule and report any delays and impacts to the completion date. O C 4.6 Cost Monitoring Purpose: To provide the City with a system that is easy to understand and provides up-to-date cost information for making timely decisions. Approach: Using a combination of software like Expedition and Excel, Consultant will generate spreadsheets and graphs for the purpose of monitoring anticipated and actual cost outlays. Assumptions: The City will provide direction regarding desired cost monitoring information and report formats. Deliverables: 1. Monthly cost monitoring reports in a format to be determined. 2. Monthly progress report for the City describing key issues, cost vs. budget status, and schedule status. 4.7 Progress / Coordination Meetings Purpose: To provide a forum for the review of the project status, the look -ahead schedule including activity sequence and duration, schedule for delivery of long lead items, outstanding RFIs, submittals, and other project issues. Approach: Consultant will conduct weekly progress/coordination meetings at City Hall, to be attended by the City, the Contractor, Consultant, and other invitees. Consultant will request the City, other affected cities (if any), and the Contractor to submit agenda items for the meetings. Using the proposed agenda items and agenda items developed in house, Consultant will prepare a comprehensive agenda for the meeting and distribute the agenda to all parties scheduled to attend. Following the meeting, Consultant will distribute meeting minutes, requesting either the concurrence of those who attended, or suggested corrections to the minutes. Minutes will be filed as either approved or amended. Assumptions: 1. The City's and Contractor's staffs will be able to meet on a regular basis with minimal absences. 2. Meetings will not take place more than once a week and will not last longer than one hour. 3. The Contractor will submit a look -ahead schedule (2 or 3 week) at each meeting. Deliverables: 1. Agenda with status of open items from previous meetings. 2. Meeting minutes, for review, with action items noted. 3. Amended meeting minutes, if required. 4. Submittal, Issues log, Change Order log and RFI and RFQ working logs. 4.8 Payment Recommendations Purpose: To verify that the Contractor's request for payment does not represent more than an amount that is reasonable for the work done on a monthly basis. To prepare progress payment recommendations on behalf of the City for work completed and materials stored on hand (if allowed). Approach: Consultant will review and approve the Contractor's monthly progress based on the percentage, or actual quantity of work activities complete. The Contractor will submit a certified application for payment to Consultant for final review. Once approved, City will prepare a payment application certificate, using software similar to Excel, for approval and execution by the City. The Contractor will be required to submit all other corroborating and required information to support the pay request and project reporting including but not limited to Certified Payrolls and corrective actions, DBE Running Tally Payments, schedule update, material certificates, stormwater reports, and all other required documentation. Assumptions: 1. The City will make payments in accordance with the contract stipulations and State Law to the Contractor once each month upon submittal of an approved pay request application. 2. The Consultant will use software that is acceptable to the City for use preparing progress payment application certificates. Deliverables: 1. Contractor's certified application for payment and supporting documentation. 2. Progress payment request documents suitable for approval and execution by the City. 4.9 Safety Purpose: To review the Contractor's work site safety and notify the Contractor of unsafe conditions, as observed. Implement the CAL OSHA Safety Orders requirements for providing safe work site conditions. Approach: Consultant will observe contractors' work area. Contractor is to be informed if unsafe work conditions and/or areas are observed. Immediate shutdown of contractors' work may be required if conditions endanger property and/or life. Random attendance of contractor's tailgate meeting. Consultant will conduct its own bi-weekly staff safety meeting to discuss specific safety procedures and issues relating to current or upcoming construction activities requiring unique safety procedures. It is understood that the Contractor remains fully and solely responsible for safety conditions and compliance within his work area. Assumptions: 1. Contract document requires Contractor to submit its safety program and safety officer prior to the start of work 2. Contract documents or Contractor's safety program requires contractor to submit accident reports. 3. Consultant assumes no responsibility for safety of Contractor's work areas. 4. Consultant assumes no responsibility for implementation of Contractor safety program or its construction means and methods. Deliverables: 1. Accident reports from Contractor. 2. Bi-weekly safety meeting minutes 3. Copies of safety issues discussed during contractors tailgate meetings. 4.10 Neighborhood Communication /Public Information Purpose: To provide an efficient means for keeping traveling public, adjacent residents and businesses appraised of the work activities they will encounter during construction. To provide a local contact telephone number that residents and businesses may contact to pose questions and discuss concerns. Approach: Contractor in coordination with Consultant and City will develop an approved public outreach plan and materials, and distribute materials and information to project stakeholders, community, residents, businesses, and others as determined necessary for information, outreach, and feedback purposes. Assumptions: All information for public use is to be reviewed for concurrence by the City and provided to the City as requested. Deliverables: 1. Document questions posed by residents and business owners and responses to them. 2. Local contact number for Consultant. 3. 24-hour hot line 4. Provide Draft "Friday" report items to the City and draft news releases as needed. 5. Coordinate with CHP, law enforcement, emergency services, transit, schools, etc. regarding construction activities that may impact public safety. 4.11 Traffic Control and Signal Timing The following may be provided as an Optional task for consideration by the City. In any case, the Contractor will be required to maintain a safe environment for vehicles and pedestrians, and keep the traffic signal operator informed as to the work at all times. Purpose: To provide an efficient means for keeping traffic flowing through the site to adjacent residents and businesses during construction. Approach: Using a Traffic Engineer, Consultant will provide the necessary expertise to evaluate and modify permanent and temporary traffic controls, including signal timing as necessary to ensure the safe and efficient handling of traffic through the project site. Work with the City's traffic engineering offices. Assumptions: 1. Any City, Caltrans and city desired changes to the traffic handling will be communicated to Consultant in a timely manner. 2. Any Contractor desired changes to the traffic handling plans will be handled per Section 4.3 of this scope and require City concurrence prior to implementation. Deliverables: 1. Monitor, review and provide recommendations for modifications to traffic handling during the course of construction. 2. Prepare signal timing charts for traffic signals within and adjacent to project site as necessary to promote improved traffic flow for the various phases of construction and maintain coordinated timing to the extent possible (i.e. time based coordination/gps or wireless communication). 3. Work with the City to implement those signal timing charts. 4. Provide a recommended signal timing chart for implementation at project completion based on the ultimate configuration 5. 5. Include as an alternate 5 intersections with full Synchro simulation. 4.12 Submittal Management and Review Purpose: To provide an efficient means of processing and reviewing submittals, including working drawings, shop drawings, product data, sample and other items furnished in accordance with Sections 5-1.02 and 5-1.02A of the State Standard Specifications, from the Contractor and forwarding applicable submittals to the Project Designer as may be appropriate. Approach: Using software similar to Expedition, Consultant will develop a comprehensive submittal list for distribution to the Contractor and the Designer. Consultant will update and submit status submittal logs for review at each coordination meeting. Consultant will work with the Contractor and Designer (where applicable) to encourage timely submission, review and approval of submittals as outlined in the Contract Documents, prior to inclusion of submitted materials in the progress of the work. In addition, Consultant will perform the engineering reviews and approvals for working drawings and calculations provided by the Contractor in accordance with Sections 5-1.02 and 5-1.02A of the State Standard Specifications and within the review timeframes as specified in the applicable sections of the contract documents and specifications. The following steps will be taken in reviewing the Contractor's submittals: 1. Log all submittals by Specification Section. 2. Ensure that the Contractor has provided a complete submittal, coordinated with the work of other trades, and that all deviations have been noted. Submittal is returned to the contractor if it is not complete. 3. Construction Manager reviews submittal for general compliance with the specification. 4. Applicable Submittals are forwarded to Designer for formal review. Submittal status is logged. 5. Submittals sent to Designer are returned to Consultant. Submittal status is logged. 6. Consultant to perform review of submittals consisting of working drawings and calculations furnished in accordance with Sections 5-1.02 and 5-1.02A of the State Standard Specifications. Such submittals shall be reviewed and approved by Consultant's Resident Engineer in accordance the above sections, other applicable sections of the State Standard Specifications and the Caltrans Inspection Manuals for the associated work. 7. Approved submittals are returned to the Contractor for use in work. Submittal status is logged. 8. Consultant to inform Contractor if a re -submittal is required. Assumptions: 1. Consultant will not be responsible for errors or omissions in submittal lists. 2. Coordination and submission of submittals in accordance with requirements of the contract is the responsibility of the Contractor. 3. City will provide a listing of submittals to be reviewed by the Designer or others including City staff. 4. Consultant will not make an exhaustive review of Contractor's submittals except as noted above. 5. Consultant will forward to the Designer all submittals designated by the City to be reviewed and approved by Designer. These submittals are typically for pre -manufactured materials and assemblies specified in the Contract. Deliverables: 1. Submittal status log. 2. Check Calculations, where required. 3. Copy of all approval letters, approved working drawings, submittals and final submittal log. 4. Request for Information (RFI) Management 4.13 Request for Information (RFI) Management and Review Purpose: To provide an efficient means of processing Requests for Information (RFIs) submitted by the Contractor. The efficient management of RFIs permits timely communication between the Designer and the Contractor. Approach: Consultant will receive, log and review all RFIs for completeness and verify the question is reasonable and understandable. Consultant will provide a short technical review of the RFI tc determine if the issue is addressed adequately in the contract documents. Consultant will return the RFI if the question is unclear or, in the opinion of Consultant staff, the answer is contained in the contract documents, noting where the requested information can be found in the contract documents. Consultant will track RFIs, using the software similar to Expedition, and facilitate the timely response from the Designer. Assumptions: The Designer will respond with an answer to all RFIs within the contract stipulated time period for response. Facsimile or e-mail will be used to forward RFIs to the Designer and return responses to the Contractor, with original documents to follow. Deliverables: 1. Comprehensive log of all outstanding RFIs and their status. 2. Prepare responses to RFI's related construction issues 3. Transmit design related RFI's to design engineer and copy City Project Manager. 4. Conduct meetings with the Contractor and other parties as needed to discuss and resolve RFIs. 4.14 Document Management Purpose: To provide the City with an electronic means of tracking all documents exchanged between the parties involved in the construction of the project. Approach: Consultant will use software similar to Primavera Expedition and the Consultant File Index modified to conform to the Caltrans filing system to log all documents in the consultant office. Documents will be scanned into the document control system and attached to the file index categories. All documents will be filed as an electronic file and hardcopy. Assumptions. 1. Consultant will use software similar to Primavera Expedition. 2. The City may not use the chosen software. Deliverables: 1. Comprehensive logs of all documents in the project files (electronic and hardcopy). Electronic files shall not require special software to read or access. 2. All hardcopy project documents exchanged on the project between the various parties. 3. Establish and process project control documents to include: ❑ Daily inspection and Resident Engineer's diaries ❑ Public Outreach Correspondence ❑ Weekly Statement of Working Days ❑ Monthly progress report and monthly progress pay estimate ❑ RFI's, Submittals ❑ Correspondences with Contractor, Caltrans, Permitting Agencies, Utility Companies, Regulatory Agencies, and other stake holders ❑ Survey requests and survey notes ❑ Materials receipts, materials testing results, and certificate of compliance ❑ Mix designs for PCC, CTPB, AC, AB 4.15 Review Certified Payrolls Purpose: To verify the Contractor provides certified payroll reports in conformance with the provisions of the contract and applicable State and Federal Law. To verify the certified payroll reports contain information required by the Labor Code. Approach: Consultant will receive and review certified payrolls from the Contractor and each of its subcontractors. Consultant will check for the "Statement of Compliance" from the Contractor and/or subcontractors, and spot-check wages for each classification of laborer or craftsperson. Consultant will notify the City and the Contractor of discrepancies and/or errors and request a corrected Certified Payroll. Provide suggestions to the City for any payment withholding or other corrective actions to be taken for certified payroll deficiencies. Assumptions: 1. Consultant will conduct employee interviews, for the purpose of verifying payment of prevailing wages. Consultant will perform a minimum of one interview per trade, per contractor per month. 2. Consultant will not be held responsible for enforcement of the Labor Code. 3. Consultant will maintain a weekly list of subcontractors working on the project. 4. Consultant will not be responsible for identifying every worker on site. Deliverables: Hardcopies of the Contractor's certified payrolls maintained in the project files. 4.16 Storm Water Pollution Prevention Plan (SWPPP) Purpose: To protect the City from potential fines from regulatory agencies by monitoring contractors' activities regarding pollution prevention controls and/or activities, for general compliance with the contractor's SWPPP Best Management Practices (BMP). Approach: Consultant will observe the contractor's work area for general compliance with the SWPPP Best Management Practices (BMP) and notify the contractor if the pollution prevention controls are not in accordance with the SWPPP. Failure to revise and correct conditions will be cause to have the City take corrective action. Immediate shutdown of the contractor's work may be required, if conditions are in non-compliance with the SWPPP or other permit conditions. C Assumptions: 1. Consultant will not provide full time inspections of contractor's work areas for compliance with the contractor(s) SWPPP and BMP. 2. Consultant will not be responsible for contractor(s) means and methods for complying with the BMP listed in the SWPPP. 3. Consultant will not be responsible for costs incurred by the contractor(s) for its failure to comply with its SWPPP. 4. Consultant will document site conditions with respect to SWPPP and BMP weekly and maintain a separate file for said reports. Deliverables: Contractor(s)' SWPPP monitoring reports and Consultant documentation of site conditions kept in project file for the record. 5.1 Inspection and Documentation Purpose: To provide the City with documentation of construction activities, duration of activities, manpower and equipment allocation, inspections, and work conditions. Approach: Consultant will provide experienced and qualified inspectors acceptable to the City. Inspectors will document the Contractors' daily activities, manpower loading, on -site equipment and items considered pertinent to the project. Construction contractor may be working on site 8 hours per day. CM services are to be provided to enforce the construction contract requirements. Consultant will coordinate and manage the utilization of Consultant's inspectors for the purpose of providing daily inspections and/or special inspections as deemed necessary and beneficial for proper completion of the project, or, at the City's direction, Consultant will negotiate and enter into sub -consultant agreements with qualified inspectors including special inspectors, as needed and defined in Task 2.5. Assumptions: 1. Consultant shall provide inspectors who are experienced and qualified for the inspection required. 2. All inspections will be within the project limits. Deliverables: 1. The Inspectors will ensure compliance with all aspects of this construction contract by continuously monitoring, evaluating, approving or rejecting the contractor's work in accordance with the approved construction contract and Caltrans requirements. 2. Consultant Inspector's daily and/or special inspection reports maintained in the Consultant project files and turned over to the City at the completion of the project. Copies of these daily reports will be submitted on a weekly basis or upon request. 3. Take and maintain digital photographs and videos as necessary to provide documentation of construction activities. All photos will be logged, dated and kept at the field office in a bound folder (hard copies and electronic copy). 4. Verify field measurements for compliance with contract plans and specifications and provide quantity calculations for progress payments. 5. Continue to update an As -Built set of plans and review contractor's marked set. 6. Attend weekly project meetings. 7. Monitor the updated construction schedule 8. Review laboratory, shop and mill test reports of materials and equipment, and compare to approved submittals to ensure compliance. 9. As appropriate, schedule special inspection or testing, or make recommendations to the Construction Manager and City regarding special inspections or testing of work not in accordance with the provisions of the contract documents whether or not such work is fabricated, installed or completed. Subject to review by Caltrans, City and cities, Inspector may reject work which does not conform to the provisions of the contract and approving agencies. 10. Establish and process job control documents including: ❑ Daily inspection diaries ❑ Review and approve monthly construction progress payment ❑ Review and coordinate Request for information ❑ Coordinate Survey requests ❑ Collect and file Materials receipts ❑ Collect and file Weigh master certificates ❑ Collect and file Materials submittals ❑ Review Weekly statements of working days ❑ Monitor and verify Construction change orders ❑ Collect and transmit certified payrolls 5.2 Materials Testing, Construction Testing & Quality Assurance Program (QAP) Purpose: To provide documentation of project site construction and laboratory testing of materials used in the project for the purpose of demonstrating quality and acceptability of materials and workmanship incorporated into the project and in compliance with the contract documents. Approach: Consultant will coordinate and manage the utilization of the materials and testing laboratory for the purpose of providing laboratory and field-testing of materials in accordance with test methods and frequencies specified in the contract documents, as required by the California Test Methods, and the approved Quality Assurance Program. Assumptions: 6 1. It is assumed that the City will not provide the Materials Testing services on this contract under the direction of the CM. 2. Consultant shall provide material testers and laboratory technicians who are experienced and qualified for the inspection required. 3. Consultant will ensure the implementation of the Quality Assurance Program for source inspections, materials acceptance, and special inspections as required by the contract. 4. All material testing, materials acceptance and special inspections will be within the project limits or as required by the contract. 5. Contractor must advise that the project is ready for testing. The CM will ensure testing is complete and materials are deemed acceptable. Deliverables: 1. Laboratory test reports maintained in the Consultant project files and turned over to the City at the completion of the project. 2. Summary sheet of all test reports submitted by others to substantiate compliance with contract documents. 3. Summary sheets of all Certificates of Compliance or source release tags furnished by the Contractor along with the applicable delivered materials at the job site. 4. Testing summary sheets. 5. Coordinate source inspections and special inspections as required by the contract document and the Quality Assurance Program. 5.3 Surveying Purpose: To review and approve Contractor's construction survey staking for the construction of curb & gutters, curb ramps, sidewalks, and signal poles as may be required for completion of the Project. Approach: Contractor is required to furnish and supply all construction surveying staking services necessary for the construction of this project. Resident Engineer will review contractor's survey staking for completeness and adherence to the boiler plate of approved survey activities (including interval spacing). Consultant shall ensure the contractor provides survey staking services in conformance with Section 11 "Engineering Surveys" and Section 12 "Construction Surveys", both of the Caltrans Survey Manual, the Land Surveyors Act and the following requirements: 1. Responsible Charge for the work shall reside with a Registered Civil Engineer possessing a license issues prior to January 1, 1982, or a licensed Land Surveyor, issued by the State of California. 2. Construction staking shall begin no later than two working days after the initial request is made through the Consultant's Resident Engineer and received by the Land Surveyor; working days will be determined by the Land Surveyor's standard work week. 3. Consultant will ensure that review of all Contractor's survey -staking services is coordinated to meet the contractor's operations schedule. Any penalties associated with time delays that are a result of a failure to review staking requests in a timely manner will be borne by the Consultant. 4. Consultant will check field staking notes after staking. Assumptions: 1. It is assumed that the City and Consultant will not provide the Survey services on this contract; all survey will be provided by and under the direction of the Contractor. 2. A minimum standard of survey quality shall be that of similar surveys performed by Caltrans. Deliverables: 1. Maintain log of construction staking requests. 2. Maintain a construction -staking plan set in the field office for review, reference, and document any as -built changes. 3. Maintain files of all field notes for review and reference. 4. Limits of clearing and grubbing will be flagged at 100-foot intervals. 5. Slope Stakes will be placed at 50-foot intervals. Rough grade will be staked at all grade breaks and at 50-foot intervals. Slope stakes will be provided for roadway. 6. Finished grading stakes will be provided at all grade breaks and points of curvature (BC, EC, PRC, PCC, etc.) with curb and gutter stakes placed at 25-foot intervals, and edge pavement stakes placed at 50-foot intervals. Additional stakes at intermittent intervals can be provided where project conditions require, such as tight radius curves, etc. 7. Other improvements such as permanent delineation, signs, lighting, signals, traffic detector loops, guard rails, etc., will be staked by the Contractor. 8. Monuments established by the Contractor shall be marked by the Contractor with appropriate disks, plugs, or tags. In addition, the Consultant shall ensure the Contractor identifies established monuments by tagging or stamping the monuments with the license or registration number of the Contractor's surveyor who is in "responsible charge" of the work. Replacement of Survey monuments shall be the responsibility of the Contractor. All new monuments shall be set in accordance with current Caltrans, City and Land Surveyors Act requirements. The Contractor shall perform preconstruction assessment of all survey monuments in the project area; file survey records and establish reference points for all monuments that will be disturbed by construction; reestablish disturbed monuments after construction; file survey record with the County; and provide copies of all documentation to the Construction Manager and City. 5.4 Review and maintain "As Constructed Schedule" Purpose: To track contractor's progress during construction of the project. Approach: Consultant will use the daily inspection reports prepared by Consultant inspectors, the contractors' schedule, site observations, and other sources of information, to track and document the contractor's actual progress. The contractor's baseline critical path schedule or most recent accepted update will be used as a basis for comparing planned versus actual progress. The CPM software described in Section 3 will be used to track the contractor's progress and build a schedule based on the contractor's activities. Assumptions: Monitoring will be on a continuous basis and the "as constructed" schedule will be updated monthly. Deliverables: An "As Constructed Schedule" with one electronic file (readable by software used by the City) and one hardcopy. 5.5 Maintain Photographic Records of Construction Progress Purpose: To provide the City with a photographic record of the project, before, during and after construction. Approach: Using digital photography, Consultant will record the Contractor's progress during construction on a continuing basis. Care will be taken to record all items and/or conditions that have or may have a bearing on claimed extra work. Specified still photographs will be labeled with captions indicating subject matter, date taken, and any description required to further clarify the item/issue being photographed. Assumptions: All photographs will remain at the Consultant office until the end of the project. Deliverables: 1. A detailed photographic history of all phases of the project will be maintained and the photographs will be indexed for ease of retrieval. Specified photographs will be labeled as to location, direction of view, date, time, and description of work. Photos will include, but not be limited to, the following: • Showing existing conditions prior to construction • When opening or changing a detour; BMP's; Traffic control • Barricade placement • Disputed work item • Work that has to be duplicated, replaced or removed • Completed work • Extra work 5.6 Review and Maintain "As Built" Drawings Purpose: To provide the City with accurate record drawings for the project. Approach: Consultant will monitor the contractor's required record drawings on a monthly basis. In addition to monitoring the contractor's drawings, Consultant will maintain a copy of the contract plans for the project. Consultant will ensure that items that may not normally be shown on the contractor's set of record drawings, but are of importance to the City, cities and Caltrans, are included in the as -built drawings. This information is not necessarily construction related, but is project related and may be important in future maintenance and/or construction projects. Assumptions: 1. Contract documents will require contractor to prepare redline as -built drawings to reflect as- built conditions during the course of construction. 2. The Consultant will be responsible for ensuring the contactor maintains red line changes and will responsible for making redline changes to one complete set of plans. 3. Consultant will assist in answering questions regarding the red line drawings, providing sketches or other clarifications to the design engineers for preparation of final as built record drawings. Deliverables: One set of marked up contract drawings. This set will be in addition to the contractor's marked up set of contract drawings. 5.7 Final Inspection and Punch -list Purpose: To identify elements of construction requiring correction prior to final acceptance by the City. Approach: Consultant will perform a project inspection of the completed construction following substantial completion. During the inspection, the Consultant will develop a list of contract work requiring correction or rework. The written list of deficient work (punch -list) will be delivered to the City and CONTRACTOR within three (3) working days of the final inspection. The final punch -list will include items to be corrected that were identified previously during the course of construction. Assumptions: 1. The City will identify any key City or other permitting agency (Caltrans, City) personnel to be included in the final inspection. 2. Consultant will contact and schedule all required final inspection personnel 48 hour prior to the final inspection. 3. Consultant will prepare the final punch -list. Deliverables: Final punch -list 5.8 Final Acceptance — Punch List Assistance Purpose: To provide the City with reasonable assurance that the work of the project has been completed in compliance with the general intent of the contract documents. Approach: Consultant will coordinate a walk-through with the City, the Designer, the City, and the Contractor. Consultant, with assistance from the City, the Designer will prepare a punch list indicating all deficiencies and/or omissions noted in the walk-through. Consultant will then forward the punch list to the Contractor for correction of the work in accordance with timelines defined in the contract. Consultant, in conjunction with the City, will inspect items on the punch list once the Contractor has notified the Consultant that the work is complete. Completed items on the punch list will be signed off by the Consultant. Upon completion of the punch list work the Consultant will notify the City that the work is complete and forward a copy of the completed punch list. Assumptions. Consultant will provide a preliminary punch list of outstanding work items to the Contractor. Cm will ensure all punch list items are completed prior to requesting a final walk-through from the City, the City, the Designer and Caltrans. Deliverables: Completed and signed -off punch -list submitted to the City with the closeout documents. —C n Closeout Activities 6.1 Contract Closeout Purpose: To provide the City with final closeout documentation, including any permit completion documentation. Approach: Consultant will turn over all project files, contract correspondence and documents including final logs at time of project completion. Assumptions: City will file final Notice of Completion and Acceptance of Work. Deliverables: 1. Notice of Completion form for City. 2. Notices of Completion for any Permits, including "duplicate" permits for project and documentation showing the NOT has been recorded. 3. Copy of the Contractor's performance bond, good for the warranty period. 4. Final project documentation in accordance with the requirements of the Caltrans local assistance manual and FHWA requirements. 6.2 Project As -Built Drawings Purpose: To provide the City and Caltrans with accurate record drawings indicating all changes and as - built conditions. Approach: In addition to monitoring the Contractor's record drawings, Consultant will maintain a copy of up-to-date contract plans for the purpose of aiding the Designer in final review of the record drawings. Assumptions: 1. The Contractor will be responsible for preparing the record drawings in both reproducible and electronic formats. 2. Consultant will assist the Designer in review and final approval of the as -built record drawings. Deliverables: One set of contract drawings indicating recorded changes to the contract, as maintained by Consultant. This set will be in addition to the Contractor's marked up set of contract drawings. Provide one copy of the revised Mylar drawings. The design consultant will prepare the record drawings for the project. 6.3 Final Project Report Purpose: To provide the City with a written history of the construction contract. The contents of the final report are to fulfill federal requirements for federal financial participation. Approach: Consultant will review the project documents and prepare a written report for the City. As a minimum, the report will include the following: 1. Names of all organizations involved with the Projects, i.e., City managers, contractor and any other parties that may have a significant part in the construction of the projects. 2. Chronological history of the construction effort, to include all significant dates. 3. Contract amounts at bid time with all other bids in tabular form. 4. Change order history, to include summary statement about each change, negotiated cost of each change and other information deemed necessary by Consultant and the City's Project Manager. 5. Summary of Requests for Information, in tabular or matrix form. 6. Summary of outstanding claims not resolved when the notice of completion is filed. 7. Summary of final contract amount. 8. Final DBE Report. 9. Project photographs. 10. "Lessons learned" Assumptions. - City will provide input to Consultant regarding the form of the final report and federal required documents to be included in the report. Deliverables: One hard copy and one electronic file will be provided. 6.4 Final Payment, Final Report of Expenditure Checklist Purpose: To provide the City with the final contract cost and final balance due the Contractor. Also prepare Report of Expenditure Checklist for federal reimbursement including all necessary attachments. Approach: Following completion of the contract work, Consultant will, in accordance with the Designer, determine the final quantities and cost of all outstanding unit price work and all outstanding approved change order work. Consultant will prepare for the City and the Contractor, a final balancing change order quantifying the final contract amount. Contractor will include amount of final balancing change order in submission of last certified application for payment, submitted to Consultant. Once approved, Consultant will forward application for payment to the City for final approval and processing. Assumptions. 1. There are no outstanding issues or claims. 2. The City is responsible for filing Notice of claims prior to release of final payment. Checklist for federal reimbursement. Completion and addressing all subcontractor The City will file the Report of Expenditure Deliverables: 1. Recommendation of Final Pay Estimate including finalized bid items, claims, change orders, punch -list items, and corrected shop drawings. 2. Contractor's last certified application for payment with application certificate. 3. Report of Expenditure Checklist with attachments 4. Federal final report including all attachments. 6.5 Audit Support Purpose: To assist City during any future audits of the project. Assumptions. City may be audited one or more times following project close-out. The City will issue a future task order to pay for support services during any such audits, should they request these services. Deliverables: Consultant will participate in the audit process at the City offices and provide any and all documentation from the project as requested by the auditors, and attend meetings as needed. . Keli. M M u. Consultant will maintain an office site within reasonable proximity to the project area (Consultant's office is located in the City of La Quinta). This space shall be utilized to store documents and equipment, and may be available for project meetings. 8 — Limitation of Representation of Scope of Work The general scope of work included herein is intended to assist the City in meeting compliance with Caltrans and federal aid funding requirements, to document construction contract conditions, operations, quantities, and conformance to the contract. The proposed fee accompanying this scope of work is defined by State of California prevailing wage law on an hourly basis specifically for the Construction Inspector, and by agreement for the other Consultant team members. While the best effort has been made to estimate the required hours to fulfill this scope of work, Consultant shall not be obligated to incur uncompensated expense to complete this or added work, save for that work to which Consultant is obligated to correct due to errors or omissions due to his own fault. Work required in excess of the agreed fee and hours shall be agreed and authorized prior to proceeding with said work. EXHIBIT "B" CITY'S REQUEST FOR PROPOSALS CITY'S REQUEST FOR PROPOSALS FOLLOWS THIS PAGE C CITY OF PALM SPRINGS, CA REQUEST FOR PROPOSALS (RFP) 09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 ADDENDUM NO. 1 This Addendum is being issued for the following changes and informational items: THE FOLLOWING REVISIONS AND/OR ADDITIONS TO THE RFP DOCUMENT AND INSTRUCTIONS ARE TO BE INCLUDED AND 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: O 1: I'm reaching out to inquire if the City would be open to extending the deadline for proposals by a week? A.1 The City has hereby extended the due date and time for the receipt of proposals to Thursday, February 20, 2020 by 3:00pm. BY ORDER OF THE CITY OF PALM SPRINGS, CALIFORNIA Craig L. Gladders, C.P.M. Procurement & Contracting Manager DATE: February 11, 2020 ADDENDUM ACKNOWLEDGMENT: Proposer Firm Name: Authorized Signature: Date: Acknowledgment of Receipt of Addendum 1 is required by signing and including the acknowledgment with your submittal, or you may also acknowledge the Addenda on the bottom of Attachment A. Failure to acknowledge this Addendum may result in your submittal being deemed non -responsive. CITY OF PALM SPRINGS, CA NOTICE FOR REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 NOTICE IS HEREBY GIVEN that the City of Palm Springs is requesting proposals from qualified professional engineering firms to provide the City with turn -key comprehensive construction management services related to the HSIP Cycle 7 Traffic Signal Improvements, Federal Aid Project No. HSIPL- 5282(046), City Project No. 15-32, (hereinafter the "Project"). The selected firm will be responsible for providing comprehensive construction management services for the Project, including but not limited to administration of the construction contract, monitoring work progress, electrical and civil inspection, materials testing, and construction surveying review. PROJECT LOCATION: Seventeen intersections throughout Palm Springs, California. 1. Racquet Club Road and Indian Canyon Drive 2. Racquet Club Road and Sunrise Way 3. Gene Autry Trail and Via Escuela 4. Amado Road and Sunrise Way 5. Tahquitz Canyon Way and Sunrise Way 6. Tahquitz Canyon Way and Farrell Drive 7. Baristo Road and Sunrise Way 8. Baristo Road and Farrell Way 9. Ramon Road and Sunrise Way 10. Ramon Road and El Cielo Road 11. Ramon Road and Paseo Dorotea 12. Mesquite Avenue and Sunrise Way 13. Dinah Shore Drive and Crossley Road 14. Palm Canyon Drive and Sunrise Way 15. Palm Canyon Drive and Smoke Tree Lane 16. Palm Canyon Drive and Farrell Way 17. Palm Canyon Drive and Cherokee Way SCOPE OF SERVICES: The scope of work generally includes all professional services associated with administration and construction management services for the Project in conformance with City and Caltrans requirements. The scope of work includes, but is not limited to, administration of the construction contract, implementing the Quality Assurance Program (materials testing and inspection), reviewing the Contractor's construction surveying, and other related work. OBTAINING RFP DOCUMENTS AND ADDENDA: The RFP document may be downloaded via the internet at www.palmspringsca.gov (go to Departments, Procurement & Contracting, Bids & Proposals), or by calling the Division of Procurement and Contracting, (760) 322-8368. Upon downloading the RFP via the internet, contact Craig Gladders, Procurement and Contracting Manager, via email at Craig.Gladders@palmspringsca.gov to register as a firm interested in this project. Failure to register may result in not receiving addenda to the RFP. . Failure to acknowledge Addenda may render a submittal as being non -responsive. We strongly advise that interested firms officially register per the instructions. EVALUATION OF QUALIFICATIONS AND AWARD OF CONTRACT: This solicitation has been developed in the One -Step Request for Proposals (RFP) format. Accordingly, firms should take note that multiple factors as identified in the RFP will be considered by the Evaluation Committee to determine which proposal best meets the requirements set forth in the RFP document. PRICE IS NOT EVALUATED AS PART OF THE EVALUATION CRITERIA. The City reserves the right to negotiate the terms and conditions of any resulting contract. Final contract award, if any, will be made by the Palm Springs City Council. The selected firm will be required to comply with all insurance and license requirements of the City. DEADLINE: All proposals must be received in the Division of Procurement and Contracting, 3200 E. Tahquitz Canyon Way, Palm Springs, CA, 92262 by 3:00 P.M., LOCAL TIME, THURSDAY, FEBRUARY 13, 2020. It is the responsibility of the proposer to see that any submittal sent through the mail, or any other delivery method, shall have sufficient time to be received by this specified date and time. The receiving time in the Procurement Office will be the governing time for acceptability of RFP submittals. Telegraphic, telephonic, faxed or emailed RFP submittals will not be accepted. Reference the RFP document for additional dates and deadlines. Late proposals will not be accepted and shall be returned unopened. PROPOSALS TO REMAIN OPEN: The Proposer shall guarantee that all contents of their proposal shall be valid for a period of 120 calendar days from the due date of proposals. Craig L. Gladders, C.P.M. Procurement & Contracting Manager January 15, 2020 CITY OF PALM SPRINGS, CA REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 Requests for Proposals (RFP #09-20), for turn -key comprehensive construction management services related to the HSIP Cycle 7 Traffic Signal Improvements, Federal Aid Project No. HSIPL- 5282(046), City Project No. 15-32, (hereinafter the "Project"), will be received at the Office of Procurement & Contracting, 3200 East Tahquitz Canyon Way, Palm Springs, California, until 3:00 P.M. Local Time, Thursday, February 13, 2020. It is the responsibility of the respondent to see that any submittal sent through the mail, or any other delivery method, shall have sufficient time to be received by this specified date and time. The receiving time in the Procurement Office will be the governing time for acceptability of RFP submittals. Telegraphic, telephonic, faxed or emailed RFP submittals will not be accepted. Late RFP submittals will be returned unopened. Failure to register as a Respondent to this RFP process per the instructions in the Notice Inviting Requests for Proposals (under "Obtaining RFP Documents") may result in not receiving Addenda or other important information pertaining to this process. Failure to acknowledge Addenda may render a submittal as being non -responsive. We strongly advise that interested firms officially register per the instructions. 1. PURPOSE AND SCHEDULE: The City of Palm Springs is requesting proposals from qualified professional engineering firms to provide the City with turn -key comprehensive construction management services related to the HSIP Cycle 7 Traffic Signal Improvements, Federal Aid Project No. HSIPL-5282(046), City Project No. 15-32, (hereinafter the "Project"). The selected firm will be responsible for providing comprehensive construction management services for the Project, including but not limited to administration of the construction contract, implementing the Quality Assurance Program (materials testing and inspection), reviewing the Contractor's construction surveying, and other related work. The Project is made possible by funding through the Highway Safety Improvement Program ("HSIP") federal aid provided through the Fixing America's Surface Transportation ("FAST") Act. All federal aid funds programmed on local agency projects are coordinated through the California Department of Transportation ("Caltrans"), and the selected firm will be expected to provide all necessary coordination with Caltrans in accordance with and pursuant to the Caltrans Construction Manual and Local Assistance Procedures Manual ("LAPM") as required to successfully implement the Project through the construction phase. RFP #09-20 Page 1 of 115 The selected firm will be required to demonstrate adequate experience providing construction management services for federally funded projects in accordance with the Caltrans Construction Manual. Staff from the selected firm assigned to work on this Project must have relevant experience with providing turn -key comprehensive construction management services for federally funded signal and civil improvement projects, including knowledge of and experience with the Caltrans Construction Manual and other related guidelines. SCHEDULE: Notice requesting Proposals posted and issued ........................... Wednesday, January 15, 2020 Deadline for receipt of Questions ..................................... Tuesday, February 4, 2020, 3:00 P.M. Deadline for receipt of Proposals .............................Thursday, February 13, 2020, 3:00 P.M. Short List / Interviews/Technical & Cost Proposals ........................................... to be determined Contract awarded by City Council..................................................................... to be determined NOTE. There will NOT be a pre -proposal conference for this procurement. *Dates above are subject to change. 2. BACKGROUND: The Project will install an Advanced Dilemma Zone Detection System at each of the proposed intersections including the installation of radar/video detection and replacing the existing signal hardware as necessary. The construction work also includes replacing signal poles and curb ramps as required. As a federally funded project, the Project required environmental clearance pursuant to both the California Environmental Quality Act ("CEQA") and the National Environmental Policy Act ("NEPA"). The City is the Lead Agency with regard to CEQA, and the Federal Highway Administration ("FHWA") has delegated its authority for NEPA to Caltrans. On December 6, 2018, the City filed a Notice of Exemption ("NOE") for the Project. On December 5, 2018, Caltrans issued a Categorical Exclusion ("CE") pursuant to NEPA. On July 7, 2019, Caltrans revalidated the NEPA CE. The NEPA CE studied the project impacts to cultural resources and found that no historic properties will be impacted, however if buried cultural resources or human remains are found during project activities work shall be suspended until a qualified archaeologist can evaluate the significance. The selected firm will be responsible for ensuring all environmental measures are monitored to ensure compliance by the City's construction contractor. PS&E Status: 100% plans are completed; R/W Status: All work is within Public Right of Way, r/w certification approved on June 5, 2019; Current construction estimate is $2,319,230; CON funds authorized on September 13, 2019; tentative construction schedule is 400 calendar days including contract administration, procurement, construction, as-builts and close-out, anticipated to begin by April 2020. The physical construction is expected to take 10 months. Complete plans are available online at.- https://www.dropbox.com/s/ucqdfwii7lqpOl b/HSIPL- 5282%28046%29 Final%20PIa_ns 2019 05 31.odf?dl=0 The project is generally shown on the next page RFP #09-20 Page 2 of 115 r � I Zf -- w �? LEGEND m a a # - INTERSECTICN NUMBER 5• _ #2 -ST-0i, TS-02 lit tbiA _ ' � O U M - ST-OZ TS-03 94 -ST-02, TS-09 x n",a , 05 - ST-10, TS-05 . - .. .. .. .. 0 � i3� #6 ST-03. TS05 VIA vscje_A ,.ter»: 47-ST-03. TA-07 _.. #8- ST-1%TS-08 E VI$7A CWNO .. 1 99 - ST-04. TS-09 - . � MAST-04,'fSFO #11-ST-06. TS-t i 0 Q - TS-V tWOT A PART) 113 • TS•13 T1OT A PART] _ 'A OH OF I 014-ST-M TS-14 #15-STA5,TS-15 #15 - ST-07, TS-16 - - "'- #17 -ST-07TS-17 a _ 918. ST-IM: TS-18 ..... #19- ST-M TS-f A ETAHCViT'_rYe �. , E BARISTQ s8 .- ._ au RR V ., '1ti Es A PART) .... ..... 43 NOTAPAPM ., .� I ; S34 G g I AEL-SfJltlL#r i �_A . .s .x�es.t ul2i -- Qilv,irs Rib . w SrOF!E uti a - sr11; yxT 'xrs E PALE! CAN— C4 LL77 ff - i3, t3 io RFP #09-20 Page 3 of 115 All work will be conducted and prepared in accordance with Caltrans and/or the City of Palm Springs' practices, regulations, policies, procedures, manuals, and standards, as appropriate and includes compliance with Federal Highway Administration requirements. The selected firm will be responsible for providing comprehensive construction management services for the Project, including but not limited to administration of the construction contract, monitoring work progress, electrical and civil inspection, materials testing, and construction surveying review. The selected firm is encouraged to employ and/or use local personnel and firms in the prosecution of the proposed work. The selected firm will be required to demonstrate adequate experience providing construction management services for federally funded signal and civil improvements in accordance with the Caltrans Construction Manual and LAPM. Staff from the selected firm assigned to work on the Project must have relevant experience with providing construction management services for federally funded projects, including knowledge of and experience with the Caltrans Construction Manual, LAPM, and other related guidelines. 3. SCOPE OF WORK The scope of work generally includes all professional services associated with administration and construction management services for the Project in conformance with City and Caltrans requirements. The scope of work includes, but is not limited to, administration of the construction contract, implementing the Quality Assurance Program (materials testing and inspection), reviewing the Contractor's construction surveying, and other related work. The selected firm shall be required to provide a field site representative who is a licensed professional civil engineer in the State of California, and who will be subject to the approval of the City to perform and function as the Resident Engineer ("RE"). Please refer to Attachment "D" for a general Scope of Work; firms shall provide any changes or supplemental information to the Scope of Work in their Proposal that conforms to the general Scope of Work identified in Attachment D. 4. PROPOSAL REQUIREMENTS: Submittal Requirements Each proposal shall include a Statement of Qualifications and Technical Proposal, and a separate sealed envelope with the Consultant's proposed rates and multipliers. The proposal should be organized as follows and contain the following minimum information: 1. A cover letter describing the Consultant's interest and commitment to perform the Construction Management Services for the City. The person authorized to negotiate a contract with the City should sign the cover letter. A description of the Consultant's understanding of the City's organization, the Project, and how the Consultant is the most qualified firm to provide the requested services for the City (no more than two pages). 2. State the qualifications and experience of the firm and key personnel who will be assigned on the project. Discuss the staff availability of key personnel. Emphasize the specific qualifications and experience in managing and inspecting the construction of signal and civil improvements. 3. Consultant's Organization Chart showing the Principle in Charge, the proposed Resident Engineer, key staff, specialty services staff, and sub -consultants. Identify individuals for key positions and other team members and sub -consultants and the major role(s) associated with each team member. Identify staff or sub -consultants that are available to provide specialty services. For each key team member, identify his/her projected workload and availability for this contract on a continuous basis to support the City's needs. RFP #09-20 Page 4 of 115 4. Describe the organization of the proposed Consultant team focusing on the Resident Engineer who will be responsible for coordinating all elements of the construction management services. State whether during the past 5 years the prime and major sub -consultants have jointly collaborated on assignments similar to those envisaged by this RFP. Describe how the proposed Consultant team would interact with City staff and how the core team would be organized to address the City's needs. 5. For each of the proposed key staff and other significant team members, summarize their individual work history and experience, what unique skills they would bring to the team, and describe any assignments during the past 5 years that are directly relevant to the type of services requested by this RFP. Provide two references each (names and current contact information) for the program manager, each project manager and other key core team members for recently completed or ongoing similar work. 6. General Approach — present the Consultant's approach to provide the services described in this RFP. Include a discussion that pertains to coordination with City staff, Caltrans, local agencies, and any other regulatory or permitting agencies that could be involved with the Project. Also discuss how the proposed Consultant team will identify project problems, issues, or conflicts that need to be resolved and the general approach to resolving them and how proposed Consultant team has handled unforeseen problems on projects in the past. 7. Program Management and Control System — describe the approach to develop and implement a Project Management and Control System (PCS). Provide a description of and examples of systems and/or reports used with similar clients to track project progress and expenditures, administer and monitor the construction contract, and maintain critical program and project information. Identify prior federally funded signal and civil improvement projects during the past 5 years in which the Consultant has performed as the Resident Engineer (as the prime consultant) that provided services similar to those envisaged by this RFP. Provide client references from projects underway or completed in Caltrans District 8 (preferably local projects that can be visited). Reference information must include the following: a. Client name and contact information b. Project description and location c. Total value of the services provided d. Key personnel involved and their role e. Subconsultants Federal -Aid Provisions The Consultant's services will be provided for a federally funded local transportation project, which necessitates compliance with additional requirements. Special attention is directed to Attachment F— Loca/ Assistance Procedures Manual Exhibit (LAPM) 10-1, Notice to Proposers DBE Information. Consultants shall complete and submit the following forms with the proposal to be considered responsive. The following forms and instructions are provided in Attachment F. • Local Assistance Procedures Manual Exhibit (LAPM) 10-1-12, Cost Proposal — Specific Rate of Compensation (Construction Engineering and Inspection Contracts) • Sample Format Cost Proposal • Local Agency Proposer DBE Commitment (Consultant Contracts); (LAPM 10-01). The DBE contract goal for this contract is 10%. • Local Agency Proposer DBE Commitment (Consultant Contracts); (LAPM 10-02). • DBE Information - Good Faith Effort (LAPM 15-H) — Required only if DBE goal is not achieved. It is recommended that the proposer prepare and submit a GFE even if the DBE goal has been met. • Consultant Annual Certification of Indirect Costs and Financial Management System (LAPM 10-K). • Disclosure of Lobbying Activities (LAPM 10-Q) • Conflict Of Interest and Non -Discrimination Certification RFP #09-20 Page 5 of 115 • Public Integrity Disclosure Prior to award and through completion of the services, the selected Consultant will be required to follow applicable federal -aid requirements and shall complete and submit with the agreement the following forms: • Local Agency Proposer DBE Commitment (Consultant Contracts); (LAPM 10-01) • Local Agency Proposer DBE Information (Consultant Contracts) (LAPM 10-02) • Any other relevant forms required for the project. The selected Consultant shall demonstrate familiarity of providing services for federally funded signal and civil improvement projects and has clear understanding of requirements/needs to facilitate the project through Caltrans Local Assistance and Local Assistance Procedures Manual. Disadvantaged Business Enterprise (DBE) Requirements: As the Construction Management Services for the Projects will be funded with federal funds, the selected Consultant's final contract is subject to applicable provisions of the Caltrans Disadvantaged Business Enterprise (DBE) Program Plan as it relates to local agencies. The DBE Program Plan is prepared in accordance with U.S. Department of Transportation (DOT), 49 CFR, Part 26 regulations. Firms replying to this RFP shall review the Notice to Proposers — Disadvantaged Business Enterprise Information (Exhibit 10-1), included as Attachment F to this RFP. Additionally, firms should review the Caltrans Local Assistance Procedures Manual ("LAPM"), Chapter 10 "Consultant Selection", to be aware of the Caltrans regulations and requirements if being selected for the Project. The City will be utilizing the "One Step RFP" process as identified in the Chapter 10 of the LAPM. It is the policy of the City of Palm Springs to ensure that DBE's, as defined in 49 CFR, Part 26, have an equal opportunity to receive and participate in federal -aid contracts. It is also the City's policy: • To ensure nondiscrimination in the award and administration of DOT -assisted contracts. • To create a level playing field on which DBE's can compete fairly for DOT -assisted contracts. • To ensure that the City's DBE participation percentage is narrowly tailored, in accordance with applicable law. • To ensure that only firms that fully meet 49 CFR, Part 26 eligibility standards are permitted to participate as DBEs. • To help remove barriers to the participation of DBE's in DOT -assisted contracts. • To assist the development of firms that can compete successfully in the market place outside the DBE Program. DBE's and other small businesses are strongly encouraged to participate in the performance of Agreements financed in whole or in part with federal funds (See 49 CFR, Part 26, "Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs"). Firms submitting a proposal in reply to this RFP should ensure that DBE's and other small businesses have the opportunity to participate in the performance of the work that is the subject of this solicitation and should take all necessary and reasonable steps for this assurance. Firms shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of its subcontracts. Firms are encouraged to use services offered by financial institutions owned and controlled by DBE's. The City of Palm Springs operates under a state-wide DBE Program administered by Caltrans. Federal - aid contracts will contain varying percentages of Disadvantaged Business Enterprises (DBE) participation goals that selected firms will be required to meet or, alternatively, perform a good -faith effort to meet as a condition of award of a contract. RFP #09-20 Page 6 of 115 The City has established a DBE contract goal of 10%. The City encourages firms to subcontract services to the extent possible with DBEs. If portions of the work required by the Project are not assigned by sub -contract to DBE firms equal to or exceeding the participation level, the selected firm will be required to demonstrate that appropriate good faith efforts were made. A "Consultant Contract DBE Commitment" Exhibit 10-01 and/or 10-02 form will be included in the Agreement documents (see Attachment F) to be executed by the selected firm. The purpose of this form is to collect data required under 49 CFR, Part 26. Even if no DBE participation will be reported, the successful firm must execute and return the form. Firms replying to this RFP are advised to read more about the Caltrans DBE Program by visiting the Caltrans DBE website at: https://dot.ca.gov/programs/business-and-economic-opportunity. Quality Control/Assurance Measures: Implementing and maintaining quality control procedures to manage conflicts, insure product accuracy, and identify critical reviews and milestones. Also, provide knowledge, experience, and familiarity with Quality Control and Quality Assurance (QC/QA) for California Test Methods and laboratory. Conflict of Interest Statement: Consultants shall disclose any financial, business or other relationship with the City that may have an impact upon the outcome of the contract or the construction project. The Consultant shall also list current clients who may have a financial interest in the outcome of this contract or the construction project that will follow. Consultants shall disclose any financial interest or relationship with any construction company that might submit a bid on the Project. General Requirements: The firm's proposal should describe the methodology to be used to accomplish each of the project tasks. The proposal should also describe the work which shall be necessary in order to satisfactorily complete the task requirements. Please note: this RFP cannot identify each specific, individual task required to successfully and completely implement this project. The City of Palm Springs relies on the professionalism and competence of the selected firm to be knowledgeable of the general areas identified in the scope of work and to include in its proposal all required tasks and subtasks, personnel commitments, man-hours, direct and indirect costs, etc. The City of Palm Springs will not approve amendments to the selected firm's agreement which do not involve a substantial change from the general scope of work identified in this RFP. Important Note: Firms replying to this RFP must be knowledgeable of the processes and procedures related to federally funded local assistance projects administered through Caltrans District 8. General Qualifications: The following is a list of qualifications that are considered mandatory and will form the basis for the evaluation of the Consultant: Proposed Consultant team has personnel with demonstrated experience managing signal and civil improvement projects from pre -construction through the construction close-out. Team members must collectively have expertise in project management, right-of-way requirements and processes, utilities, contract administration, and construction management and oversight; experience with Caltrans District 8 is strongly preferred. RFP #09-20 Page 7 of 115 2. Proposed Consultant team has demonstrated experience and a defined approach in implementing program and project management controls for transportation projects. Program and project management control systems; project controls (scope, cost, schedule); contract management; project filing systems and document management; budget development; and project and program reporting; PART FIVE: SELECTION PROCESS / PROPOSAL EVALUATION CRITERIA: The City of Palm Springs is utilizing a Qualifications Based Selection process to select a firm to provide the services requested by this Request for Proposals (RFP). The City shall review proposals submitted in reply to this RFP, and a limited number of firms may be invited to make a formal presentation at a future date. The format, selection criteria and date of the presentation will be established at the time of short listing. Preparation of proposals in reply to this RFP, and participation in any future presentation is at the sole expense of the firms responding to this RFP. This solicitation has been developed in the "Request for Proposals" (RFP) format. Accordingly, firms should take note that the City will consider multiple criteria in selecting the most qualified firm. Consistent with CA Government Code Section 4525/4526 and Municipal Code 7.04.050 for the acquisition of professional services, price is NOT an evaluation criteria. As this project is funded with Federal funds, the provisions of the City of Palm Springs Local Preference Ordinance 1756 are not applicable or allowed. Firms shall submit their schedule of hourly rates and direct costs (the "Fee Schedule") and their Cost Proposal in a separate sealed envelope. Fee Schedules/Cost Proposals are not opened, nor considered during RFP evaluations. Upon selection of the most qualified firm, the associated Fee Schedule/Cost Proposal will be used as a basis for contract negotiations. A contract shall be negotiated on the basis of the submitted Fee Schedule/Cost Proposal, and in consideration of reasonable and mutually agreed project costs and time requirements. Should successful negotiations not occur with the highest ranked firm, the City may, at its sole discretion, choose to enter into negotiations with the second highest ranked firm, and so on. Any additional forms that include the fee (IE. LAPM 10-02) shall be submitted in the separately sealed envelope containing the cost proposal. In accordance with Caltrans LAPM, the Fee Schedule/Cost Proposal shall be developed with the following criteria in mind: The consultant is paid at an agreed and supported specific fixed hourly, daily, weekly or monthly rate, for each class of employee engaged directly in the work. Such rates of pay include the consultant's estimated costs and net fee (profit). Federal regulations require that profit be separately negotiated from contract costs. The specific rates of compensation, except for an individual acting as a sole proprietor, are to include an hourly breakdown, direct salary costs, fringe benefits, indirect costs, and net fee. Other direct costs may be included, such as travel and equipment rentals, if not already captured in the indirect cost rate. Firms shall provide a Fee Schedule listing hourly rates and direct costs in accordance with Exhibit 10-H2 (Cost Proposal), Specific Rate of Compensation (Construction Engineering and Inspection Contracts). Firms shall also provide a Cost Proposal for the Project in a format similar to the form included with Attachment F. PRIOR CITY WORK: If your firm has prior experience working with the City DO NOT assume this prior work is known to the evaluation committee. All firms are evaluated solely on the information contained in their proposal, information obtained from references, and presentations if requested. All proposals must be prepared as if the evaluation committee has no knowledge of the firm, their qualifications or past projects. RFP #09-20 Page 8of115 An Evaluation Committee, using the following evaluation criteria for this RFP, will evaluate all responsive proposals to this RFP. The Evaluation Committee may request, if desired by City, formal presentations/interviews from short listed firms at a future date of which the format and presentation evaluation criteria shall be provided at the time of short listing. Participation in any phase of this RFP process, including the interview phase if conducted, is at the sole expense of the firms replying to this RFP. The City shall NOT be responsible for any costs incurred by any firm in response to, or participation in, this RFP. EVALUATION CRITERIA: The following criteria will be used to evaluate Consultant qualifications: A. Project Understanding and Approach: 30% B. Qualifications of Team and key staff: 20% C. Availability: 10% D. Experience of Consultant with projects of a similar type and scale 30% • Comparable Experience • Federal Aid Projects with Caltrans District 8 E. References 10% Total PART SIX: PROPOSAL CONTENTS: 100% Firms are requested to format their proposal so that responses correspond directly to, and are identified with, the specific evaluation criteria stated in Part Four above. The proposal must be in an 81/2 X 11 format, minimum 10pt font size, minimum %" margins, and may be no more than a total of twenty (20) pages (a "page" is defined as a single sheet of paper, which may be double -sided). The page count limit includes cover letters, organization charts, staff resumes, appendices, and any exceptions to the language in the sample agreement, or in the insurance requirements. NOTE: Dividers, Attachments "A", "B" & "C", Attachment F Forms, Addenda acknowledgments, and the Fee Schedule (*in a separate sealed envelope) do NOT count toward the page limit (everything else does). Interested firms shall submit SIX (6) copies (one marked "Original" plus five (5) copies) of both your proposal and your Fee Schedule/Cost Proposal, and one (1) Thumb Drive or CD of the entire proposal (NOT including the Fee Schedule), by the deadline. All proposals shall be sealed within one package and be clearly marked, "RFP #09-20, CONSTRUCTION MANAGEMENT SERVICES, HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS, FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32". Within the sealed proposal package, the Fee Schedule/Cost Proposal and DBE forms shall be separately sealed from the proposal. Proposals not meeting the above criteria may be found to be non -responsive. EACH PROPOSAL MUST INCLUDE TWO (2) SEPARATELY SEALED ENVELOPES: ENVELOPE #1, clearly marked "Statement of Qualifications and Technical Proposal", shall include the following items: • Completed Signature authorization and Addenda Acknowledgment (see Attachment A) • Completed, and notarized, Affidavit of Non -Collusion (see Attachment B) • Completed Debarment and Suspension Certification (see Attachment C) • Completed Consultant Proposal DBE Commitment (LAPM 10-01) RFP #09-20 Page 9 of 115 • Attachment F Forms (Except Cost Proposal Forms, LAPM 10-02, and 10-K) • Statement of Qualifications/Technical Proposal with responses to all requirements identified in Part Four ENVELOPE #2, clearly marked "Fee Schedule/Cost Proposal", shall include the following item: Fee Schedule — provide a Fee Schedule that establishes how the Consultant proposes to be paid at an agreed and supported specific fixed hourly, daily, weekly or monthly rate, for each class of employee engaged directly in the work. Such rates of pay include the consultant's estimated costs and net fee (profit). Federal regulations require that profit be separately negotiated from contract costs. The specific rates of compensation, except for an individual acting as a sole proprietor, are to include an hourly breakdown, direct salary costs, fringe benefits, indirect costs, and net fee. Other direct costs may be included, such as travel and equipment rentals, if not already captured in the indirect cost rate. Completed Consultant Contract DBE Commitment (LAPM 10-02) Completed Consultant Annual Certification of Indirect Costs and Financial Management System (LAPM 10-K) Do NOT include Attachments "A", "B", or "C" in Envelope #2, Fee Schedule/Cost Proposal. Attachments "A" and "B" and "C" are to be included in Envelope #1, "Statement of Qualifications / Technical Proposal". PART SEVEN: DEADLINE FOR SUBMISSION OF PROPOSALS: Proposals will be received in the City of Palm Springs, Office of Procurement and Contracting until 3:00 P.M., LOCAL TIME, THURSDAY, FEBRUARY 13, 2020 Proof of receipt before the deadline is a City of Palm Springs, Office of Procurement and Contracting time/date stamp. It is the responsibility of the firms replying to this RFP to see that any proposal sent through the mail, or via any other delivery method, shall have sufficient time to be received by the Procurement Office prior to the proposal due date and time. Late proposals will be returned to the firm unopened. Proposals shall be clearly marked and identified and must be submitted to: City of Palm Springs Procurement and Contracting Department 3200 E. Tahquitz Canyon Way Palm Springs, CA 92262 Attn: Craig Gladders, C.P.M., Procurement & Contracting Manager PART EIGHT: QUESTIONS: Firms, 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 RFP other than as directed below. Contact with anyone other than as directed below WILL be cause for rejection of a proposal. Any questions, technical or otherwise, pertaining to this RFP must be submitted IN WRITING and directed ONLY to: Craig Gladders, C.P.M. Procurement & Contracting Manager 3200 East Tahquitz Canyon Way Palm Springs, CA 92262 via FAX (760) 323-8238 or via EMAIL: Craig.G[add ers c-Dpalmspringsca.9ov RFP #09-20 Page 10 of 115 Interpretations or clarifications considered necessary in response to such questions will be resolved by the issuance of formal Addenda to the RFP. The deadline for all questions is 3:00 P.M. Local Time Tuesday, February 4, 2020. Questions received after this date and time may not be answered. Only questions that have been resolved by formal written Addenda via the Division of Procurement and Contracting will be binding. Oral and other interpretations or clarifications will be without legal or contractual effect. PART NINE: FORM OF AGREEMENT: The selected firm will be required to enter into a contractual agreement, inclusive of insurance requirements, with the City of Palm Springs in accordance with the standard Professional Services Agreement (see Attachment "E"). Please note that Exhibits A, B, C, D and E are intentionally not complete in the attached sample contract document. These exhibits will be negotiated with the selected firm, and will appear in the final Professional Services Agreement executed between the parties. Requested changes to the Professional Services Agreement may not be approved, and the selected firm must ensure that the attached document will be executed. We specifically draw your attention to the language in the sections of the sample contractual agreement attached entitled "Conflict of Interest" and "Covenants Against Discrimination" and recommend all firms carefully consider these contractual requirements prior to submitting a proposal in response to this RFP. Firms that submit a proposal in response to this RFP shall certify the following: Non -Discrimination Certification: a) Consultant certifies and represents that, during the performance of the Agreement, the Recipient and any other parties with whom it may contract shall adhere to the City's non-discrimination and equal benefits as provided pursuant to Ordinance No. 1896 in the Palm Springs Municipal Code Section 7.09.040 to assure that applicants and employees are treated equally and are not discriminated against because of their 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 further certifies that it will not maintain any segregated facilities. b) Consultant shall, in all solicitations or advertisements for applicants for employment placed by or on behalf of this Agreement state that it is an "equal opportunity employer" or that all qualified applicants will receive consideration for employment without regard to their 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"). c) Consultant shall certify that it has not, in the performance of this Agreement, discriminated against applicants or employees because of their 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"). d) If requested to do so by the Contract Officer, Consultant shall provide the City with access to copies of all of its records pertaining or relating to its employment practices, except to the extent such records or portions of such records are confidential or privileged under state or federal law. e) Consultant agrees to recruit Coachella Valley residents initially and to give them preference, if all other factors are equal, for any new positions which result from the performance of this Agreement RFP #09-20 Page 11 of 115 and which are performed within the city. The Contract Officer may agree to modify requirement where it is in conflict with federal or state laws or regulations. f) Nothing contained in this Agreement shall be construed in any manner so as to require or permit any act which is prohibited by law. 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 Proposer refuses or fails to execute the Agreement, or negotiations are not 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. PART TEN: DECLARATIONS AND SPECIAL CONDITIONS: AWARD OF CONTRACT: It is the City's intent to award a contract to the firm that can provide all of the services identified in the RFP document. However, the City reserves the right to award a contract to multiple Respondents or to a single Respondent, 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 the firm to be recommended for award and a contract has been negotiated and agendized for consideration. The decision of the City Council will be final. RIGHT TO ACCEPT OR REJECT PROPOSALS: The City of Palm Springs reserves the right to waive any informality or technical defect in a proposal and to accept or reject, in whole or in part, any or all proposals and to cancel all or part of this RFP and seek new proposals, 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. INSURANCE: Insurance provisions are contained in the Standard Contract Services sample agreement included in the RFP. The successful Proposer will be required to comply with these provisions. It is recommended that Proposers have their insurance provider review the insurance provisions BEFORE they submit their proposal. RESPONSIBILITY OF PROPOSER: All firms responding to this RFP shall be responsible. If it is found that a firm is irresponsible (e.g., has not paid taxes, is not a legal entity, submitted an RFP without an authorized signature, falsified any information in the proposal package, etc.), the proposal shall be rejected. PUBLIC RECORD: All documents submitted in response to this solicitation will become the property of the City of Palm Springs and are subject to the California Code Section 6250 et seq., commonly known as the Public Records Act. 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 recommended to the City Council the award of a contract to a specific firm, but before final action is taken by the City Council to award the contract. Although the California Public Records Act ("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 party submitting such information with reasonable notice to allow the party to seek protection from disclosure by a court of competent jurisdiction. If a submitting party contends that a portion of the proposal is confidential even under the CPRA, the party: 1) must clearly label each document and/or page deemed a confidential document 2) the legal RFP #09-20 Page 12 of 115 rationale supporting such contention including specific references to applicable provisions of the Public Records laws of the State 3) must actively defend against any request for disclosure of information which the party 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 party submitting a proposal 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 proposal or other information or documents submitted to the City as part of this RFP process. NOTE THAT THE CITY MAY NOT RECOGNIZE PROPOSALS WHERE ALL OF THE INFORMATION, VIA A BLANKET STATEMENT, IS SUBMITTED AS PROPRIETARY INFORMATION OR A TRADE SECRET. SUCH PROPOSALS MAY BE FOUND NON -RESPONSIVE. COST RELATED TO PROPOSAL PREPARATION: The City will NOT be responsible for any costs incurred by any firm responding to this RFP in the preparation of their proposal or participation in any presentation if requested, or any other aspects of the entire RFP process. COMPLIANCE WITH LAW: Proposer 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. LICENSES, PERMITS, FEES, AND ASSESSMENTS: Proposer 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 Work and Services requested in this RFP. Proposer represents and warrants to City that Proposer 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 Proposer to perform the Work and Services under the Agreement if so awarded. Proposer 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 Proposer's performance of the Work and Services required under the Agreement if so awarded. Proposer 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. BUSINESS LICENSE: The selected firm 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". INVESTIGATIONS: The City reserves the right to make such investigations as it deems necessary to determine the ability of the firms responding to this RFP to perform the Work and the firm shall furnish to the City all such information and data for this purpose as the City may request. The City reserves the right to reject any proposal 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 Contract and to complete the Work contemplated therein. PROPOSALS TO REMAIN OPEN: The Proposer shall guarantee that all contents of their proposal shall be valid for a period of 120 calendar days from the due date of proposals. SIGNED PROPOSAL AND EXCEPTIONS: Submission of a signed proposal will be interpreted to mean that the firm responding to this RFP has hereby agreed to all the terms and conditions set forth in all of the sheets which make up this Request for Proposals, and any attached sample agreement. Exceptions to any of the language in either the RFP documents or attached sample agreement, including the insurance requirements, must be included in the proposal and clearly defined. Exceptions to the City's RFP document or standard boilerplate language, insurance requirements, terms or conditions may be considered in the evaluation process; however, the City makes no guarantee that any exceptions will be approved. RFP #09-20 Page 13 of 115 EXHIBIT "C" CONSULTANT'S PROPOSAL CONSULTANT'S PROPOSAL FOLLOWS THIS PAGE PROPOSAL FOR RFP #09-20, CONSTRUCTION MANAGEMENT SERVICES, HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS, FEDERAL -AID PROJECT No. HSIPL-5282(046); CITY PROJECT No. 1 5-32 CITY OF PALM SPRINGS KeA TABLE OF CONTENTS SECTION 1. COVER LETTER SECTION 2: QUALIFICATIONS AND EXPERIENCE SECTION 3: ORGANIZATIONAL CHART SECTION 4: CONSULTANT TEAM SECTION 5: TEAM HISTORY AND EXPERIENCE SECTION 6: GENERAL APPROACH SECTION 7: PROJECT MANAGEMENT AND CONTROL SYSTEM SECTION 8: PRIOR PROJECTS APPENDIX: FORMS PART 2: FEE PROPOSAL Please note the Fee Proposal has been submitted in a separate, sealed envelope marked Fee Proposal, as stipulated in the RFP. 3 5 7 8 9 22 26 27 30 1 KPmo, A 1100 CORPORATE CENTER DRIVEc01, MONTEREY PARK CA 91754 SECTION 1. COVER LETTER KOA Corporation, RT Engineering & Associates, Inc., Aragon Geotechnical, Inc., and RMD Surveying have teamed to TO propose on the Construction Management Services requested City of Palm Springs for HSIP Cycle 7 Traffic Signal Improvements. Our team will Procurement and Contracting Dept provide the City of Palm Springs with a deep field of 3200 E. Tahquitz Canyon Way professionals with broad experience in the disciplines required Palm Springs, CA 92262 to successfully complete this project. The KOA team is the right federal -aid project Construction Manager to meet the City's ATTN: Craig Gladders, CPM objectives, and complete the project cost effectively. Procurement &Acting Manager KOA is a 120+ person professional Planning and Engineering FROM services firm working from six offices in the counties of Mr. Chuck Stephan, PE Orange, Los Angeles, San Diego, Riverside and San Bernardino. Vice President Construction Management is a separate division within KOA, cstephan@koacorp.com which provides project management, construction T: 310.525.0678 management, and inspection services for many public works F: 323.260.4705 agencies in Southern California. With 30 years of specialization in CM and inspection, almost exclusively for public agencies, RFP KOA is more than capable of meeting your project needs. KOA RFP #09-20, can meet and exceed your goals of completing the project on CONSTRUCTION MANAGEMENT time, within budget, while minimizing the impact to residents SERVICES, and businesses. HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS, KOA Corporation will provide the Project Management, FEDERAL -AID PROJECT No. HSIPL- Construction Management, Construction Inspection, Design 5282(046); Engineer Coordination, sub -consultant Management, Pre - CITY PROJECT No. 15-32 Construction Coordination, Construction Management Plan, Contract Bidding Support, Pre -Construction Walk Through, DATE Project Changes, Project Safety, Traffic Control and Signal February 20, 2020 Timing, SWPPP, Photographic Records, As -Built Plans, Final Inspection and Punchlist, Construction Closeout, Final Reports, and Audit Support services. RT Engineering & Associates, Inc., a DBE firm, will provide the Labor Compliance, Office Engineering, and Administrative responsibilities for this project, including Project Controls System (PCS), including Master Schedule, Cost Accounting, Progress Meetings and Reports, Document Management, Neighborhood Liaison, Local Assistance Documentation, Federal Contract Management Requirements, KOPvA Change Order Management, Monthly Construction Progress Reports, Schedule Monitoring, Cost Monitoring, Submittal Management and Review, RFI Management, Final Reports, Audit Support Aragon Geotechnical, Inc, (DBE) will provide the Materials Testing, soils testing and specialty inspection Construction Testing services in accordance with the Quality Assurance Program (QAP). RMD Surveying, will provide Survey Review and conformance duties to ensure compliance with the plans, and County Surveyor requirements for monument perpetuation. KOA Corporation is a multi -capable engineering firm that includes professional traffic engineers specializing in traffic signal timing operations, planners with outreach expertise, local personnel with public agency experience, federal -aid project Construction Managers and Inspectors, and Civil/Resident Engineers with public highway design and construction experience. With our subconsultants on board, the KOA Team is the right team of experienced professionals to deliver your project on time and on budget. In addition, we highly recommend conducting a detailed Constructability Review of the project documents to ensure that the project is readily constructible and free from issues that may impact cost and/or schedule. I, Chuck Stephan, PE, Vice President, will be the designated Principal in Charge for this project. I may be contacted at cstephan@koacorp.com, or 310.525.0678 cell. Sincerely, KOA Corporation � P---- Chuck Stephan, PE, LEED AP Vice President I Director of CM Division 1100 Corporate Center Drive, Suite 201 Monterey Park CA 91754 SECTION 2: QUALIFICATIONS AND EXPERIENCE Founded in 1987, KOA is a leading provider in construction management, traffic engineering, and transportation planning services for public agencies and private sector clients. We offer our clients technical knowledge, innovative solutions and responsive services. The hallmark of our success is our dedication to each and every project and our desire to leave a legacy of extraordinary contributions to our communities. Our staff includes project/construction managers, construction inspectors, certified transportation planners and registered civil and traffic engineers. With six offices located in Southern California, KOA has provided engineering services for some of the largest public works and transportation planning projects throughout California, including many traffic signal construction and federal -aid projects. CONSTRUCTION MANAGEMENT KOA has been providing Construction and Project Management Services for many types of public works projects for over 30 years. Our Construction Managers/ Project Managers/ Inspectors have experience in managing new and refurbishment building projects, municipal water systems, sewers, utilities, electrical construction, bridges, highways, heavy civil projects, roadways, transportation projects, and rail. KOA's construction managers apply many years of experience on Caltrans, municipal, utility and private construction projects. Our team allows you access to some of the most practical Engineers, Construction Managers and Technicians available. KOA provides all parties with up-to-the-minute information, and is sensitive to the special needs of your community. KOA also provides construction observation services for many types of projects. Our construction inspectors also bring many years of accrued skills in dealing with contractors and keeping the projects on track for timely completion. CONSTRUCTION INSPECTION AND OBSERVATION KOA provides construction inspection and observation services for many types of projects. KOA construction observers have experience with bridges, highways, heavy civil projects, roadways, utilities, traffic signals, transportation projects, rail, wharf and port facilities, federally funded projects, and virtually any other type of municipal or public projects. Our construction inspectors bring many years of accrued skills in dealing with contractors and keeping the projects on track for timely completion. OUR COMMITMENT AND DEDICATION KOA is committed to providing our construction inspection services to the City of Palm Springs. We will dedicate the necessary resources to complete this assignment on -time and within budget. Be assured that our key personnel will be assigned to each project for its duration and will not be removed or replaced by us without concurrence from the City. We maintain close attention to our clients by tracking our contract budgets and schedules on a weekly basis. We also maintain a 6-month look -ahead by project and personnel in order to proactively identify resource needs and availability. 5 K0A KEY PERSONNEL Key personnel qualifications are briefly summarized below. Detailed descriptions are included in Section 5 of this proposal. KOA specializes in traffic planning, traffic engineering, civil engineering, and construction management of public works project in southern California. All of our personnel are local to southern California. KOA routinely provides traffic signal engineering design, timing, and studies for state and federal -aid projects, including in the Coachella Valley. We have recently completed several projects involving traffic signal improvements, including federal -aid projects. Chuck Stephan, P.E. will be the Project Manager / Construction Manager for this project. He has 38 years of professional experience in engineering, general contracting, construction management, and inspection work. He has been with KOA since 2001 and will lead the team and manage the responsibilities of the team. Kevin Higgins will be the Assistant Construction Manager and the prime point of contact in the field. Kevin is just completing a $14M federal -aid arterial improvement project in the City of Claremont, which includes traffic signal improvements. Kevin has been with KOA since 2012. Walter Okitsu, P.E., one of the founding partners of KOA, will lead the Traffic Control and Signal Timing scope of work. He has over three decades of professional traffic engineering experience, and is one of the industry leaders in current traffic signal engineering and civil engineering. Anne Azzu is our local representative and will lead the outreach effort in the City and to Coachella Valley area stakeholders. Anne has practical experience working with the local public agencies, utilities and stakeholders. Anne is based at our local La Quinta office. Our Inspectors, Douglas Ramos, Keith Laster or Gordon Roberts have over 100 years of combined inspection experience on traffic signal and public improvement projects with similar improvements and are all available to support the team for this project. More information for each team member can be found on the following brief resumes that list some of the recent related experience of each team member. STAFF AVAILABILITY Name Firm Role Available Chuck Stephan, P.E. KOA PM / CM 50% Kevin Higgins Walter Okitsu, P.E. Regina Talamantez, PE Abel Moreno Doug Ramos Keith Laster Gordon Roberts KOA Assistant CM KOA Traffic Engineer RTEA Labor Compliance RTEA Office Engineering KOA KOA KOA Ralph Dominguez, PLS RMD Surveying Fernando Aragon, MS, PE, GE Aragon Geotechnical Anne Azzu KOA Inspector Inspector Inspector Surveyor Testing Admin/Outreach 100% 50% 50% 75% 100% 100% 100% 50% 50% 75% K0. eA SECTION 3: ORGANIZATIONAL CHART � pALM sA� jjj Ji '\c'4[IfORN�/ Chuck Stephan, P.E. Vice President Director of CM Division Principal in Charge Walter Okitsu, R.E. Chuck Stephan, PE Construction Manager • RT Engineering & Associates Anne Azzu Kevin Higgins Regina Talamantez, P.E. 3 Abel Moreno CONSTRUCTION INSPECTOR MATERIAL TESTING/ Doug Ramos Ralph Dominguez, PLS Keith Laster Fernando Aragon, MS, PE, GE Gordon Roberts i7 SECTION 4: CONSULTANT TEAM KOA, RT Engineering & Associates (RTEA- DBE), Aragon Geotechnical, Inc. (DBE), and RMD Surveying, and have teamed to propose on the construction management services for the HSIP Cycle 7 Traffic Signal Improvements project. KOA will provide the lead CM, Inspection, and traffic engineering services for the project. RTEA, a DBE firm, will provide the Labor Compliance, Office Engineering, and Administrative responsibilities. Aragon, (DBE) will provide special inspection services and material testing services in accordance with the Quality Assurance Program (QAP), and RMD Surveying will provide Survey Review and conformance duties to ensure compliance with the plans, and County Surveyor requirements for monument perpetuation. KOA and our sub -consultants have teamed on previous projects in the past 5 years, including • City of Hemet — McSweeny Ranch CM and Inspections Projects • City of Colton — Mt. Vernon Bridge • City of Highland — Trail project KOA's Construction Manager, Chuck Stephan, PE would lead the team and act as the liaison to the City and oversee all staffing and work load responsibilities. He will lead all meetings and project coordination, review and track all materials and project submittals, RFI's and coordinate with the designer and the City where needed and provide overall project management during pre -construction, construction, and project close-out phases of the project. Assistant Construction Manager, Kevin Higgins would assist Mr. Stephan to support as needed and help to funnel work responsibilities through the team. Project Engineer, (Support As -Needed) Walter Okitzu, MS, TE, is one of KOA's leading Traffic Engineers and one of the company founders and would be available to support the team and Mr. Stephan on any design and Traffic Signal issues. Public Relations/Outreach, Anne Azzu, would assist the team with Community awareness and public outreach issues working with Mr. Stephan and the City to assist in keeping the residents and business' informed of all activities during construction. Office Engineer, Abel Moreno would assist the team in maintaining project files, binders, and documents and coordinating with Mr. Stephan to file submittals, RFI's, meetings agendas, notices, and related project documents as the office engineer. Labor Compliance, Regina Talamantez, PE will assist the team and Mr. Stephan with Labor compliance, federal documentation, employee interviews and related work to ensure that the contractor is properly utilizing labor and complying with all federal guidelines and requirements. KOA's Construction Inspectors, Douglas Ramos, Keith Laster, or Gordon Roberts, will provide daily inspections to ensure that the contractor is building the project per the project plans and specifications, maintain accurate daily reports, measure all quantities and items of work, enforce SWPPP and BMP compliance, maintain as -built plans and all other related inspector responsibilities. Materials Testing PM, Fernando Aragon, PG will oversee materials and soils testing and specialty inspections of steel and required items to provide quality assurance and coordinate all testing and activities with Mr. Stephan and the field team to ensure contractor compliance. Survey Support, Ralph Dominguez, PLS with support the team and Mr. Stephan with any needed survey review and monumentation assistance at the end of the project. The proposed team would interact with City staff on a daily basis and coordinate with Mr. Stephan to ensure that the project is consistently moving forward throughout the duration. These proposed staff team members will be utilized as needed to support the project and provide the best services available to the City to ensure the constructed improvements will be properly constructed and provide the City with safe and quality improvements to benefit the local residents for years to come. 8 SECTION 5: TEAM HISTORY AND EXPERIENCE CHUCK STEPHAN, PE PRINCIPAL -IN CHARGE / PRINCIPAL. ENC31NEER / PRO.IE-T MANAGER DIRECTOR OF CONSTRUCTION MANAGEMENT DIVISION LEAD CIVIL DESIGN ENGINEER; QA/QC Mr. Stephan has 38 years of experience in engineering design and project management on projects for many municipalities and private firms. He has diverse project experience in planning, design, management, and construction of transportation, educational, institutional, industrial, aerospace, municipal, residential and commercial projects. Mr. Stephan works in multiple capacities as Principal -In -Charge, project manager, project engineer, lead engineer, design engineer, and construction manager/engineer in both the civil and construction management disciplines. • Directs the Construction Management Division. • Specializes in Project Management, Civil Engineering Design, and Construction Management for municipal Capital Improvement Projects, including pavement design and rehabilitation; ADA improvements; water pipelines; storm drain and sanitary sewers; medians and landscaping; parking lots; site improvements; plan checking; NPDES requirements. • Provides staff assistance to municipal engineering departments on temporary or part-time basis as needed; provide staff training in project management, design, and construction management skills. • Manages various funding sources including local, state, and federal -aid projects; SR2S; SRTS; STPL; various grant applications and reimbursements. City of El Monte — Ramona Boulevard and Valley Boulevard Intersection Improvement Project, CIP 805, F5125, FTIP #LAF5125, El Monte, CA (4/2019- Ongoing): Project Manager/PIC/Construction Manager (Alternate). Mr. Stephan was in charge of preconstruction reviews and coordination, construction management and construction inspection of this major arterial intersection realignment and improvement project. Various improvements included street realignment, new traffic signal installation, street lighting, AC and PCC pavement, transit stops, utility adjustments, stakeholder coordination, public tr h t d f slit irr t 1 nd nd t t r d m I t n KO<Fev, j EDUCATION BS, Agricultural Engineering, California Polytechnic State University, San Luis Obispo, CA (1982) REGISTRATIONS/ CERTIFICATONS Professional Engineer (Civil), CA #C50481 (1993) Professional Engineer (Civil), HI #PE-8432(CE) (1996) YEAR ENTERED PROFESSION: 1982 GENERAL EXPERIENCE. • Civil Engineering Design • Project Management • Construction Management • Capital Improvement Projects • ADA Improvements • Staff Augmentation • Planning • Roadway/Traffic Signal • Street Median/Parkway • Water Pipelines/Storm Drains/ Sewers/Media ns/Parking Lots/Site Improvements • Recreation Park/Facilities • Plan Checking • NPDES Requirements • Grant Management ou eac , s orm rain as i ies, i iga ion, a scape, a s ruc u e Construction Cost Est: $3.3M. Reference: City of El Monte, Jimmy Chung, Interim City Engineer, jchung@elmonteca.gov Phone: 626-258-8614. Contractor: All American Asphalt. Design Engineer: Kimley-Horn. Anaheim "On -Call" - Brookhurst Street Improvements from Katella Avenue to Ball Road Anaheim, Ca Principal in Charge. KOA provided Construction Management and Inspection services for the reconstruction and widening of Brookhurst Street with the construction of two additional travel lanes and class 2 bikeways. The work included the reconstruction of large sections of the road; the upgrade of an "at -grade" rail crossing; the reconstruction of the Cerritos Intersection, with new traffic signals; new street lights; new raised landscaped medians; and extensive parkways. The widening also required storm drain and sewer improvements and the construction of storm water infiltration bio-swales. New sidewalks, curbs and gutters, sound walls, driveways and trails were also project elements. The project improved traffic flow and safety R' KO,fA through this segment of Brookhurst Street, and provided for project features to improve storm water runoff quality through infiltration and percolation. This project consisted of roadway widening and paving, Sidewalks, curbs and gutters, sound walls, driveways, drainage improvements, traffic signal improvements, landscaping and irrigation, and utility improvements. Reference: City of Anaheim, Joann Wu Principal Civil Engineer 200 5 .Anaheim Blvd, Anaheim, CA 92805 (714) 765-5176, Construction Cost: $8,000,000 City of Garden Grove — Traffic Signal Modifications and Pedestrian Countdown Signal Head at Various Locations (Federal -aid project) Project Manager/PIC/Construction Manager. Mr. Stephan provided assistance to the City of Garden Grove for part time construction management and oversight of construction inspection services. The project included various traffic signal improvements across the City. It included funding from awarded four federal -aid Highway Safety Improvement Project (HSIP) grants (One project from HSIP Cycle 7, and three from Cycle 8). The work included protected left turn phasing traffic signal modifications at three intersections, and installation of 612 pedestrian countdown signal heads at 99 signalized locations: Haster St & Lampson Ave -Ail new traffic signal system including 8 poles, video detection, controller and cabinet, fiberoptic cables and Ethernet switch, ped buttons, pull boxes, street name signs, ped heads, striping, signing, and curb ramps; Garden Grove Blvd & Nith/Nina St -All new traffic signal system including 8 poles, video detection, controller and cabinet, fiberoptic cables and Ethernet switch, ped buttons, pull boxes, street name signs, ped heads, striping, signing, sidewalk and curb ramps; Magnolia St & Orangewood Ave -All new traffic signal system including 8 poles, video detection, controller and cabinet, fiberoptic cables and Ethernet switch, ped buttons, pull boxes, street name signs, ped heads, striping, signing, and curb ramps. Reference: City of Garden Grove, Ken Vu, kenv@ggcity.org (714) 741— 5375 City of La Habra — Annual Water Replacement and Residential Street Rehabilitation Project FY18-19, La Habra CA (4/2019-Ongoing): Project Manager/PIC/Construction Management Assistance. Mr. Stephan provided assistance to the City of La Habra for part time construction management and construction inspection services. The project included the replacement of significant portions of the residential water system including installation of new main pipelines, hydrants, services, valves, tie-ins, and abandoning old system in place. Work included pressure testing, chlorination, flushing, and bacterial sampling. Street work included AC pavement repairs, mill and overlay, curb, gutter, sidewalks, ADA curb ramps, and cross gutters. Construction Cost Est: $5.4M. Reference: City of La Habra, Christopher L. Johansen, P.E. ciohansen@lahabraca.gov (562)383-4164. Contractor: Big Ben Engineering. Design Engineer: KOA Corporation. 10 N KEVIN HIGGINS CONSTRUCTION MANAGER Mr. Higgins has over 20 years of Public Works, Capital Improvement and Private Construction, Purchasing, Project Management, Field Construction Management and Inspection experience. He has participated in numerous street/highway widening projects, development of over 100 communities in land development including right of way, NOI's, encroachment permits, mass grading, grade separations, storm drain, box culverts, sewer collection systems, drainage systems, mainline water systems, ductile iron water lines, public/private street improvements, flood control channels, public landscaping, several park -sites, bond exoneration work and city acceptance on over 100 projects that included curb and gutter removals and replacement, asphalt grinding, trench repairs, cap paving, full section paving, and striping, BMP recommendations, traffic signals, sound walls, street lighting, and dry utilities. KOo,A EDUCATION BS, Business Management California State Polytechnic University (1987) REGISTRATIONS/ CERTIFICATONS Multiple Management, Project Management, Landscape, and SWPPP Training Courses 24-Hour and 8-Hour Caltrans SWPPP YEAR STARTED WITH FIRM: 2012 Ensures and maintains agency standards and specifications per approved plans while ensuring projects remain on schedule and within budget. Maintained BMPs for SWPPP, WQMP and NPDES compliance, wrote daily, weekly reports and coordinates with all departments. Has Overseen many public/private land development, infrastructure, & street improvement projects with Developers, Cities, County Flood, Caltrans, various Water Departments, Los Angeles, Riverside and San Bernardino Counties, and Parks and Recreation Departments, Redevelopment Agencies, and Various Cities. City of Claremont - Foothill Boulevard Master Improvement Project, Claremont, Ca: Construction Manager The project constructed 3.1 miles of major arterial improvements for the Foothill Boulevard Master Plan. The work included traffic control, clearing and grubbing, roadway excavation, removal and replacement of curb and gutter, sidewalks, and driveways, Class 1, 2 and 4 bicycle lanes, 10 concrete bus pads and shelters, concrete cross gutters, alley way driveways, local depressions, parkway drains, pavement improvements, walls, storm drain work that includes various RCP, catch basins, manholes, cobble bio retention basins, drywell underground storage, 6 traffic signalized intersections, street lighting, landscaping and irrigation, and the installation of bus shelters and furniture and amenities, trellis structures, monuments signage, and full landscaping. KOA oversaw the entire project for the City, conducted weekly project meetings, managed staff and budgets; negotiated, approved, and processed change orders, maintained project fi les, labor compliance, Caltrans, Edison, and multi -agency coordination balanced 7 funding sources, met with City officials and town residents, reviewed all submittals and RFI's, coordinated with City project manager and City Management from various departments, completed weekly and monthly reports, verified quantities, coordinated any soils testing, attended City meetings, and coordinated with the contractor while assisting in re -design of numerous survey errors on the plans for this $14 Million project. City of S. Ell Monte On -Call - Thienes Avenue and Tyler Avenue Traffic signal and Lighting Project Improvements. 2018 Federal Project No. HSIPL 5352 (014), City Project 67-900-9020-291 — Construction Manager/ Resident Engineer.- KOA provided Construction Management, Inspections and Labor Compliance on this Federal project. The project consists of the contractor providing all required equipment and labor personnel for two (2) phases. Phase 1 — to pothole all utilities prior to construction and install all required conduits and Phase 2 - contractor to provide all equipment and labor to install all poles, cabinets, signal heads, camera, pull conductors and turn on signal at the completion of the project. The total project duration is forty five (45) working days from the contractor notice to proceed. Mr. Higgins provided CM and construction inspection services for pre -construction, construction, and post -construction activities. He provided daily inspections, RE Reports, Weekly Statement of Working Days, monitoring, document control / filing per Caltrans Local Assistance Procedures Manual, submittal review and coordination, review of traffic plans, design clarification and change order review, scheduling review and recommendations, change order processing if applicable, dispute resolution and avoidance, QA/QC Inspections, 11 invoice approvals and progress payments for the contractor, preparation of reports, construction management and weekly progress reports, ensuring site safety, agency coordination, and overseeing contractor As -built drawings City of Murrieta — Clinton Keith Road / 1-215 Interchange Landscape Improvement Project, Murrieta, CA (2018- 2020): Construction Manager. The City of Murrieta is currently starting improvements and intends to construct landscape improvements at the Clinton Keith Road and Interstate 215 interchange. Improvements include rock blanket, gravel mulch, concrete mow curbs, concrete, drainage, City gem monument, irrigation systems including drip applications, planting including trees, shrubs, ground covers, and hydroseed; wood mulch, lighting and other electrical improvements. Mr. Higgins is responsible for constructability review, bid and selection assistance, RFI's, Submittals, schedule review, invoice review and approval, meetings, project and agency coordination, Weekly statements of working days, project reports, staff coordination, project files and final reports, extended maintenance for 3 years. City of Rancho Mirage — Highway 111 Street Rehabilitation from Bob Hope Drive to East City Limit Project, Project No. C.P. 13-287, Federal Project No. 5412(013). Rancho Mirage, CA (2017): Construction Manager / Resident Engineer. Mr. Higgins provided part time Construction Management / Resident Engineer support for the Highway 111 Street Rehabilitation from Bob Hope Drive to East City Limit. The Construction Management Services were part-time at 16-20 hours per week and approximately for 14 weeks during construction activities. KOA was responsible for maintaining all project files per Caltrans LAPM, facilitating project meetings, submittal and RFI review and tracking, quantity verifications, statements of working days reports, RE reports, reviewing daily Inspection reports, reviewing and processing change orders, contractor coordination and compliance, public outreach, and all related duties. Mr. Higgins was complimented by Caltrans for the thorough project files and documentation during the project audit. The project included the grinding and Cold -in -Place Recycled paving and HMRA construction of the Highway 111 Street Rehabilitation and 11 Handicap Ramp Modification and Replacements, traffic signal modifications and loops, sidewalk improvements, striping, and landscape restoration. City of Banning — RCTD Sunset Rail Road Grade Separation Project, Banning, CA (2015-2016): Construction Manager / Inspector. Mr. Higgins provided construction management and inspection support as a sub to Harris & Associates on this bridge and grade separation project. He is providing submittal review, plan review, construction inspections on concrete curb and gutter, sidewalk, poured in place concrete walls, tie -back walls, grading and earthwork, asphalt paving, traffic signal and street lighting post bases, rock blanket and slope protection rock matts, steel and rebar, irrigation and landscape planting. Responsible for meetings, daily construction reports, SWPPP compliance, quantity verification, invoicing, RFI's, Change order review and time and materials overview. City of Yucaipa — On -Call Construction Management and Inspection, City of Yucaipa, CA (2012-2014): Construction Manager. Mr. Higgins on this ongoing On -Call contract for the City of Yucaipa which has included the Annual Street Rehabilitation Project #10883 and the Annual Micro -Surfacing Slurry program #10882 projects since October of 2012. The projects consisted of cold milling, grind and overlay and other paving rehabilitation improvements of public and residential streets and micro -surfacing (slurry) of additional streets throughout the City. Mr. Higgins was responsible for reviewing plans and specs, pre -construction meetings, providing inspectors, approving quantities, invoicing, direct communication with City staff, project documentation and close-out reports. City of Glendora — On -Call Construction Management and Inspections Contract for the Monrovia Nursery Developments for Tracts 66608 and 66609, Glendora, CA (2014-2017): Construction Manager / Inspector. KOA provided Construction Management and Inspection for this 18 — 20 month long project and Mr. Higgins was the full- time inspector for the development of two private single family development projects that included rough grading with the removal and handling of arsenic laiden soils, sewer, water and storm drain mainlines, laterals and manholes, Covina Canal waterline conversion, walls, street improvements including curb and gutter, cross gutters, asphalt improvements, sidewalk; dry utilities, traffic signals, street lighting, landscaping green belt and parks, and SWPPP. Monitored project progress, supplied inspections, attended project meetings, invoicing, billing, maintained project files, reports, reviewed daily inspection reports, coordinated with soils companies and developers. 12 WALTER OKITSU SENIOR ENGINEER Mr. Okitsu is a Founder and a Principal of KOA. Mr. Okitsu has extensive experience in transportation planning and traffic design over a wide variety of highway, transit way, and bikeway projects. This includes designs for traffic signals, street lighting, signing & striping, worksite traffic control. He has field and managerial experience on traffic impact, feasibility analysis, and circulation projects. Culver City Traffic Signal Upgrade and Left Turn Phasing, Culver City, CA Project Manager. Mr. Okitsu led the KOA team in the design of traffic signal upgrades to modify the left turn phasing at seven signalized intersections for the City of Culver City. The upgrades also involved installation of wheelchair ramps, bicycle detection, and the City's first radar detectors. Alternatives such as split phasing, protected -permitted left turns, flashing yellow arrow phases, and crosswalk removals were compared using microsimulation. KOA also designed one of the first Class II left turn bike lanes in Southern California to provide bicycle - only access to the Ballona Creek bike path. KOA's work scope also included assistance during construction. Glendale Louise Street Wireless Pedestrian Crosswalk Beacon, Glendale, CA Project Manager. Mr. Okitsu designed a new pedestrian crosswalk controlled by a pedestrian beacon, featuring wireless activation between the pushbuttons and upstream signal beacons. The new crosswalk across Louise Street between Broadway and Harvard Street in Downtown Glendale would have flashing beacons mounted atop the warning signs, powered by small-scale solar panels and actuated wireless pushbuttons, thereby eliminating the need for an electrical service connection and greatly reducing the construction cost of underground conduit. Burbank Glendale Pasadena Airport Pedestrian Signal, Burbank, CA Project Manager. Mr. Okitsu designed a pedestrian crosswalk traffic signal in Burbank Airport between Terminal A and a raised island adjacent to valet parking and a shuttle bus loading zone. Services included traffic signal design, an amended crosswalk configuration plan, timing and assistance during construction. Burbank Airport Metrolink Station, Empire Avenue Entrance, Traffic Signal Design, Burbank, CA Project Manager. Mr. Okitsu provided PS&E for a signal at the intersection of Empire Avenue with the Burbank Airport terminal access road. The traffic signal was part of a project to improve vehicle and pedestrian access to the airport and to a new Metrolink commuter rail station. KOA EDUCATION MS, Transportation Engineering, University of California, Berkeley, CA (1981) BS, Civil Engineering, California State University, Los Angeles, CA (1994) BS, Math -Computer Science, University of California, Los Angeles, CA (1979) REGISTRATIONS Professional Engineer (Traffic), CA #1406 Professional Engineer (Civil), CA #52655 Professional Traffic Operations Engineer (PTOE) Professional Transportation Planner (PTP) YEAR ENTERED PROFESSION 1981 PROFESSIONAL AFFILIATIONS Institute of Transportation Engineers, International Director Registered Traffic Engineers of America, Founder and President California Legislative Council for Professional Engineers, Director UCLA School of Engineering and Applied Sciences, Instructor for Undergraduate Transportation Engineering Courses Los Angeles Cathedral, Los Angeles, CA Principal -In -Charge. Mr. Okitsu oversaw the preparation of traffic signal and street lighting plans as necessary to implement City -required traffic mitigation measures for the project. Plans included preparation of traffic signal modification plans for the Temple Street/Grand Avenue and Temple Street/Hill Street intersections and preparation of 13 K O.vA street lighting plans to accommodate roadway widening. Traffic signal and street lighting plans were designed to meet the requirements of the City of Los Angeles. City of Torrance Rolling Hills TS SS, Torrance, CA Principal -In -Charge. KOA provided Traffic Engineering services for various locations near Rolling Hills Road in the City of Torrance. The firm designed new traffic signals and striping improvements at the intersections of Rolling Hills Road/Whiffletree Lane and Rolling Hills Road/Fallenleaf Drive; traffic signal interconnect for all four signals on Rolling Hills Road between Hawthorne Boulevard and Crenshaw Boulevard; and landscaped median islands and striping improvements on Rolling Hills Way between Pacific Coast Highway and Crenshaw Boulevard. The median islands were constructed with asphalt -extruded curbs. All plans met City of Torrance design requirements and standards. Mr. Okitsu supervised the preparation of the signal timing sheets for the new traffic signals. Atlantic Boulevard Corridor Signal Synchronization, City of Monterey Park, CA The City of Monterey Park hired KOA to design traffic signal improvements along a six -tenths of a mile stretch, encompassing six signalized intersections, of Atlantic Boulevard from Newmark Avenue to Hellman Avenue. Improvements included signal wireless interconnect, APS push buttons, countdown pedestrian signals, and signal phase changes. KOA's scope was to provide all engineering and surveying services for the preparation of project plans (traffic signal, civil, signing, and striping), specifications, estimates, bid documents, and traffic signal timing plans. South Gate Interconnect and Traffic Signals, South Gate, CA Project Manager. Mr. Okitsu inventoried the existing traffic signal equipment for the entire city and coordinated 10 traffic signals on Tweedy Boulevard. Jefferson Boulevard ATSAC Gap Closure Project, Culver City, CA Project Manager. Mr. Okitsu oversaw the preparation of PS&E and signal timing to upgrade and connect 12 signalized intersections on Jefferson Boulevard to the ATSAC system. He performed a before and after traffic study to measure the impact of the signal upgrade. Work included traffic signal upgrade plans, modification of existing signal poles, interconnect plans, bi-directional traffic counts and floating car studies. The system uses Opticon for emergency vehicle pre-emption. Sepulveda Smart Corridor Gap Closure, Culver City, CA Project Manager. Mr. Okitsu was responsible for plans to replace traffic signal controllers and install twisted -pair interconnect at 15 intersections in Culver City. Work included the provision of cable interconnect to run an existing Multisonics system and a new Los Angeles ATSAC system over the same cable. Culver City Smart Corridor, Phases I & 11, Culver City, CA Project Manager. Mr. Okitsu prepared 46 traffic signal and lighting plans as well as interconnect drawings for portions of the project. The work involved the use of spread spectrum radio and standard copper twisted pair interconnect. His efforts included the installation of interconnect and video fiber into the control center at City Hall, and preparation of signal timing charts. 14 DOUGLAS RAMOS c.�aIICTIOr,,) (TPnFFiC QIGNAL- HBER OPTIC-) Mr. Ramos has over 30 years of experience in public works construction, traffic systems communications, inspection and oversight on various traffic signals, CCTV, CMS, Fiber Optic, and all communications and pertinent devices. He worked for the City of Anaheim as an IMSA Level III as a systems technician and inspector for nearly his whole career. He has overseen small to large City Traffic Signal Improvement projects, inspections, maintenance and oversight of closed circuit camera systems, fiber optic cable installations, and various other signal synchronization and electrical projects throughout the City in his career. He has also worked with various entities and stakeholders such as Disneyland and Disney California Adventures as a supervisor overseeing the traffic signals and fiber optic installations. KcrA EDUCATION Cypress Junior College REGISTRATIONS Level I, II and III, IMSA Traffic Signal Technician. Level I IMSA Traffic Signal Inspector. Corning fiber optic certification training. Iterus and Econolite video detection training NICET Level III (Soil, Concrete, Asphalt YEAR STARTED WITH FIRM: RELEVANT EXPERIENCE 12017 City of Azusa — Citywide Traffic Management Systems Project Construction Inspector: Mr. Ramos will provide construction inspection on this new project that focuses on installation of a centralized traffic control and monitoring system, signal coordination, signal timing and intersection signal equipment. The project will also replace antiquated controllers and cabinets, install network switches and routers enabling communication between local field elements and the Traffic Management Center (TMC), and provide a new TMC work station. The project team will coordinate with the City of Glendora, Covina and Irwindale, LACMTA, Los Angeles County, and Caltrans to obtain the necessary permits to construct traffic signal intersection and other traffic signal improvements at the project corridor and intersection with shared jurisdiction. KOA will provide comprehensive construction management, inspections and administration services during the pre -construction, construction, and close-out phases of the work. In addition to controlling the budget and monitoring the schedule, we will ensure that the contractor's work is being performed in accordance with the design plans/contract documents to safeguard the City against defects and deficiencies in the work. KOA will assign a design engineer, in addition to the construction inspector, to be at the site daily to observe the contractor. City of S. Pasadena Traffic Signal Improvement Project Construction Inspector: Mr. Ramos is providing inspections for new traffic signal installations and traffic signal rehabilitation projects at 13 various intersections. These projects include new galvanized poles, new controller cabinets, updated controllers, new conduits for interconnects, boring at existing intersections, LED signal heads, pedestrian push buttons, camera systems, police and fire advance warning systems, wiring, fiber optic lines, hand -hole boxes, new signal loop systems, handicap ramps, sidewalk, and all related improvements. Mr. Ramos was responsible for daily inspections and Daily Construction Reports, contractor coordination and compliance, attending meetings, BMP compliance, City communication and all related responsibilities. City of Coachella ST-68 Traffic Signal Synchronization Project Construction Inspector. KOA provided ITS and signal design services and construction inspection for the Traffic Signal Synchronization and ITS Infrastructure Phase I Deployment of the City's ITS Master Plan. Mr. Ramos provided construction field inspection of the signal controller, fiber optic cable installation, and the construction of the new traffic management center of the project. The scope included complete construction documents (PS&E) for controller upgrades, ITS hardware & software upgrades, new 72 single mode fiber optic interconnect of all City intersections, redundant wireless interconnect and the PS&E to construct a new Traffic Management Center (TMC). The project migrated the City from Type 170 controllers with BI Tran 233 to the new McCain 2070ATC controllers running the Omni Ex program and Transparity TMC central system software. The TMC PS&E includes the design for a 3x2-47" flat panel live video wall for the operation center and server room in support of a central signal control, remote access of 15 KPceo, A video detection and CCTV pan tilt zoom cameras. Signal synchronization and timing Implementation for 16 City traffic signals is included, as well as timing implementation and training for City staff for TMC operation. City of Anaheim IMSA Level III, Anaheim, CA (1986 - 2014): Construction Inspector / Systems Technician Douglas Ramos has implemented and performed traffic signal preventive maintenance programs as a Systems Technician and In-house Inspector for 30 years in the City of Anaheim. Included in these duties were inspections and oversight, 24 hour stand by on -call, troubleshooting and repair of all city traffic signals, CCTV, CMS and communications of all pertinent devices. He performed shop burn in and cabinet testing of new controller cabinets and fiber optic systems for contractor and city installations. He assisted in new and existing conflict monitor testing program. He provided inspections, over site and supervision of field and cabinet modifications by contractors. Performed field modifications including installing police control panels and additions of phasing and detection systems. Installed and replaced video detection cameras, programmed detection zones and updated software. He performed USA alert field marking and he performed controller cabinet replacements and oversight in the field. He also worked as a Level I and II IMSA for the City in his earlier years. He completed inspection reports, worked with various other stakeholders, coordinated with contractors, and maintained project files. Traffic Systems Communications, City of Anaheim, CA Doug assisted with citywide implementation of communications network first with cable and then fiber, including a traffic management center, all traffic signals, CCTV, and CMS. He assisted with the traffic management center including cable routing and terminations etc. He performed fiber optic cable inspections and installations including routing cable in conduit runs, installing connectors, fusion splices, light meter testing and OTDR testing. Supervised and inspected fiber installations city wide. Installed fiber for two Anaheim Fire Stations including connectors, interface equipment and establishing communications to city network. He also, Installed CCTV in various locations within the city including fiber and inspected and established communications to the TMC. Other City Projects, City of Anaheim, CA Supervised, Inspected, and assisted with work to update surrounding traffic systems infrastructure when the Disneyland California Adventure was built. This work included traffic signal, CCTV, CMS and fiber optic communications installations. Supervised and assisted with the Katella street widening project in the city's Platinum Triangle area. This included installing fiber, CCTV, CMS and traffic signal modifications. He supervised new city wide LED Illuminate Street Name Sign project. He supervised and assisted with new LED CMS and lane directional arrow signs for new ARTIC transit station and Douglass street entrance to Anaheim Stadium. This included routing fiber and establishing communications to TMC. 16 KEITH LASTER SFNIOR CONSTRUCTION INSPECTOR/ TRAFFIC SICiNAL.S PROFESSIONAL EXPERIENCE Mr. Laster has over 25 years of inspections experience in the private and public sector with an extensive knowledge in supervising inspections, construction/project management and area supervision. He has strong communications and people skills that compliment his ability to mentor and coach others, he has a positive attitude and enjoys learning. He has inspected many traffic signal installations, repairs and rehabilitations, street improvements, concrete removals and replacements, median and landscape improvements, street light systems, traffic control, SWPPP compliance and all other areas of construction. His core values include having a good work ethic, being positive and caring, and doing what is right. His written and oral communication, organization skills and follow through are personal strengths that add value to his work. PROJECT EXPERIENCE K0... eA EDUCATION Rancho Santiago College Coursework 8 Construction Inspections Courses CERTIFICATIONS IMSA (International Municipal Signal Association) Level land 11 U.S. Naval Electricians Certification Class Certified in Concrete Testing Competent Person training SWPPP, BMP's Training City of Anaheim — Various Projects, Anaheim, CA: 2002 — 2014 - Senior Construction Inspector - Oversee all traffic signal installations/modifications in the City, ITS systems and communications (FOC as well as CCTV). He takes projects from plan check to award, pre -construction meeting, construction build out along with progress payments to post construction. He maintains accurate daily reports and maintains accurate as -built plans. Responsible for the Western section of the City of Anaheim, work that includes interacting with residents, builders and contractors, utility companies (AT&T, Gas Company, Electric Utility Companies), and coordinating with soils and materials testing firms and providing the City with assistance in delivering projects on time and under budget, while complying with city standards. During his time at the City of Anaheim, he has received several letters from residents to the Mayor complementing him on his outstanding customer service. Wildan & Associates, Anaheim, CA: 2000 to 2002 - Public Works Observer — Responsibilities included: Provide public work inspection services for clients and conduct inspection and materials used in the construction and/or resurfacing of streets, traffic signals, sidewalks, curb and gutter, sidewalks, handicap ramps, asphalt repairs, parks, lighting structures and other improvements. Maintain accurate records and daily reports, documenting and reporting of correspondence to consulting with developers, contractors and homeowners in collaboration of improvement sites. Review of plans and specifications, soils reports, track submittals and any extra work, and checks for compliance with codes. City of Norwalk, Norwalk, CA: 1993 to 2000, Traffic Signal Technician: Responsibilities included: Maintaining, repair and inspection of all signals and street lighting. Diagnose, repair, install and maintain all City traffic signal equipment. Utilized knowledge of materials, methods and safe practices, developed and implemented sound plans for assignment of crews and assured timely completion and submittal of reports. Knowledge of volt horn, amp meters, triplet and meggers, and responding to emergency signal calls involving pole and equipment knockdowns, intersections, in -flash, accidents, and conflict management. 17 GORDON D. ROBERTS Mr. Roberts has over 40 years of energetic, reliable strong commitment to professional work ethic, and diverse experience in progressively responsible positions from heavy equipment operator to superintendent to general engineering & building contractor including multiple trades contractor to project designer and inspector. Years of experience working with a paving and slurry contractor. Mr. Roberts interacts cooperatively at top management levels with input into planning, safety, goal setting, operations, policy decisions. and building code implementations. Mr. Roberts possesses authoritative knowledge of building codes and regulations, plan reading and interpretation, multiple trades and overall respected construction practices. Mr. Roberts interacts cooperatively with architects, engineers, general contractors, inspectors, other supervisors and the public. Mr. Roberts conveys excellent communication and interpersonal skills; interacts well with widely diverse groups; easily gains confidence and cooperation; additionally, bi- lingual utilization of his construction / conversational Spanish proves a strong field communication asset. Mr. Roberts has managed crews of 30+; stressing quality work and safety. Hired, trained, and developed crews to work independently with continued priority to safety situational awareness. He also speaks Spanish well. RELEVANT EXPERIENCE KPcee A EDUCATION California State Contractor Trade School & Licensing — General (A)/Engineering (B)/ plus Specialty Trades & Certifications Operating Engineers, Local 12- Journeyman Training- Certified HAZ-MAT Handling, Safety Management, Equipment Operator for Infrastructure Earthwork, Grade Checking & Plan Take -off, Heavy Equipment Mechanical Repair, Maintenance & Safety Practices. Trade & College Courses — Drafting & Plan Design, Metallurgy Safety, Welding, Cutting & Compressed Gas Practices, Basic Spanish Computer Software- Structure Studios: Vip3D Pool Studio & VizTerro, Auto Cad, MS Office Suites, Corridor. -Asset Maintenance & Repair Tracking Management. YEAR STARTED WITH FIRM: Foothill Boulevard Improvement Project, Claremont, Ca 12017 The project constructed 3.1 miles of major arterial improvements for the Foothill Boulevard Master Plan. The work included traffic control, clearing and grubbing, roadway excavation, removal and replacement of curb and gutter, sidewalks, and driveways, Class 1, 2 and 4 bicycle lanes, 10 concrete bus pads and shelters, concrete cross gutters, alley way driveways, local depressions, parkway drains, pavement improvements, walls, storm drain work that includes various RCP, catch basins, manholes, cobble bio retention basins, drywell underground storage,6 traffic signals, street lighting, landscaping and irrigation, and the installation of bus shelters and furniture and amenities, trellis structures, monuments signage, and full landscaping. KOA oversaw the entire project for the City, conducted weekly project meetings, managed staff and budgets; negotiated, approved, and processed change orders, maintained project fi les, labor compliance, Caltrans, Edison, and multi -agency coordination balanced 7 funding sources, met with City officials and town residents, reviewed all submittals and RFI's, coordinated with City project manager and City Management from various departments, completed weekly and monthly reports, verified quantities, coordinated any soils testing, attended City meetings, and coordinated with the contractor while assisting in re -design of numerous survey errors on the plans for this $14 Million project. City of Rancho Mirage On -Call Inspections Contract — Land Development and Public Works Projects, City of Rancho Mirage - Construction Inspector: Mr. Roberts oversaw the rough grading operation, installation of VCP Sewer Main, storm drain with storm drain and sewer manholes, wyes and laterals, 8" —12" ductile iron water line, curb and gutter, cross gutters, sidewalk, paving grading and base paving on two land development projects. Mr. Roberts maintained Daily reports, attended meetings, kept photo documentation, coordinated with the City, design engineer, and materials testing staff to ensure that the project was built in accordance with the project plans and specifications. 2016-17 CDBG Sidewalk Improvement Project, Corona, CA: Construction Inspector Mr. Roberts provided construction inspections on this CDBG Sidewalk rehabilitation project in various areas. 18 G ANNE AZZU SENIOR ENGINEER i / PUBLIC OU-fREACH Ms. Azzu has over 25 years of experience in the field of transportation planning, contract administration, project management, contract negotiations, proposal writing, scheduling, and budgeting. Her experience was obtained through employment with public and private sectors including; Coachella Valley Association of Governments, Parsons Brinckerhoff, Oriental Consultants, Parsons International, and J.F. Davidson Associates. As a Project Manager, Ms. Azzu has extensive experience involving staff supervision, planning and coordinating activities, and consensus building. Her involvement in major projects has included working with clients and sub -consultants. All other requirements of project management are part of Ms. Azzu's daily routine. Ms. Azzu has extensive experience in supervising transportation modeling for private, public transport and metro using Visum, Citilab Cube, Tmode12, and TRANPLAN software, traffic impact studies, GIS. RELEVANT EXPERIENCE Grant Management for Caltrans Federal Funds, CA (Current) KO,eA EDUCATION B.Sc. Civil Engineering University of Baghdad, Baghdad, Iraq, 1980 PROFESSIONAL AFFILIATIONS Institute of Transportation Engineers (ITE) Southwestern Region TRANPLAN Model User's Group, Citilabs American Public Works Association (APWA) Senior Project Manager, provide Grant Management services for projects within the City of Menifee, City of Garden Grove and the City of Yorba Linda. This includes assisting the Cities, preparing the necessary documentation and coordination with Caltrans to ensure compliance with Caltrans' requirements for federally -funded projects. Multi -Modal Feasibility Study, Indio, CA (Current) Senior Project Manager. Ms. Azzu is assisting in developing a Multi -Modal Hub for the City of Indio to connect transportation services that include commuter and inter -city rail, bus rapid transit, regional and local buses, taxis at a single location, considering the integration with bike, pedestrian and transit. Sustainable Communities Grant, CVAG Jurisdictions, CA (2018) Senior Project Manager. Ms. Azzu provided the jurisdictions with transportation planning grant program information to encourage the cities to develop local plans to increase the region's competitiveness for federal and state funds. Transportation Project Prioritization Study, CVAG, CA (200S) Project Manager. Ms. Azzu updated the Coachella Valley 2005 Transportation Project Prioritization Study (TPPS) and the Regional Arterial Cost Estimate (RACE) Program; and monitored project budgets and expenditures, evaluated invoices, and processed billings. Signal Synchronization Project, CVAG, CA (2004) Transportation Engineer and Program Manager. Ms. Azzu managed the design and implementation of the Coachella Valley Signal Synchronization project budgeted at $2.8 million. She also monitored project budgets and expenditures, evaluated invoices, and processed Caltrans billings. 19 RTEA REGINA TALAMANTEZ, PE As a Construction Manager, Project Manager, and Office Engineer, Regina has demonstrated her expertise in delivering complex transportation projects on time and under budget in a safe manner. Regina is a licensed civil engineer with over 29 years of experience working in construction management, design and program management in transportation. Regina started her career as a bridge designer for Caltrans and after three years transferred to Office of Structures Construction. She has over 10 years working directly on highway bridge and freeway projects and has spent over 18 years managing railroad at - grade crossing improvements, transit, railroad underpass, bridge overcrossing and trench grade separation projects. RELEVANT EXPERIENCE K0A EDUCATION B.S., Civil Engineering, Cal Poly State University, SLO REGISTRATIONS/ CERTIFICATONS CA, CIVIL ENGINEER NO. 59264 PROFESSIONAL AFFILIATIONS APWA WTS-Multiple Chapters Hispanic Society of Professionals YEAR STARTED WITH FIRM: 2013 City of South Gate Public Works Department - CIP Various HSIP projects Construction Management - Office Engineering & Labor Compliance, 2015 City of South Gate Construction Management and Inspection Services Contracts: ✓ Truck Impacted intersection Improvements at Firestone Boulevard and Rayo Avenue, 403-ST ✓ Highway Safety Improvement Project (HSIP) for Traffic Signals at Various Locations, 448-TRF ✓ Highway Safety Improvement Program (HSIP for Traffic Signals at two locations, 468-TRF Regina provided support with office engineering & labor compliance services for the City of South Gate DPW. Project Elements: Installation of safety improvements (HSIP funded project) with modifications to traffic signal, pavement rehabilitation, sidewalk modifications, C&G, meter relocations, traffic control, SWPPP, utility relocations, meter adjustments, fire hydrant adjustments, manhole adjustments, PCC pavement, AC Pavement and traffic striping. City of South Gate DPW CIP - Construction Management & Inspection Services for the Firestone Blvd Bridge Widening Over the Los Angeles River, 354-ST: Office Engineering, Labor Compliance & Scheduling 2015-2017: Regina provided construction management support with scheduling & labor compliance services. The Project is located on Firestone Boulevard between Rayo Ave and the 1-710 freeway, over the Los Angeles River. Project Elements: bridge removal, construction of a new bridge, construction of new roadway pavement and associated signing, striping, lighting, providing for staged construction, and providing storm water pollution prevention controls. traffic staging & control, signal modifications, barrier replacement, approach slabs, street lighting, bike path detour, PCC & AC pavement, sidewalk, ADA ramps, USACE, and third -party utility coordination. Responsibilities: RTEA will participate in preconstruction, construction and post construction phases of the project. Responsibilities: constructability review, preconstruction meeting, base line schedule review, contract documentation & record keeping, labor compliance and project closeout. Other Recent projects: City of Indio Department of Public Works Design of Andrew Jackson Elementary Pedestrian Improvements (PAED/PS&E/Const. Support) (SRTS) - Environmental CEQA/NEPA Documentation & Public Outreach Services, 2015-16 City of Norwalk Department of Public Works Construction Management Services on the Alondra Pavement Rehabilitation Project Deputy PM, labor compliance & public outreach, 2015 20 ARAGON GEOTECHNICAL, Inc. - TESTING FERNANDO ARAGON, MS, PE, GE MATERIALS TESTING PROJECT MANAGER PROFESSIONAL EXPERIENCE Mr. Aragon has designed septic systems, drafted geologic maps, prepared boring logs and laboratory results, managed projects, overseen materials testing for the CCRL, AMRL and Caltrans approved laboratory, and prepared calculations for reports. Mr. Aragon has also managed all laboratory and field quality control and quality assurance services. Mr. Aragon has experience in slope stability, settlement analyses, liquefaction analyses, bearing capacity calculations, aggregate analyses, geotechnical investigation reports and recommendations. Mr. Aragon has extensive experience in the field of pavement engineering, including experience with distressed pavement evaluations, pavement structural section design, hot asphalt concrete mix designs, cold recycled asphalt mix designs, quality control and quality assurance testing for hot asphalt concrete and cold recycled asphalt, and plan preparation and specifications for rehabilitation projects, including replacement of facilities and recycling of existing materials. Mr. Arag6n has been the quality control or quality assurance engineer on over 250 street improvement projects for cold in -place recycled asphalt, cold central plant recycled asphalt, soil stabilization and hot mix asphalt projects. As quality control engineer, reviewed submittals, presented as a Just -In -Time training Instructor, reviewed field and laboratory testing data and provided recommendations for on -site challenges during construction. Mr. Arag6n has been the Geotechnical Engineer on several utility improvement projects throughout the State of California including but not limited to stormdrains, waterlines, electrical lines, sewer lines, fiber optic lines and gas lines. Mr. Arag6n has severed and continues to serve as an on -call Geotechnical Engineer to for contractors, municipal agencies and developers. 1997-Present: KOo,A EDUCATION Loyola Marymount University of Los Angeles, B.S., Civil Engineering University of California, Berkeley, M.S., Civil Engineering with emphasis in Geo Engineering REGISTRATIONS/CERTIFICATION Registered Civil Engineer, California, No. 72277 [Exp. 6/30/201 Registered Geotechnical Engineer, California, No. 2994 [Exp. 6/30/20] California Department of Transportation, Certificate of Proficiency, Expires: 9/2019 Governor's Office of Emergency Services — Disaster Services Worker — Volunteer PROFESSIONAL AFFILIATIONS American Society of Civil Engineers ASTM International — Participating Member Member of Tau Beta Pi National Engineering Honor Society Memberof Chi Epsilon National Civil Engineering Honor Society Association of Drilled Shaft Contractors (ADSC), The International Association of Foundation Drilling, University of California at Berkeley, 2004-2005 graduate fellowship YEAR STARTED WITH FIRM: 1997 Arag6n Geotechnical Inc., Riverside, California; Soils Technician (Laboratory and Field) to Engineering Assistant, Staff Engineer, Project Engineer to President. 21 K0A SECTION 6: GENERAL APPROACH KOA understands that the City of Palm Springs is requesting proposals from qualified professional engineering firms to provide the City with turn -key comprehensive construction management services related to the HSIP Cycle 7 Traffic Signal Improvements, Federal Aid Project No. HSIPL-5282(046), City Project No. 15-32,. KOA also understands that if selected, we will be responsible for providing comprehensive construction management services for the Project, including but not limited to administration of the construction contract, implementing the Quality Assurance Program (materials testing and inspection), reviewing the Contractor's construction surveying, and other related work. KOA's team also understands that the Project is made possible by funding through the Highway Safety Improvement Program ("HSIP") federal aid provided through the Fixing America's Surface Transportation ("FAST") Act. All federal aid funds programmed on local agency projects are coordinated through the California Department of Transportation ("Caltrans"), and the selected firm will be expected to provide all necessary coordination with Caltrans in accordance with and pursuant to the Caltrans Construction Manual and Local Assistance Procedures Manual ("LAPM") as required to successfully implement the Project through the construction phase. If selected, the KOA team will demonstrate the adequate experience providing construction management services for federally funded projects in accordance with the Caltrans Construction Manual. Proposed KOA staff has the relevant experience with providing turn -key comprehensive construction management services for federally funded signal and civil improvement projects, including knowledge of and experience with the Caltrans Construction Manual and other related guidelines. We have shown this in our proposal. KOA understands that the Project will install an Advanced Dilemma Zone Detection System at each of the proposed intersections including the installation of radar/video detection and replacing the existing signal hardware as necessary. The construction work also includes replacing signal poles and curb ramps as required. KOA Corporation will provide professional construction inspection services for the construction of traffic signal improvements at 17 locations across the City of Palm Springs. Work and documentation will be in support of fulfilling federal -aid requirements. KOA understands that the project locations are as follows: PROJECT LOCATION: Seventeen intersections throughout Palm Springs 1. Racquet Club Road and Indian Canyon Drive 2. Racquet Club Road and Sunrise Way 3. Gene Autry Trail and Via Escuela 4. Amado Road and Sunrise Way 5. Tahquitz Canyon Way and Sunrise Way 6. Tahquitz Canyon Way and Farrell Drive 7. Baristo Road and Sunrise Way 8. Baristo Road and Farrell Way 9. Ramon Road and Sunrise Way 10. Ramon Road and El Cielo Road 11. Ramon Road and Paseo Dorotea 12. Mesquite Avenue and Sunrise Way 13. Dinah Shore Drive and Crossley Road 14. Palm Canyon Drive and Sunrise Way 15. Palm Canyon Drive and Smoke Tree Lane 16. Palm Canyon Drive and Farrell Way 17. Palm Canyon Drive and Cherokee Way 22 KO#o,A KOA also understands that the current construction estimate is $2,319,230; CON funds t h a t w e r e authorized on September 13, 2019. The tentative construction schedule is 400 calendar days including contract administration, procurement, construction, as-builts and close-out, anticipated to begin by April 2020. The physical construction is expected to take 10 months. KOA's proposed team members understand these dates and are available to work on this project for the duration of the project and we know that no team members will be removed or replaced on the project without the permission of the City. KOA also understands that Palm Springs is a destination City that is constantly hosting events and out of town tourists that will be visiting the City all year round which creates traffic issues and safety and traffic control (flow) will be a top priority for our team to ensure that there are as few or zero incidents during the project construction. KOA will provide construction inspection services for traffic signal construction activities as directed by the City. Construction activities may include: ➢ Traffic signal poles and foundations ➢ Conduit and conductors ➢ Pull boxes ➢ Installation of countdown ped heads ➢ Compliance with permit conditions ➢ Curb ramps Construction Inspection services will be conducted as directed by the City, and is expected to include the following tasks: Daily Inspection Reports: Reports will be completed in compliance with Caltrans and federal -aid requirements. Reports will include labor, equipment, materials, work conducted, issues/ problems/ resolutions, and weather. The inspector will record incidents such as accidents, damage to infrastructure, and unforeseen conditions. Reports will be collected daily, and transmitted to the City weekly. Disputes and claims will be recorded and transmitted to the City. Steel will be verified in compliance with federal -aid "Buy America" provisions. The services for construction inspection shall implement project controls in accordance with the relevant standards and specifications, including the: • Permit Conditions • Standard Plans and Specifications for Public Works Construction, including all supplements Engineered plans and specifications • California Manual of Uniform Traffic Control Devices (MUTCD) and WATCH manual • Standard Specifications of the Department of Transportation, State of California (Caltrans), Latest Edition, including all supplements. • Standard Plans of the Department of Transportation, State of California (Caltrans), Latest Edition, including all supplements. Daily Construction Site Monitoring: The inspector will monitor work site condition, safety, traffic control (MUTCD and WATCH manual), BMP's, and staging. The contractor will be confronted and shall correct unacceptable work, practices and unsafe conditions. The inspector will study and become knowledgeable on the construction documents, and interpret and implement the provisions of the contract documents, soils reports, survey data, Caltrans Standard Specifications, APWA "Green Book" and the City of Garden Grove Municipal Code. The inspector will serve as the City's representative and liaison to the contractor and his staff. The inspector will communicate with staff for problems and issues that arise, and those needing resolution, especially in an urgent situation. We will confirm that work meets contract requirements. Unacceptable or rejected work shall be reported to the Contractor and the City. Work will be performed in a cost-effective manner, and in the interest of the City. 23 Utility Coordination: KOA will ensure that utility coordination is performed by the general contractor throughout the construction phase of the project. Photographic Record: KOA will make a photograph record of the project site before, during, and after completion. Material Certificates; The inspector will receive, review, approve and file material certifications (i.e. load tickets), for delivered construction materials, including traffic signal hardware, PCC, asphalt, and aggregates. Extra Work: In the event of Contractor claims for Extra Work, KOA will receive such documents and transmit to the City for direction. For Force Account work the inspector will verify, document time and materials, equipment, and quantities, and sign daily reports. KOA will assist the City in any Extra Work and Change Order negotiations. Special Inspection: KOA will coordinate with TAGC (our DBE consultant) as needed to provide inspection of rebar placement, concrete placement and preparation, and traffic signal control equipment as needed. Material Testing: KOA will coordinate with AESCO (DBE consultant), for optional as -needed material sampling, testing, and soil compaction services. Expected work will include PCC sampling and strength testing, subgrade and base compaction. Employee Interviews: Contractor employees will be interviewed in compliance with federal -aid requirements. Labor Compliance: KOA will compare employee stated wages against Certified Payroll reports and State and Federal Prevailing Wage rates to affirm compliance. KOA will perform labor interviews with construction laborers (typical one from each trade per month minimum). We will verify compliance with state and federal wage rate requirements. KOA can review submitted Certified Payroll statements as well. KOA performs its own labor compliance reviews with our own staff. We ourselves are registered with the state of California Department of Industrial Relations as a general contractor providing Building/ Construction Inspector services, and we are subject to the same state and federal prevailing wage law requirements as any other contractor who will be working with the projects anticipated in this project assignment. KOA has provided labor compliance for all of our public works projects where we were required to do so, with tasks including conformance to prevailing wage rate requirements; apprenticeship programs; notifying and tracking corrective actions; verifying required postings, conducting employee interviews, verifying final compliance, and submittal of final report/resolutions to the client. Submittals and Shop Drawings: KOA will receive, transmit to the City, and provide recommendation on shop drawings and submittals. However, we should note that the responsible engineer and City will need to make determinations as to a design and engineering nature. KOA will facilitate this process. Construction Meetings: KOA staff will facilitate and attend construction meetings as needed. Contractor Invoicing and Payment: KOA will review the Contractor's payment requests and verify quantities of completed work for progress payments to the Contractor. Closeout and Punchlist: KOA will conduct a final walkthrough inspection, develop "punchlists" of incomplete work, and follow up until all work is complete and corrected. A final inspection and recommendation of completion will be provided to the City. All files wil be populated, completed, and transmitted to the City for their files and approval. As -Built Plan: KOA will verify that the Contractor's "As -Built" plan is current and correct, and at least a monthly basis as well as track the project progress and changes on our own plan copy for comparison. 24 L DELIVERABLES ✓ Daily Reports ✓ Incident Reports ✓ Direction to Contractor ✓ Material Certificates of Compliance ✓ Quantity Reports ✓ Employee Interviews ✓ Photographs ✓ Extra Work/ Time and Materials Records ✓ Special Inspection Reports ✓ Material Testing Reports ✓ Labor Compliance Review ✓ Submittals and Shop Drawings ✓ Pay Request Recommendations ✓ Punchlist ✓ Recommendation of Final Completion ✓ As -Built Plan Disadvantaged Business Enterprise (DBE) Participation KOcweo,A KOA Corporation has teamed with RT Engineering (DBE) to provide Labor compliance and Office Engineering support, Aragon, (DBE) to provide special inspection services and material testing services. We expect to meet the required 10% DBE participation with our DBE sub -consultants. Americans with Disabilities Act (ADA) Compliance It is imperative that the project be in compliance with ADA requirements. For this project, this would include pedestrian push buttons (if included), horizontal clearance around poles and obstructions, pavement slopes, and curb access ramp details. KOA will verify that the project is ADA compliant. Buy America Federal -aid provisions require that steel products are produced in the United States. KOA will verify that delivered steel products carry the appropriate Buy America certification. Prevailing Wage Rate Staff All of our inspection staff are W-2 employees, and are paid in accordance with prevailing wage requirements. KOA does not participate in 1099 non -employee non -prevailing wage hiring practices. 25 KO,fA SECTION 7: PROJECT MANAGEMENT AND CONTROL SYSTEM KOA staff will coordinate with the City to develop an integrated cost and schedule information system to provide up to date and accurate information regarding schedule, budgets, expenditures, and change orders to KOA's Construction Managers, contractors, Caltrans, and City staff. KOA staff is familiar with Virtual Project Manager (VPM), ProCore and EDOC Document Control systems and have used them all on recent projects. These systems are easy to navigate and upload documents to so that the project parties and personnel can share information and review real time data as the project progresses. Project submittals and Requests for Information (RFI's) can be uploaded to the systems and date sensitive tracking can be placed on each item to get the proper responses back from the designer, City and Construction management team to the contractor so they can proceed with ordering the correct materials in a timely fashion in order to keep the project flowing. The master schedule of the Project Controls System (PCS) will enable critical activities and interrelationships between the contractors, suppliers, the City, the City's Project Manager, design engineers, utility companies, and construction manager; including our sub -consultants to be monitored efficiently during the construction phase of the project. The master schedule will identify permit constraints, work area restrictions and other known work and/or coordination constraints. The master schedule will be created by the contractor, submitted and reviewed by the project team prior to approval of the schedule. Careful consideration will be placed on the historically long lead time items such as the traffic signal poles and equipment that can take anywhere from 18 — 27 weeks to order and fabricate. This will need to be figured into the schedule as well as the review time and inspection time required from Caltrans M.E.T.S. to inspect the materials at the fabrication site after the CEM forms are properly completed by the contractor and submitted for review prior to inspection of the actual materials. This process can also be uploaded to the shared site along with emails folders that can be created to track the chains of communication between multi -Agencies, suppliers, and the project team to keep the contractor honest and help to maintain schedule control. The cost -monitoring element of the PCS will enable project -wide monitoring of expenditures for comparison with the original budgets and budget updates resulting from change orders processed during the life of the project. Monthly reporting will enable accurate cost forecasting at any time. Project invoices and quantity verifications can also be uploaded and tracked on the shared site as well as Change Order Requests and approved change orders. Force account work can be tracked and project cost tracking and burn rates can also be tracked via the shared site so that invited parties can review these items during the project as it moves forward. The automation of the above information will enable timely analysis, intervention, and decision making to enable efficient control of the project. Along with this information, the Designer, Michael Baker can also upload and share plan revisions and any changes to the project that may occur and certain items can be controlled or limited to a list of viewers/users that have to be granted permissions in certain areas that can be deemed private to limit access to invitees only or public for all parties to access information. The project files will also be maintained electronically and in paper format by the KOA Construction Management team according to the Caltrans Local Assistance Procedures Manual (LAPM) for all categories that apply that can be copied to electronic devices or uploaded to the Document Control System at the end of the project and turned over to the City. We have found that maintaining clean, accurate and thorough documentation helps to sail through Caltrans Mid -Cap and final audits so that any funding is never placed in jeopardy or the city is not at risk for claims or liability. U-1 K�A SECTION 8: PRIOR PROJECTS City of S. El Monte On -Call - Thienes Avenue and Tyler Avenue Traffic signal and Lighting Project Improvements. 2018 Federal Project No. HSIPL 5352 (014), City Project 67-900-9020-291 - KOA provided Construction Management, Inspections and Labor Compliance on this Federal project. The project consists of the contractor providing all required equipment and labor personnel for two (2) phases. Phase 1 — to pothole all utilities prior to construction and install all required conduits and Phase 2 - contractor to provide all equipment and labor to install all poles, cabinets, signal heads, camera, pull conductors and turn on signal at the completion of the project. The total project duration is forty five (45) working days from the contractor notice to proceed. KOA provided CM and construction inspection services for pre -construction, construction, and post -construction activities. KOA provided daily inspections, RE Reports, Weekly Statement of Working Days, monitoring, document control / filing per Caltrans Local Assistance Procedures Manual, submittal review and coordination, review of traffic plans, design clarification and change order review, scheduling review and recommendations, change order processing if applicable, dispute resolution and avoidance, QA/QC Inspections, invoice approvals and progress payments for the contractor, preparation of reports, construction management and weekly progress reports, ensuring site safety, agency coordination, and overseeing contractor As -built drawings. Reference: Okon Demirci, PE, City Engineer, City of S. El Monte, 411 Santa Anita Ave., S. El Monte, CA (774) 319-6137 okon.demirci@transtems.org KOA Staff. Kevin Higgins, CM, Cris Cole, Construction Inspector. Project Cost: $640,000.00 City of Coachella ST-68 Traffic Signal Synchronization Project (2016 — 2017), Coachella, CA KOA provided ITS and signal design services and construction inspection for the Traffic Signal Synchronization and ITS Infrastructure Phase I Deployment of the City's ITS Master Plan. KOA and Mr. Ramos provided construction field inspection of the signal controller, fiber optic cable installation, and the construction of the new traffic management center of the project. The scope includes complete construction documents (PS&E) for controller upgrades, ITS hardware & software upgrades, new 72 single mode fiber optic interconnect of all City intersections, redundant wireless interconnect and the PS&E to construct a new Traffic Management Center (TMC). The project will migrate the City from Type 170 controllers with BI Tran 233 to the new McCain 2070ATC controllers running the Omni Ex program and Transparity TMC central system software. The TMC PS&E includes the design for a 3x2-47" flat panel live video wall for the operation center and server room in support of a central signal control, remote access of video detection and CCTV pan tilt zoom cameras. Signal synchronization and timing Implementation for 16 City traffic signals is included, as well as timing implementation and training for City staff for TMC operation. Reference: City of Coachella, 7575 Sixth Street, Coachella, CA 92236. KOA Staff. Kevin Higgins, CM, Doug Ramos, Construction Inspector, Jimmy Lin, PM, Ryan Colad, Design Lead, John McCullough, Testing. Project Costa $2.5 Million City of Azusa — Professional Engineering Services for Traffic Management System, Azusa, CA: KOA is currently providing Construction Management and Inspections for the City on this project that includes traffic signal improvements and modifications at 43 signalized intersections within the City. The Design and Construction support scope focuses on installation of a centralized traffic control and monitoring system, signal coordination, signal timing and intersection signal equipment. The project will also replace antiquated controllers and cabinets, install network switches and routers enabling communication between local field elements and the Traffic Management Center (TMC), and provide a new TMC work station. The primary goals of the project are to improve traffic safety and optimize signal timing to reduce delays, decrease stops, relieve traffic congestion, improve travel times, reduce emissions, and provide benefits for all modes of transportation using the roadways (vehicles, buses, bicycles, and pedestrians). The installation of the Traffic Management Center work station, integration of the various Intelligent Transportation System (ITS) components, establishment of communication links between those components, including the Traffic Management System (TMS) as a centralized traffic control system must be completed within budget by July 2020. KOA Staff Eric Yang, Design, Ram Mohseni, CM, Doug Ramos, Construction Inspection 27 Central Ave Traffic Signal Modification and Fiber Optic Interconnect Plan, Glendale, CA: KOA prepared traffic signal modification plans for six (6) signals along Central Avenue;" between Wilson Avenue and Pioneer Drive, and fiber optic communication system plans on Central Avenue between Colorado Street and Broadway for the City of Glendale. Included in the scope of work was the preparation of a preliminary design report, construction plans, specifications and engineer's estimates (PS&E). KOA also provided construction support ' services, attended pre -bid meeting and weekly construction meetings; reviewed complicated r` submittals; provided periodic inspection of key elements atjob site; and both reviewed and , recommended solutions to complex unforeseen conditions. KOA prepared the plans for the��� traffic signal improvements and the fiber optic communication system after completion of construction. KOA Staff. Derry MacMahon, CM, Dan Barnett Inspector Capital Improvement Project, Citywide Traffic Signal Inventory, Design/Construction Upgrades, Compton, CA The City of Compton's multi -million dollar Capital Improvement Program included modifications and upgrades for 107 out of the 110 existing traffic signals located throughout the city. The proposed improvements for each intersection ranged from refurbishment of signal heads to major upgrades of the existing traffic signal equipment. KOA's work scope involved the design and preparation of numerous traffic signal modification plans, sketches, and upgrade tables for the 107 signalized intersections, where improvements were proposed. The project also included the design of approximately 5.9 miles of traffic signal interconnect plans and providing bid and construction inspection support for the city. KOA Staff.- Derry MacMohon, CM, Dan Barnett, Inspector Harbor Boulevard Rehabilitation Project; Harbor Boulevard & La Habra Boulevard Improvement Project, La Habra, California This federally -funded STPL project rehabilitated one mile of Harbor Blvd from Lambert Rd to Whittier Blvd, and improved the intersection at La Habra Blvd by widening the street and installing additional right and left turn lanes. This project was constructed in conjunction with a Rule 20 utility undergrounding project, and commercial improvements at adjoining properties. Work included storm drain box culvert; storm drains; curb, gutter, sidewalks, driveways; water pipelines, meter and fire hydrant relocations; bore casing under railroad right- of-way; traffic signals; pavement construction and asphalt rubber not mix overlay. The overall construction cost for this project was $2.4 Million. Reference: Sam Makor, City Senior Civil Engineer, City of Lo Habra, 201 E. La Habra Blvd., Lo Habra, CA 90633 (562) 905-9720, KOA Staff Chuck Stephen, CM, Cris Cole, Construction Inspector. City of Rancho Mirage "On -Call" Contract - Highway 111 Street Rehabilitation from Bob Hope Drive to East City Limit — Project No. C.P. 13-287, Federal Project No. 5412(013). KOA supported this project and provided Part -Time Construction Management for this project at 16-20 hours per week and approximately for 11 weeks during construction activities based on the 75 CALENDAR day work schedule per the project specifications. KOA's Mr. Higgins conducts and attends all project meetings, assists the City with Submittals and RFI's, kick-off meetings, as well as constructability review, RE Reports, coordination with the soils company and project inspector, reviewing quantities and invoices for payment, Caltrans project paperwork per the Local Assistance Procedures Manual for Federally Funded projects, and all close out and final reports. The specific work for this scope included the construction of the Highway 111 Street Rehabilitation Cold in Place Recycled Paving and Hot Rubberized Asphalt, and 13 Handicap Ramp Modification and Replacement, traffic Signal modification and loop replacement, striping, and landscape restoration. Reference: City of Rancho Mirage, Bill Enos, PE, City Engineer - Public Works Dept, Highway 717, Rancho Mirage, CA, (760) 578-9455. KOA Staff Kevin Higgins, CM. Project Cost $900,000.00 28 KP(wA RCTD- Sunset Rail Road Grade Separation Project, Banning, CA: Owner: (RCTD) Riverside County Transp. Dept. Completion Date. March 2016: KOA provided construction inspection and support services for this project that constructed a Railroad Bridge, roadway undercrossing, a shoo -fly, freeway ramp improvements, roadway improvements, retaining and tie- back walls, storm drain, water and sewer improvements, landscape improvements, and all other related project improvements. KOA provided a Structures Representative, Construction Inspector, and landscape Inspector on this project as a sub -consultant to Harris & Associates on this bridge and grade separation project. KOA provided submittal review, plan review, construction inspections on concrete curb and gutter, sidewalk, poured in place concrete walls, tie -back walls, grading and earthwork, traffic signals and street lighting post bases and steel, rock blanket and slope protection rock matts, steel and rebar, irrigation and landscape planting. Responsible for attending meetings, daily construction inspection and reports, SWPPP compliance, quantity verification, invoicing, RFI's, Change order review and time and materials overview. Project cost was approximately $29,000,000 and the project was completed in 20 months. Reference. Vyay Desai, Project Manager, (878) 792-8882. KOA Staff. Kevin Higgins, CM/Inspector, Lionel Martin, PE, Structures Representative, Ted Young, CLIA, Inspector. Foothill Boulevard Master Plan Improvement Project, City of Claremont — KOA provided Construction Management Inspections and Materials testing on this current project consisting of 2.8 miles to construct numerous improvements of the Foothill Boulevard Master Plan which includes traffic control, clearing and grubbing, roadway excavation, removal and replacement of curb and gutter, sidewalks, and driveways, Class 1, 2 and Class 4 bicycle lanes, 10 concrete bus pads and shelters, concrete cross gutters, alley way driveways, local depressions, parkway drains, pavement improvements, walls, storm drain work that includes various RCP, catch basins, manholes, cobble bio-retention basins, drywell underground storage, 6 new traffic signalized intersections, street lighting, landscaping and irrigation, and the installation of bus shelters and furniture and amenities, trellis structures, monuments signage, and full landscaping. KOA oversaw the construction management and inspections on the entire project for the City and provided construction inspections, daily reports, labor compliance, contractor compliance, utility coordination, conducted / attended weekly project meetings, negotiated, approved, quantities, and extra work, maintained project photos and records, met with City officials and town residents, verified quantities, coordinated any soils testing, provided daily inspections, managed 7 funding sources, and coordinated with the contractor while assisting in re -design of numerous survey errors on the plans for this $15 Million project. Reference: Vince Ramos, City Project Manager, City of Claremont, 207 Harvard Ave. N, Claremont, Ca 97711, (909) 379-6737, VRamos@ci.claremont.co.us KOA Staff.- Kevin Higgins, CM, Chuck Stephen, PM, Gordon Roberts, Construction Inspector. ROSECRANS AVENUE/AVIATION BOULEVARD INTERSECTION IMPROVEMENTS, HAWTHORNE, CA This project involved the widening of Rosecrans Ave. in the eastbound and westbound directions for the construction of additional lanes of traffic from Douglas Street to Hindry Ave. Additional lanes were also built along the northbound and southbound directions of Aviation Blvd. between Hawaii Street and Marine Avenue. The work consisted of excavation and removal of existing pavement, concrete and asphalt paving, construction of curb and gutter, sidewalks, driveways, retaining walls, sound walls, storm drain RCP & RCB structures and street lighting. In addition to the above the project also involved traffic signal modifications at four intersections, new traffic signal controllers, installation of interconnect conduit, synchronizing of signals, traffic striping, adjustment of existing underground utilities, undergrounding of overhead utilities and landscaping. KOA provided construction management and construction inspections that included reports, photographic documentation, coordination with the contractor and the city, maintaining project files, and project close-out documents. KOA Staff Alan Broadvedt, CM, Dan Barnett, Inspector 29 APPENDIX: FORMS ��m � `I-�"�'- _ aX:-vim^.r-.@'�-"4;�,�p�`�..".�_I�'PYF" .�. i-. �-. ,�;. L A:. �. ��,�' 'n •. •��::"- Yq��fY�e' T{+:'.4T�•i �7. 7'n'r„'�i�£� �'J'' � . ' .��"aJ,�*�.Y ,. ��l.r.�y..,,•4. ��7�:.:h. �i._ gym.. ir.'..,�1,.r:iiSc,_,.Y...*..r�.w..�. _ _ �.-, --- };.h. _ ,_�,9t3�.av ,.:.��: ATTACHMENT "A" *NOTE: THIS FORM MUST BE COMPLETED AND INCLUDED WITH YOUR PROPOSAL* (Envelope #1)* REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 SIGNATURE AUTHORIZATION NAME OF COMPANY (PROPOSER): KOA Corporation BUSINESS ADDRESS: 1100 Corporte Ctr Drive #210 Monterey Park CA 91754 TELEPHONE: 323.260.4703 CELL PHONE 310.525.0678 FAX CONTACT PERSON Chuck Stephan P.E. EMAIL ADDRESS cstephan@koacorp.com A. I 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 proposal. Charles Stephan, Vice President PRINTED NAME AND TITLE 16� 2/20/2020 SIGNATURE AND DATE B. The following information relates to the legal contractor listed above, whether an individual or a company. Place check marks as appropriate: 1. If successful, the contract language should refer to me/my company as: An individual; A partnership, Partners' names: A company; X A corporation If a corporation, organized in the state of: California Please check below whichever applies: X Yes, our company certifies that it meets the Non -Discrimination and Equal Benefits requirements as provided herein. No, our company does not meet the Non -Discrimination and Equal Benefits requirements as provided herein. P� My tax identification number is: 95-4515908 ADDENDA ACKNOWLEDGMENT: Acknowledgment of Receipt of any Addenda issued by the City for this RFP is required by including the acknowledgment with your proposal. Failure to acknowledge the Addenda issued may result in your submittal being deemed non -responsive. In the space provided below, please acknowledge receipt of each Addendum: Addendum(s) # 1 is/are hereby acknowledged. RFP #09-20 Page 14 of 115 ATTACHMENT "B" *NOTE: THIS FORM MUST BE COMPLETED AND INCLUDED WITH YOUR PROPOSAL* (Envelope #1)* REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 NON -COLLUSION AFFIDAVIT TO BE EXECUTED BY PROPOSER AND SUBMITTED WITH PROPOSAL STATE OF CALIFORNIA) ss COUNTY OF RIVERSIDE) The undersigned, being first duly sworn, deposes and says that he or she is Vice President of KOA Corporation , the party making the foregoing Proposal. That the Proposal is not made in the interests of, or on the behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the Proposal 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 Proposal, and has not directly or indirectly colluded, conspired, connived, or agreed with any Proposer or anyone else to put in a sham Proposal, 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 Proposal price of the Proposer or any other Proposer, or to fix any overhead, profit, or cost element of the Proposal 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 Proposal are true; and, further, that the Proposer has not, directly or indirectly, submitted his or her Proposal 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 Proposal. By: Charles Stephan Title: Vice President Subscribed and sworn to before me this 20th day of February , 2020. RFP #09-20 Page 15 of 115 ATTACHMENT "C" *NOTE: THIS FORM MUST BE COMPLETED AND INCLUDED WITH YOUR SUBMITTAL* (Envelope #1)* REQUEST FOR PROPOSALS (RFP) #09-20 CONSTRUCTION MANAGEMENT SERVICES HSIP CYCLE 7 TRAFFIC SIGNAL IMPROVEMENTS FEDERAL -AID PROJECT NO. HSIPL-5282(046); CITY PROJECT NO. 15-32 DEBARMENT AND SUSPENSION CERTIFICATION TITLE 49, CODE OF FEDERAL REGULATIONS, PART 29 The Consultant, under penalty of perjury, certifies that, except as noted below, he/she or any other person associated therewith in the capacity of owner, partner, director, officer, and manager: • Is not currently under suspension, debarment, voluntary exclusion, or determination of ineligibility by any federal agency; • Has not been suspended, debarred, voluntarily excluded or determined ineligible by any federal agency within the past 3 years; • Does not have a proposed debarment pending; and • Has not been indicted, convicted, or had a civil judgment rendered against it by a court of competent jurisdiction in any matter involving fraud or official misconduct within the past 3 years. If there are any exceptions to this certification, insert the exceptions in the following space. Exceptions will not necessarily result in denial of award, but will be considered in determining bidder responsibility. For any exception noted above, indicate below to whom it applies, initiating agency, and dates of action. Notes: Providing false information may result in criminal prosecution or administrative sanctions. Consultant Name. KOA Corporation 2/20/2020 (Date) (Signature) Charles Stephan, Vice President RFP #09-20 Page 16 of 115 (Name & Title) Local Assistance Procedures Manual Exhibit 10-01 Consultant Proposal DBE Commitment Reset Fotm EXHIBIT 10-01 CONSULTANT PROPOS-\I, DBE C`ONI]HTNIENT 1 Local Agency City of Palm Springs 2 Contract DBE Goal 10% 3 Project Description Construction Management HSIP Cycle 7 Traffic Signal Improvements HSIPL-5282(046) 4 Project Location. City of Palm Springs various locations city-wide 5 Consultant's Name- KOA Corporation 6 Prime Certified DBE 7 Description of Work Service. or Materials 8 OBE Certification 9 DBE Contact Information o 10 DBE /o Supplied Number Professional services including 40430 RT Engineering & Associates 10% Labor Compliance, Office 202 E. Airport Drive, Suite #140 Engineering, Admin San Bernardino, CA 92408 Materials Testing Services 45365 Aragon Geotechnical, Inc. 3% 16801 Van Buren Blvd. Bidg. B Riverside, CA 92504 Local Agency to Complete this Section 17. Local Agency Contract Number: 11, TOTAL CLAIMED DBE PARTICIPATION U) 13% 18 Federal -Aid Project Number: 19. Proposed Contract Execution Date IMPORTANT Identify all DBE firms being claimed for credit. 20. Consultant s Ranking after Evaluation: _ Local Agency certifies that all DBE certifications are valid and information on regardless of tier Written confirmation of each listed DBE is this form is complete and accurate. required 2/20/2020 — — ---- 12 Preparer's Signature 13 Date C. Stephan 310.525.0678 14 Preparer's Name 15. Phone Vice President 16 Preparer's Title DISTRIBUTION: Original — Included with consultant's proposal to local agency ADA Notice: For inrLviduals with sensory disabilities this document is available in alternate formats. For information call (916) 654-6410 or TDD (916) 654 3880 or write Records and Forms Management, 1120 N Street, MS-89, Sacramento, CA 95814 LPP 18-01 RFP #09-20 Page 100 of 115 Page 1 of 2 January 2019 Local Assistance Procedures Manual F..XHBIT 10-Q Disclosure of Lobbying Activities EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTivfrlES COMPLETE THIS FORM TU DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 13i3 1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type: Ela. conlract El a. bid off-1 a itutial b. grant b. irutial award b. material change C. cooperative agreement c. post -award d. loan For Material Change Only: a. loan guarantee year __ quarter f loan irdsurance date of last report _ 4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee, Enter Nance and Address of Prime: FPrima Dubdwardee Tier if kttowlt Congressional District, if kruxe n 6. Federal Department/Agency: S. Federal Action Number, if latown: 10. Name and Address of Lobby Entity (If indiciduaL last name. first name. \II I N/A Congressional District, if known 7. Federal Program Nana/Description: CFDANumber, ifdpplicable HSIP 9. Award amount, ifknomi: 11. Individuals Performing Services (including address if'different from No. 10) (la,t name, first name, MI ) (attach Continuation Shx((s) ifnece—ary) 12. Amount of Pay orient (check all that apply) 14. Type of Payment (check all that apply) ❑ actual ❑ PILflutdd a retailer b one -tine fee 13. Form of Paytuent (check all that apply): c commi lion B a casts none b. in -find; specify nature ----------- ---- - d. contingent fee a deferred none Value—___—_----_---.-- 15. Brief Description of Services Perforated or to be performed and Dale(s) of Service, including officer(s), employees), or member(%) contacted, for Payment Indicated in Item 12: (attach Contintution Sheet(s) if necessary) 16. Continuation Sheet(s) atlached: Yes ❑ No ❑X 17. hifonnat Wn requested through this forrn is authorized by Title 31 U.S C Section 1352. This disclosure of lobbying reliance Sianatue: was placed b} the tie above whetr hi. [ranacliurt yeas made or --- -- — — — -----—�--- entered into. Tlris disclosure is required pumiwit to 31 U.S.C. C. Stephan Print Nance, p t 35]. Tltis inforruatiou w ill be reported to C onerey semiannually and will be available for public inspection. Any person who fails to file the required disclosure shall be subject Vice President Title Vice to a civil penalty of not less than Sto.000 and not more than $100.t)Es6 for each such failure. 2/20/20 Telephone No.: 310.525.0678 Date:_-__ _ Federal Llse Only: Dlsniboil ion: Orig- Local .Aecucy Projecl Files LPP 13-01 Srannartl Farm LLL Ric, U-1-.a-0O RFP #09-20 Page 109 of 115 Auth0fi Led for Local Reproduction Standard Form - LLL Page 1 May 8, 2013 CITY OF PALM SPRINGS, CA CONFLICT OF INTEREST AND NON-DISCRIMINATION CERTIFICATION Conflict of Interest. Contractor acknowledges that no officer or employee of the City has or shall have any direct or indirect financial interest in this Agreement nor shall Contractor enter into any agreement of any kind with any such officer or employee during the term of this Agreement and for one year thereafter. Contractor warrants that Contractor 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. Covenant Against Discrimination. In connection with its performance under this 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 this Agreement, and in executing this 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. NAME OF CONTRACTOR/VENDOR: KOA Corporation NAME and TITLE of Authorized Representative: (Print) C. Stephan Signature and Date of Authorized Representative: (Sign) (Date) 2/20/2020 RFP #09-20 Page 111 of 115 E 4p.LM SA F- N CITY OF PALM SPRINGS , PUBLIC INTEGRITY DISCLOSURE (INSTRUCTIONS FOR APPLICANTS) 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 with the Office of the City Clerk at the same time when you file your application for a City approval determined by a vote of City officials, whether elected or appointed. RFP #09-20 Page 112 of 115 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.). 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. What if I Have Questions? If you have any questions about how to complete this form, please contact: City Attorney, Edward Z. Kotkin (email: Edward. KotkinC5)palm sprinasca.gov) PENALTIES Falsification of information or failure to report information required to be reported may subject you to administrative action by the City. RFP #09-20 Page 113 of 115 PALM ' PUBLIC INTEGRITY DISCLOSURE APPLICANT DISCLOSURE FORM . cA t IF RN`P 1. Name of Entity KOA Corporation 2. Address of Entity (Principle Place of Business) 1100 Corporate Center Drive #201, Monterey Park CA 91754 3. Local or California Address (if different than #2) 4. State where Entity is Registered with Secretary of State California If other than California, is the Entity also registered in California? El Yes El No 5. Type of Entity 6L-] Corporation ❑ Limited Liability Company ❑ Partnership ❑ Trust ❑ Other (please specify) 6. Officers, Directors, Members, Managers, Trustees, Other Fiduciaries (please specify) Note: /f 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 Min Zhou _ KI Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other Juan Gutierrez ® Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other _ ❑ Officer ❑ Director ❑ Member ❑ Manager [name] ❑ General Partner ❑ Limited Partner ❑ Other 7. Owners/Investors with a 5% beneficial interest in the Applicant Entity or a related entity RFP #09-20 Page 114 of 115 EXAMPLE JANEDOE 50%, ABC COMPANY, Inc. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] A. Walter Okitsu 42% KOA Corporation (name of owner/investor) [percentage of beneficial interest in entity and name of entity] B. Doug Yeh 13% KOA Corporation [name of owner/investor] [percentage of beneficial interest in entity and name of entity] C. Joel Falter 12% KOA Corporation [name of owner/investor] [percentage of beneficial interest in entity and name of entity] D. 5% KOA Corporation Juan Gutierrez [name of owner/investor] [percentage of beneficial interest in entity and name of entity] E. [name of owner/investor] [percentage of beneficial interest in entity and name of entity] I DECLARE UNDER PENALTY OF PERJURY UNDER THE LAWS OF THE STATE OF CALIFORNIA THAT THE FOREGOING IS TRUE AND CORRECT. Signature of Disclosing Party, Printed Name, Title Date C. Stephan �2/20/2020 RFP #09-20 Page 115 of 115 I e •m z v 6 Wa za �+ o W U a h y W 7q O ~ w C OS O oo y O v W �M 00 � a U U y U V"� e � U a ,&Ti C-,-i r^ . t tip; i R F O Q O Q �i a Q Re O O 0 O LLJ Q a U U t9 a3a� N 63 ¢CD < vi W ul M ui Ozoc� CALIFORNIA UNIFIED CERTIFICATION PROGRAM (CUCP) DEPARTMENT OF TRANSPORTATION OFFICE OF BUSINESS AND ECONOMIC OPPORTUNITY 1823 14th STREET SACRAMENTO, CA 95811 Phonc: 916) 324-1700 FAX: (916) 324-1862 TTY: 711 June 8, 2018 Mr. Carlos Aragon Aragon Geotechnical Inc. 16801 Van Buren Blvd. Building B Riverside, CA 92504 t'%It ILU UKTIIll %II(PN MI K.9 ail File Number: 45365 Sub'ect: Disadvantaged Business Enterprise BE Certification Approval Dear Mr. Aragon: I am pleased to advise you that after careful review of your application and supporting documentation, the California Department of Transportation (Caltrans) has determined that your fain meets the eligibility standards to be certified as a Disadvantaged Business Enterprise (DBE) as required under the U.S. Department of Transportation's Code of Regulation 49 CFR Part 26, as amended. This certification is also recognized by all USDOT agencies in California. Your fine will be listed in the California Unified Certification Program (CUCP) database of certified DBEs under the following specific area(s) of expertise that you have identified on the NAICS Codes form of the application package: NAICS Category Codes Description 541330 Engineering Services 541350 Building Inspection 541380 Testing Laboratories Work Category Description Codes C8710 Engineering C8723 Material Testing Your DBE certification applies only for the above code(s). You may review your frrm's information in the CUCP DBE database which can be accessed at Caltrans' website at «\N «.dot.Ca..i o\ hc1 hg) find_ certified.litm. Any additions and revisions must be submitted to Caltrans for review and approval. Mr. Carlos Aragon June 8, 2018 Page 2 Firm ID: 45365 In order to assure continuing DBE status, you must submit a No Change Declaration form (which will be sent to you), along with supporting documentation. Based on your annual submission that no change in ownership and control has occurred, or if changes have occurred, they do not affect your firm's DBE standing, the DBE certification of your firm will continue until or unless it is removed by our agency. Also, should any changes occur that could affect your certification status prior to receipt of the No Change Declaration, such as changes in your finn's name, business/mailing address, ownership, management or control, or failure to meet the applicable business size standards or personal net worth standard, please notify us immediately. Failure to submit forms and/or change of information will be deemed a failure to cooperate under Section 26.109 of the Regulations. Caltrans reserves the right to withdraw this certification if at any time it is detennined that it was knowingly obtained by false, misleading, or incorrect information. DBE certification is subject to review at any time. The finn thereby consents to the examination of its books, records, and documents by Caltrans. For information on DBE contracting opportunities, please visit our website at http://www.dot.ca.govihq/esc/oe/. Congratulations, and thank you for your interest in the DBE Program. I wish you every business success and look forward to hearing from you if I may be of any assistance to you in this regard. Sincerely, MARYLEE MIGLINO Office Chief Certification Branch Corporate / Los Angeles Office 1100 Corporate Center Dr., Suite 201 Monterey Park, California 91754 P 323.2 60.4 703 1 323.260.4705 Coachella Valley /8-405 Via Caliente Ca Quint. CA 92254 P 760.694.1 / 16 F 909.890.9694 Inland Empire Office 3190 C Shelby Street Ontario, Califowia 91764 P 909.890,9693 F 909.890.9694 Orange County Office 2141 W. Orangewood 6ve..nue> Suite A Orange, California 92868 P IRS73.03II F 714.573.9534 San Diego County Office S09S Murphy Canyon Road, Suite 330 San Diego, California 92123 P 619.683,2933 F 619.683.1982 (7' KOPeA www.1<oacorp.com MC06023 EXHIBIT "D" SCHEDULE OF COMPENSATION A. The method of payment for this Contract will be based on actual cost plus a fixed fee. The City will reimburse Consultant for actual costs (including labor costs, employee benefits, travel, equipment rental costs, overhead and other direct costs) incurred by Consultant in performance of the work. Consultant will not be reimbursed for actual costs that exceed the estimated wage rates, employee benefits, travel, equipment rental, overhead, and other estimated costs set forth in the approved Cost Proposal, unless additional reimbursement is provided for by Contract amendment. In no event, will Consultant be reimbursed for overhead costs at a rate that exceeds the City's approved overhead rate set forth in the Cost Proposal. In the event, that the City determines that a change to the work from that specified in the Cost Proposal and Contract is required, the Contract time or actual costs reimbursable by the City shall be adjusted by Contract amendment to accommodate the changed work. The maximum total cost as specified in Paragraph "I" of this Article shall not be exceeded, unless authorized by Contract amendment. B. The indirect cost rate established for this Contract is extended through the duration of this specific Contract. Consultant's agreement to the extension of the 1-year applicable period shall not be a condition or qualification to be considered for the work or Contract award. C. In addition to the allowable incurred costs, the City will pay Consultant a fixed fee of $ 25 38.71 . The fixed fee is nonadjustable for the term of the Contract, except in the event of a significant change in the scope of work and such adjustment is made by Contract amendment, as determined by the City's Contract Officer. D. Reimbursement for transportation and subsistence costs shall not exceed the rates specified in the approved Cost Proposal. E. When milestone cost estimates are included in the approved Cost Proposal, Consultant shall obtain prior written approval for a revised milestone cost estimate from the City's Contract Officer before exceeding such cost estimate. F. Progress payments will be made monthly in arrears based on services provided and allowable incurred costs. A pro rata portion of Consultant's fixed fee will be included in the monthly progress payments. If Consultant fails to submit the required deliverable items according to the schedule set forth in the Scope of Work, the City shall have the right to delay payment or terminate this Contract. G. No payment will be made prior to approval of any work, nor for any work performed prior to approval of this Contract. H. Consultant will be reimbursed promptly according to California Regulations upon receipt by City's Contract Officer of itemized invoices. Invoices shall be submitted no later than thirty (30) calendar days after the performance of work for which Consultant is billing. Invoices shall detail the work performed on each milestone and each project as applicable. Invoices shall follow the format stipulated for the approved Cost Proposal and shall reference this Contract number and project title. Final invoice must contain the final cost and all credits due City including any equipment purchased under the provisions of Section 2.7. The final invoice should be submitted within sixty (60) calendar days after completion of Consultant's work. I. The total amount payable by the City including the fixed fee shall not exceed $(359.933.151. J. Salary increases will be reimbursable if the new salary is within the salary range identified in the approved Cost Proposal and is approved by City's Contract Officer. K. For personnel subject to prevailing wage rates as described in the California Labor Code, all salary increases, which are the direct result of changes in the prevailing wage rates are reimbursable. Assumptions 150 Working Days. 30 Working Weeks Full time Prevailing Wage Construction Inspection Part time CM Subs RTEA (labor compbance).Aragon (Testing) PROPOSAL FEE Construction Management Services HSIP Cycle 7 Traffic Signal Improvements Federal -Aid Project No. HSIPL-5282(046) City Project No 15-32 Labor Mulnpher- 2 6786664 TASKS Pro)ect Manager Asst Construction Manager Tragic Engineer Outreach Admin / J;;l onstruction nspector) urvey Tech TOTAL COST $22501 $16876 $22769 $15536 $161.,0 CONSTRUCTION MANAGEMENT 2.1 Project Controls System Development 8 8 $2 592 95 2 2 Monthly Project Progress Meetings and Reports 4 15 8 12 $6.617 06 2 3 Document Management System 4 8 $1,917.93 2 4 Neighborhood Liaison Strategy 2 4 $958 96 2 5 Sub -Consultant Management 8 16 $3.835,85 SUBTOTAL TASK 2 4 37 0 44 12 $16,922.74 3 1 Pre -Construction Coordination 2 8 4 $2,421-51 32 Construction Management Plan 4 16 8 $4,843.03 3 4 Local Assistance Documentation / Federal Contract 20 $3,375.12 3 6 Pre -construction Walk Through 4 8 16 $4,840,46 SUBTOTAL TASK 3 10 52 0 12 16 $1S,480.12 4 1 Pre -construction Conferences 8 4 $1,997 64 4 2 Communications and Correspondence 2 8 $1.800 06 4 3 Project Changes and Construction Change Order 2 16 $3.150.11 4 4 Monthly Construction Progress Reports 2 8 4 $2.447.66 4 5 Schedule Monitoring 7 $1,18129 4 6 Cost Monitoring 2 16 is $6,064 29 4 7 Progress / Coordination Meetings 40 40 $13,226.18 4 8 Payment Recommendations 1 12 16 $4.840 46 4 9 Safely 12 24 $5,910-64 4.10 Neighborhood Communication /Public Information 4 $675.02 4.11 Traffic Control and Signal Timing (Optional -See $0.00 4 12 Submittal Management and Review 4 12 $2.925.10 4 13 Request for Information (RFI) Management and 4 30 8 $7,257.90 4 14 Document Management 20 20 $6.613 09 4.15 Rewew Certified Payrolls 4 8 8 $3,545.27 4.16 Storm Water Pollution Prevention Plan (SWPPP) 4 16 $3,265.40 SUBTOTAL TASK 4 21 205 0 0 158 $64,900.12 5,1 Construction Inspection and Documentation 4 30 740 $125,767.67 5 2 Materials Testing. Construction Testing & OAP 4 12 30 $7,782,06 5.3 Surveying Verification 2 4 64 $11.486.55 5 4 Review and maintain 'As Constructed Schedule' 2 4 4 $1,772-63 5.5 Maintain Photographic Records of Construction 4 20 $3,913-00 5.6 Review and Maintain "As Bull" Drawings 2 8 30 $6.657.02 5 7 Final Inspection and Punch -list 4 8 16 $4,840 46 5 8 Final Acceptance - Punch List Assistance 2 8 $1,800.06 SUBTOTAL TASK 5 20 78 0 0 904 $164,019.46 61 Contract Closeout 2 8 8 4 $3.69056 62 Project As -Built Drawings 1 8 4 4 $2.844 10 6-3 Final Project Report 1 8 4 4 $2,844-10 6 4 Final Payment, Final Report of Expenditure Checklist 1 8 2 $1.898.85 6 5 Audit Support 2 18 8 8 $6.025.71 SUBTOTAL TASK 9 7 s0 0 24 22 $17,303.33 7 - Field Office and Employee Equipment $0.00 SUBTOTAL TASK 7 $0.00 Subtotal 62 422 0 80 1112 $277,625.77 $13.950 $71,215 $0 $12,429 1 $180031 $277,625.77 RTEA - OFFICE ENG. SCHEDULE, CERT PAYROLL Office Engineer/ Labor Compliance (Allowance) Scheduler (Allowance) Subtotal $56,669.38 5 2 Geotechnical and Materials Testing (Aragon Geotechnical) 52 Materials Testing. Construction Testing 8 CAP $25 000 00 Subtotal $25,000.00 Mileage Reimbursement $638.00 ALL PHASES TOTAL HOURS 62 422 0 80 1112 ALL PHASES TOTAL COSTI $13,950 $71,215 1 $0 1 $12,429 1 $180031 TRAFFIC ENGINEERING (OPTIONAL ADDITIONAL Provide recommended signal timing charts for 17 $42. 50000 Traffic handling and signal timing during construction $60,000 00 Synchro Simulation for 5 intersections $12,500 00 Subtotal $115,000.00 Hours and scope aalustea as follows. Full time inspector 8 hours/day for 150 working days Pan time Admin Part time Asst Construction Manager Part time Resident Engineer Office Engineer/Labor Compliance/Scheduler - RTEA (DBE) Materials Testing. Construction Testing 8 OAP (Allowance) - Aragon Geotechnical (DBE) Optional Traffic EngineerSennces as shown Local Assistance Procedures Manual EXHIBIT 10-HI REV 6/22/2020 Cost Proposal EXHIBIT 10-H1 COST PROPOSAL Page 1 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES) Note: Mark-ups are Not Allowed 0 Prime Consultant ❑ Subconsultant Consultant KOA Corporation Project No. HSIPL-5282(046) Contract No. Date 6/22/2020 DIRECT LABOR Classification/Title Name I Hours JActuall Hourly Rate Total Project Manager C. Stephan 62 $ 84.00 $5,208.00 $26.586.00 Asst Construction Manager K. Higgins 422 $ 63.00 $0.00 Traffic Engineer W. Okitsu 0 $ 85.00 $4,640.00 Admin/Outreach A. Azzu 80 $ 58.00 $64,791.68 Inspector Inspector 1072 $ 60.44 $2,417.60 Survey Verification Survey Tech 40 $ 60.44 $0.00 Total Hours 1676 LABOR COSTS a) Subtotal Direct Labor Costs $103,643.28 b) Anticipated Salary Increases (see page 2 for calculations) $3,368.41 c) TOTAL DIRECT LABOR COSTS [(a) + (b)[ $107.011.69 INDIRECT COSTS d) Fringe Benefits (Rate: ) :) Total Fringe Benefits [(c) x (d)] $0.00 f) Overhead (Ra 135.85% ) g) Overhead [(c) x (f)] $145,375.38 h) General and Administrative (Rate 0.00% ) i) Gen & Admin [(c) x (h)] $0.00 j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $145,375.38 FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% 1) CONSULTANT'S OTHER DIRECT COSTS (ODC) — ITEMIZE (Add additional pages if necessary) $ 25.238.71 Description of Item Quantity Unit Unit Cost Total Shipping & Reproduction I LS $0.00 Travel 1100.00 Mile $0.58 $638.00 1) TOTAL OTHER DIRECT COSTS m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) RT Engineering & Associates (Allowance) Aragon Geotechnical (Allowance) m) TOTAL SUBCONSULTANTS' COSTS $638.00 $ 56.669.38 $ 25.000.00 $81.669.38 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(1) + (m)] $82.307.38 TOTAL COST [(c) + 0) + (k) + (n)] $359.933.15 NOTES: 1. All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. 2. The cost proposal format shall not be amended. Indirect cost rates should be based on consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. 3. Anticipated salary increases calculation (page 2) must accompany. January 2018 Local Assistance Procedures Manual EXHIBIT 10-HI Consultant EXHIBIT 10-H1 COST PROPOSAL Page 2 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES) KOA Corporation Contract No. 0 Date 6/22/2020 1. Calculate Average Hourly Rate for Ist year of the contract (Direct Labor Subtotal divided by total hours) 44004 Direct Labor Subtotal Total Hours Avg Hourly 5 Year Contract per Cost Proposal per Cost Proposal Rate Duration $103,643.28 1676 = $61.84 Year I Avg Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Avg Hourly Rate Proposed Escalation Year 1 $61.84 + 5% _ $64.93 Year 2 Avg Hourly Rate Year 2 $64.93 + 5% _ $68.18 Year 3 Avg Hourly Rate Year 3 $68.18 + 5% _ $71.59 Year 4 Avg Hourly Rate Year 4 $68.18 + 5% _ $71.59 Year 5 Avg Hourly Rate Year 5 $71.59 + 5% _ $75.17 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Total Hours Completed Each Year per Cost Proposal per Year Year 1 35.00% * 586.6 = 205.3 Estimated Hours Year I Year 2 65.00% * 1089.4 = 708.1 Estimated Hours Year 2 Year 3 0.00% * 0.0 = 0.0 Estimated Hours Year 3 Year 4 0.00% * 0.0 = 0.0 Estimated Hours Year 4 Year 5 0.00% * 0.0 = 0.0 Estimated Hours Year 5 Total 100% Total = 1676.0 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) Year 1 $61.84 * 587 = $36.275.15 Estimated Hours Year I Year 2 $64.93 * 1089 - $70.736.54 Estimated Hours Year 2 Year 3 $68.18 * 0 = $0.00 Estimated Hours Year 3 Year 4 $68.18 * 0 = $0.00 Estimated Hours Year 4 Year 5 $71.59 * 0 - $0.00 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $107,011.69 Direct Labor Subtotal before Escalation = $103.643.28 Estimated total of Direct Labor Salary Increase = $3,368.41 Transfer to Page I NOTES: I . This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contra 2. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = 3. This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. 4. Calculations for anticipated salary escalation must be provided. January 2018 Local Assistance Procedures Manual EXHIBIT 10-H1 EXHIBIT 10-H1 COST PROPOSAL Page 3 of3 Consultant KOA Corporation Contract No. 0 Date 6/22/2020 Certification of Direct Costs 1. the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual. reasonable. allowable. and allocable to the contract in accordance with the contract terms and the following requirements: I. Generally Accepted Accounting Principles (GAAP) 2. Terms and conditions of the contract 3. Title 23 United States Code Section 112 - Letting of Contracts 4. 48 Code of Federal Reeulations Part 31 - Contract Cost Principles and Procedures 5. 23 Code of Federal Reeulations Part 172 - Procurement. Management. and Administration of Engineering and Design Related Servic 6. 48 Code of Federal Reeulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement. Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s). Prime Consultant or Subconsultant Certifying: Name: C. Stephan Title*: Vice President Signature: Date of Certification (mm/dd/yyyy): 6/22/2020 Email: cstephanakoacorp.com Phone Number: 310.525.0678 Address: 1100 Corporate Ctr Dr #201. Monterey Park CA 91754 *An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer. or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. List services the consultant is providing under the proposed contract: Construction Management and Inspection January 2018 Local Assistance Procedures Manual EXHIBIT 10-HI Cost Proposal EXHIBIT 10-H1 COST PROPOSAL Page 1 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES) Note: Mark-ups are Not Allowed ❑ Prime Consultant W Subconsultant Consultant RT Engineering & Associates, Inc. (RTEA) Project No. HSIPL-5282(046) Contract No. Date 4/3/2020 DIRECT LABOR Classification/Title Name I Hours lActual Hourly Rat Total Office Engineer Abel Moreno 480 $ 44.00 Labor Compliance Regina Talamantez 48 $ 55.00 $21,120.00 $2,640.00 $0.00 $0.00 $0.00 $0.00 $0.00 LABOR COSTS a) Subtotal Direct Labor Costs b) Anticipated Salary Increases (see page 2 for calculations) INDIRECT COSTS d) Fringe Benefits (Rat, 40.00% ) f) Overhead (Ra 58.00% ) h) General and Administrative (Rate 12.00% ) Total Hours 528 $23,760.00 $772.20 c) TOTAL DIRECT LABOR COSTS [(a) + (b)l $24,532.20 :) Total Fringe Benefits [(c) x (d)] $9,812.88 g) Overhead [(c) x (f)] $14,228.68 i) Gen & Admin [(c) x (h)] $2,943.86 j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $26,985.42 FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% $ 5,151.76 1) CONSULTANT'S OTHER DIRECT COSTS (ODC) — ITEMIZE (Add additional pages if necessary) Description of Item Quantity Unit Unit Cost Total Shipping & Reproduction LS $25.00 Travel Mile $0.58 $0.00 1) TOTAL OTHER DIRECT COSTS $0.00 m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) NOTES m) TOTAL SUBCONSULTANTS' COSTS $0.00 n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(I) + (m)] $0.00 TOTAL COST [(c) + 0) + (k) + (n)] $56,669.38 1. All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. 2. The cost proposal format shall not be amended. Indirect cost rates should be based on consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. 3. Anticipated salary increases calculation (page 2) must accompany. January 2018 Local Assistance Procedures Manual r EXHIBIT 10-HI EXHIBIT 10-H1 COST PROPOSAL Page 2 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES) Consultant RT Engineering & Associates, Inc. (RTEA) Contract No. 0 Date 4/3/2020 1. Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours) 43924 Direct Labor Subtotal Total Hours Avg Hourly 5 Year Contract per Cost Proposal per Cost Proposal Rate Duration $23,760.00 528 = $45.00 Year 1 Avg Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Avg Hourly Rate Proposed Escalation Year l $45.00 + 5% _ $47.25 Year 2 Avg Hourly Rate Year 2 $47.25 + 5% _ $49.61 Year 3 Avg Hourly Rate Year 3 $49.61 + 5% _ $52.09 Year 4 Avg Hourly Rate Year 4 $49.61 + 5% _ $52.09 Year 5 Avg Hourly Rate Year 5 $52.09 + 5% _ $54.70 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Total Hours Completed Each Year per Cost Proposal per Year Year 1 35.00% * 184.8 = 64.7 Estimated Hours Year 1 Year 2 65.00% * 343.2 = 223.1 Estimated Hours Year 2 Year 3 0.00% * 0.0 = 0.0 Estimated Hours Year 3 Year 4 0.00% * 0.0 = 0.0 Estimated Hours Year 4 Year 5 0.00% * 0.0 = 0.0 Estimated Hours Year 5 Total 100% Total = 528.0 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) Year 1 $45.00 185 = $8.316.00 Estimated Hours Year I Year 2 $47.25 * 343 = $16.216.20 Estimated Hours Year 2 Year 3 $49.61 0 = $0.00 Estimated Hours Year 3 Year 4 $49.61 x 0 = $0.00 Estimated Hours Year 4 Year 5 $52.09 * 0 = $0.00 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $24,532.20 Direct Labor Subtotal before Escalation = $23.760.00 Estimated total of Direct Labor Salary Increase = $772.20 Transfer to Page 1 NOTES: 1. This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contract, 2. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 r 2% r 5 yrs = $2 3. This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. 4. Calculations for anticipated salary escalation must be provided. January 2018 Local Assistance Procedures Manual EXHIBIT 10-1-1I EXHIBIT 10-HI COST PROPOSAL Page 3 of 3 Consultant RT Engineering & Associates, Inc. (RTEA) Contract No. 0 Certification of Direct Costs Date 4/3/2020 1. the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual, reasonable, allowable. and allocable to the contract in accordance with the contract terms and the following requirements: 1. Generally Accepted Accounting Principles (GAAP) 2. Terms and conditions of the contract 3. Title 23 United States Code Section 112 - Letting of Contracts 4. 48 Code of Federal Re,ulations Part 31 - Contract Cost Principles and Procedures .i. 23 Code of Federal Re ulations Pan 172 - Procurement. Management. and Administration of Engineering and Design Related Service 6. 48 Code of Federal Reeulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement. Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s). Prime Consultant or Subconsultant Certifvin¢: Name: Re ma M. Talamantez (Stevens Signature: ri Email reginat@rtenaineering.net Address: 202 E. Airport Dr #140, San Bernardino, CA 92408 Title*: CEO / President Date of Certification (mm/dd/yyyy): 4/3/2020 Phone Number: 909-855-1807 *An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer. or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. List services the consultant is providing under the proposea contract: Office Engineer & Labor Compliance January 2018 Local Assistance Procedures Manual EXHIBIT 10-1-1I Cost Proposal EXHIBIT 10-H1 COST PROPOSAL Page 1 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES) Note: Mark-ups are Not Allowed ❑ Prime Consultant 0 Subconsultant Consultant Aragon Geotechnical, Inc. Project No. HSIPL-5282(046) DIRECT LABOR Contract No. Date 4/2/2020 Classification/Title Name I Hours lActual Hourly Rate Total Project Manager Asst Construction Manager Traffic Engineer Admin/Outreach Inspector C. F. Aragon L. Arguello T. Roberson D. Flores 28 16 8 100 $ 60.00 $ 45.00 $ 26.00 $ 75.57 $1.680.00 $720.00 $0.00 $208.00 $7,557.00 $0.00 $0.00 LABOR COSTS a) Subtotal Direct Labor Costs b) Anticipated Salary Increases (see page 2 for calculations) INDIRECT COSTS d) Fringe Benefits* (Rate 0.00% ) f) Overhead * (Rat 0.00% ) h) General and Administrative* (Rats 110.00% ) *NOTE: SHR Rate Total Hours 152 $10.165.00 $330.36 c) TOTAL DIRECT LABOR COSTS 1(a) + (b)] Total Fringe Benefits [(c) x (d)] g) Overhead [(c) x (f)] i) Gen & Admin [(c) x (h)] $0.00 $0.00 $11.544.90 $10.495.36 j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] $11.544.90 FIXED FEE k) TOTAL FIXED FEE [(c) + (J)] x fixed fee: 10.00% $ 2.204.03 1) CONSULTANT'S OTHER DIRECT COSTS (ODC) — ITEMIZE (Add additional pages if necessary) Description of Item Quantity Unit Unit Cost Total Shipping & Reproduction I LS $0.00 Travel 1162.63 Mile $0.65 $755.71 [)TOTAL 01 HER VIKEC 1 CON I m) SUBCONSULTANTS' COSTS (Add additional pages if necessary) m) TOTAL SUBCONSULTANTS' COSTS n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(1) + (m)] TOTAL COST [(c) + 0) + (k) + (n)] $755.71 $0.00 $755.71 $25.000.00 NOTES: 1. All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. 2. The cost proposal format shall not be amended. Indirect cost rates should be based on consultant's annual accounting period and established by a cognizant agency or accepted by Caltrans. 3. Anticipated salary increases calculation (page 2) must accompany. January 2018 Local Assistance Procedures Manual EXHIBIT 10-1-1I EXHIBIT 10-H1 COST PROPOSAL Page 2 of 3 ACTUAL COST -PLUS -FIXED FEE OR LUMP SUM (FIRM FIXED PRICE) CONTRACTS (CALCULATIONS FOR ANTICIPATED SALARY INCREASES) Consultant Aragon Geotechnical, Inc. Contract No. 0 Date 4/2/2020 1. Calculate Average Hourly Rate for Ist year of the contract (Direct Labor Subtotal divided by total hours) 43923 Direct Labor Subtotal Total Hours Avg Hourly 5 Year Contract per Cost Proposal per Cost Proposal Rate Duration $10.165.00 152 = $66.88 Year 1 Avg Hourly Rate 2. Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation %) Avg Hourly Rate Proposed Escalation Year 1 $66.88 + 5% _ $70.22 Year 2 Avg Hourly Rate Year 2 $70.22 + 5% _ $73.73 Year 3 Avg Hourly Rate Year 3 $73.73 + 5% _ $77.42 Year 4 Avg Hourly Rate Year 4 $73.73 + 5% _ $77.42 Year 5 Avg Hourly Rate Year 5 $77.42 + 5% _ $81.29 Year 5 Avg Hourly Rate 3. Calculate estimated hours per year (Multiply estimate % each year by total hours) Estimated % Total Hours Total Hours Completed Each Year per Cost Proposal per Year Year 1 35.00% 53.2 = 18.6 Estimated Hours Year 1 Year 2 65.00% * 98.8 = 64.2 Estimated Hours Year 2 Year 3 0.00% * 0.0 = 0.0 Estimated Hours Year 3 Year 4 0.00% * 0.0 = 0.0 Estimated Hours Year 4 Year 5 0.00% * 0.0 = 0.0 Estimated Hours Year 5 Total 100% Total = 152.0 4. Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours) Avg Hourly Rate Estimated hours Cost per Year (calculated above) (calculated above) Year 1 $66.88 * 53 = $3.557.75 Estimated Hours Year I Year 2 $70.22 99 = $6.937.61 Estimated Hours Year 2 Year 3 $73.73 0 = $0.00 Estimated Hours Year 3 Year 4 $73.73 * 0 - $0.00 Estimated Hours Year 4 Year 5 $77.42 * 0 = $0.00 Estimated Hours Year 5 Total Direct Labor Cost with Escalation = $10.495.36 Direct Labor Subtotal before Escalation - $10.165.00 Estimated total of Direct Labor Salary Increase = $330.36 Transfer to Page I NOTES: 1. This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the % increase, the # of years of the contra 2. An estimation that is based on direct labor multiplied by salary increase % multiplied by the # of years is not acceptable. (i.e. $250,000 x 2% x 5 yrs = 3. This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted. 4. Calculations for anticipated salary escalation must be provided. January 2018 Local Assistance Procedures Manual EXHIBIT 10-HI EXHIBIT 10-Hl COST PROPOSAL Page 3 of Consultant Aragon Geotechnical, Inc. Contract No. 0 Certification of Direct Costs Date 4/2/2020 1, the undersigned. certify to the best of my knowledge and belief that all direct costs identified on the cost proposal(s) in this contract are actual. reasonable. allowable, and allocable to the contract in accordance with the contract terms and the following requirements: 1. Generally Accepted Accounting Principles (GAAP) 2. Terms and conditions of the contract 3. Title 23 United States Code Section 112 - Letting of Contracts 4.48 Code of Federal Reeulations Part 31 - Contract Cost Principles and Procedures 5. 23 Code of Federal Regulations Part 172 - Procurement, Management. and Administration of Engineering and Design Related Servic 6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board (when applicable) All costs must be applied consistently and fairly to all contracts. All documentation of compliance must be retained in the project files and be in compliance with applicable federal and state requirements. Costs that are noncompliant with the federal and state requirements are not eligible for reimbursement. Local governments are responsible for applying only cognizant agency approved or Caltrans accepted Indirect Cost Rate(s). Prime Consultant or Subconsultant_Certif doz Name: C. Fernando Aragon Title*: President Signature: C. 11 &2= Date of Certification (mm/dd/yyyy): 4/2/2020 Email: fernandoCabar _ onggo.com Phone Number: 909-322-1013 Address: 16801 Van Buren Blvd.. Riverside CA 92504 *An individual executive or financial officer of the consultant's or subconsultant's organization at a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has authority to represent the financial information utilized to establish the cost proposal for the contract. List services the consultant is providing under the proposed contract: Construction Management and Inspection January 2018 EXHIBIT "E" SCHEDULE OF PERFORMANCE SCHEDULE OF PERFORMANCE FOLLOWS THIS PAGE U, MMIMMMMMM. 10 MNN MMS MMMMMM I No: IMMIMOMMOM his MERMOMMM MMIMM ®I No IMWIMMM MWIMMMM MMIMMMM IMMMEN MWIMMM MWIMMME MMIMMM ME ME ON No ME ON SOMME MMIMMM MMIMMM mist MWIMMM MMIMMM OWN MOM Ems MINE MEN SOMME MMINIMMM MM§MmmM 111III MIMMOM MONSON NIEMEN OEM M mom mom MOM mom MOM MWIMM MMIMMMM SOMEONE �NI®E MMINSMEM MMSMMM isomail MMSMMMM MWIMMMM his®:®dims MIN® MWIMMM IMMMOM SSE® ECM.. MWI M M I M Now Now oil mom �� MMMIMMM MMMMlmM MOMMOM M long EMMEM MENEM IM-m-M NE MIME MIMOM 'im momm MEESE 60 0 0 A 0 0 ACCMDV CERTIFICATE OF LIABILITY INSURANCE onrE( MIo01YYYY) 9/13/2022 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 AssuredPartners Design Professionals Insurance Services, LLC 3697 Mt. Diablo Blvd Suite 230 Lafayette CA 94549 CONTACT NAME: Jody Shi etanl PHONE . 510.398-0744 FAX No: Ea1aL Des' nProCerts uredPartners.com INSURERS AFFORDING COVERAGE "Co INSURER A: Sentinel Insurance Company 11000 INSURED KOACORP-01 KOA Corporation 1100 Corporate Center Drive #201 INSURER 8 : Travelers Casually and Surety Co of America 31194 INsumitc : Property & Casually Insurance Company of Hartford 34690 INSURERD: Monterey Park, CA 91754 NsuRERE: (323) 260-4703 _ INSURER Is: COVERAGES CERTIFICATE NUMBER: 1372151132 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. MSR JIM TYPE OF INSURANCE POLICY NUMBER POLK:Y EFF POLICY EXP LNMTS A X COMMERCIALGENERALLUIBILITY Y Y 84SBVMH9362 3/13/2022 3/1312023 EACH OCCURRENCE E2,000,0GO CLAIMS -MADE a OCCUR PREMISES E norm $1,000,000 X MED EXP (Any we S 10,ODO Ca trarLW use I XCUlrlduded PERSONAL&ADVINJURY $2,000,000 X AGGREGATE LIMIT APPLIES PER: GENERALAGGREGATE $4,000,000 GENL PRO - POLICY JECT LOC PRODUCTS-COMP/OP AGO $4,000.000 E OTHER I A AUFOMOWLELIABILfrY Y Y 84SBVMHO362 3/13/2022 3/132023 COMBINED SINGLE LIMIT Ea ac ent $2.000.000 BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Par acadsm) S PROPERTY DAMAGE Per acdden S X HIRED X NON-ONMED AUTOS ONLY AUTOS ONLY E A X UMBRELLA UAa X OCCUR WBWBH9362 3/13/2022 3/132023 EACHOOCURRENCE S810001000 AGGREGATE S 8,000,000 EXCESS UAB CLAIMS -MADE DED I I RETENTIONS E C WORKERS COMPENSATION AND EMPLOYERTUABILTY YIN ANYFROPRIETORIPARTNERSXECUT1VE OFRCER'MEMBEREXQUDEDT NIA Y 84WEGATSMA3 9/19/2022 9/192023 X STATUTE ERµ E L. EACH ACCIDENT E1,000,000 EL DISEASE - EA EMPLOYEE $1,000,000 (Memlatory In NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE- POLICY LIMIT E 1,000,000 B PrtINSIMM Uablliry 6 107507482 3/132022 3/132023 Per Claim 2,000,000 Poluean Uatiliry IMuded AgFe9ete Umit 4.000,000 DEWRIPTON OF OPEMMNS I LOCATIONS I VEHICLES (ACORD 101. Additional Remarks Schedule, may W a0ache l if more space is required) Insured owns no Company vehicles: therefore, hired/non-owned auto is the maximum coverage that applies. WC Officers and Directors Exclusion: Walter Okitsu, V.P. Umbrella Liabilittyy policy is follow -form to its underlying Policies: General Liability/Auto Liability/Employers Liability. Name: Project Number/ffMC06023 / City Project 15-32 / Traffic Signal and ADA Improvements Project / Federal Aid Project No. HSIPL 5282 (046) — City of Palm Springs and its officers, Council members, officials, employees, agents, and volunteers are named as Additional Insured on General and Auto Liability, per poll q forms, with respect to the operations of the Named Insured as required by written Contract or agreement. General Liability is PrimaryMon-Contributory per policy form wording. Insurance coverage includes waiver of subrogation per attached. CERTIFICATE HOLDER RT. nny, ,— CANCELLATION 30 Dav Notice of Cancellation SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIATON DATESEP WILL BE DELIVERED IN 14 2022 City of Palm Springs ACCORDANRCEIW WITH THE POTLIICYRPROVISIONS.E 3200 E. T hqManager Way of the City Clerk uitz Canyon AVTHORUED REPRESENTAT VE Palm Springs, CA 92262 ACORD 25 (2016103) ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT - CALIFORNIA Policy Number: 84WEGAT9MA3 Endorsement Number: Effective Date:09/19/2022 Effective hour is the same as stated on the Information Page of the policy. Named Insured and Address: KOA Corporation Monterey Park, CA 91754 (323) 260-4703 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: 09/19/2023 POLICY NUMBER: 84 SBW BH9362 F I THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF SUBROGATION This endorsement modifies insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM We waive any right of recovery we may have against: 1. Any person or organization shown in the Declarations, or 2. Any person or organization with whom you have a contract that requires such waiver. Form SS 12 15 03 00 Page 1 of 1 © 2000. The Hartford Policy # 84SBWBH9362 �J THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED PROVISIONS - CALIFORNIA This endorsement modes insurance provided under the following: BUSINESS LIABILITY COVERAGE FORM A. It is agreed that paragraph (2) of subsections 6.d. and 61. of Section C. - WHO IS AN INSURED is replaced by the following: (2) The insurance afforded by paragraph (1) above does not apply if your acts or omissions, or the acts or omissions of those acting on your behalf, that are alleged to have caused the "bodily injury", "property damage" or "personal and advertising injury', involve professional architectural, engineering or surveying services, including but not limited to: (a) The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications payment requests, manuals or instructions; (b) Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (c) Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (d) Monitoring, sampling, or testing service necessary to perform any of the services included in a. b. or c. above; (e) Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in a., b. or c. above. The insurance afforded to such additional insured: (a) Only applies to the extent permitted by law; and (b) Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. It is agreed that the following paragraphs are added to the end of subsections 1. and 8. of Section F - OPTIONAL ADDITIONAL INSURED COVERAGES; and it is agreed the following paragraphs replace section b. of subsection 9. of Section F. - OPTIONAL ADDITIONAL INSURED COVERAGES. These paragraphs do not attach or amend the language of any of the other subsections of Section F - OPTIONAL ADDITIONAL INSURED COVERAGES: The insurance afforded by this subsection does not apply if your acts or omissions, or the acts or omissions of those acting on your behalf, that are alleged to have caused the "bodily injury", "property damage" or "personal and advertising injury", involve professional architectural, engineering or surveying services, including but not limited to: (a) The preparing, approving, editing of or failure to prepare or approve, shop drawings, maps, opinions, reports, surveys, change orders, field orders, designs, drawings, specifications, warnings, recommendations, permit applications payment requests, manuals or instructions; (b) Supervisory, inspection, quality control, architectural, engineering or surveying activities or services; (c) Maintenance of job site safety, construction administration, construction contracting, construction management, computer consulting or design software development or programming service, or selection of a contractor or programming service; (d) Monitoring, sampling, or testing service necessary to perform any of the services included in a. b. or c. above; (e) Supervision, hiring, employment, training or monitoring of others who are performing any of the services included in a., b. or c. above. The insurance afforded to such additional insured: (a) Only applies to the extent permitted by law; and (b) Will not be broader than that which you are required by the contract or agreement to provide for such additional insured. Form SS 51 14 0417 Page 1 of 1 0 2017, The Hartford Policy # 84SBWBH9362 BUSINESS LIABILITY COVERAGE FORM (b) Rented to, in the care, custody or control of, or over which physical control is being exercised for any purpose by you, any of your "employees", "volunteer workers", any partner or member (if you are a partnership or joint venture), or any member (if you are a limited liability company). b. Real Estate Manager Any person (other than your "employee" or "volunteer worker"), or any organization while acting as your real estate manager. c. Temporary Custodians Of Your Property Any person or organization having proper temporary custody of your property if you die, but only: (1) With respect to liability arising out of the maintenance or use of that property; and (2) Until your legal representative has been appointed. d. Legal Representative If You Die Your legal representative if you die, but only with respect to duties as such. That representative will have all your rights and duties under this insurance. e. Unnamed Subsidiary Any subsidiary and subsidiary thereof, of yours which is a legally incorporated entity of which you own a financial interest of more than 50% of the voting stock on the effective date of this Coverage Part. The insurance afforded herein for any subsidiary not shown in the Declarations as a named insured does not apply to injury or damage with respect to which an insured under this insurance is also an insured under another policy or would be an insured under such policy but for its termination or upon the exhaustion of its limits of insurance. 3. Newly Acquired Or Formed Organization Any organization you newly acquire or form, other than a partnership, joint venture or limited liability company, and over which you maintain financial interest of more than 50% of the voting stock, will qualify as a Named Insured if there is no other similar insurance available to that organization. However: a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or the end of the policy period, whichever is earlier, and b. Coverage under this provision does not apply to: (1) "Bodily injury" or "property damage" that occurred; or (2) "Personal and advertising injury" arising out of an offense committed before you acquired or formed the organization. 4. Operator Of Mobile Equipment With respect to "mobile equipment' registered in your name under any motor vehicle registration law, any person is an insured while driving such equipment along a public highway with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person driving the equipment; or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. 5. Operator of Nonowned Watercraft With respect to watercraft you do not own that is less than 51 feet long and is not being used to carry persons for a charge, any person is an insured while operating such watercraft with your permission. Any other person or organization responsible for the conduct of such person is also an insured, but only with respect to liability arising out of the operation of the watercraft, and only if no other insurance of any kind is available to that person or organization for this liability. However, no person or organization is an insured with respect to: a. "Bodily injury" to a co -"employee" of the person operating the watercraft, or b. "Property damage" to property owned by, rented to, in the charge of or occupied by you or the employer of any person who is an insured under this provision. > 6. Additional Insureds When Required By Written Contract, Written Agreement Or Permit The person(s) or organization(s) identified in Paragraphs a. through f. below are additional insureds when you have agreed, in a written Form SS 00 08 04 05 Page 11 of 24 BUSINESS LIABILITY COVERAGE FORM Policy # 84SBWBH9362 contract, written agreement or because of a permit issued by a state or political subdivision, that such person or organization be added as an additional insured on your policy, provided the injury or damage occurs subsequent to the execution of the contract or agreement, or the issuance of the permit. A person or organization is an additional insured under this provision only for that period of time required by the contract, agreement or permit. However, no such person or organization is an additional insured under this provision if such person or organization is included as an additional insured by an endorsement issued by us and made a part of this Coverage Part, including all persons or organizations added as additional insureds under the specific additional insured coverage grants in Section F. — Optional Additional Insured Coverages. a. Vendors Any person(s) or organization(s) (referred to below as vendor), but only with respect to "bodily injury" or "property damage" arising out of "your products" which are distributed or sold in the regular course of the vendor's business and only if this Coverage Part provides coverage for "bodily injury" or "property damage" included within the '.products -completed operations hazard". (1) The insurance afforded to the vendor is subject to the following additional exclusions: This insurance does not apply to (a) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that the vendor would have in the absence of the contract or agreement; (b) Any express warranty unauthorized by you; (c) Any physical or chemical change in the product made intentionally by the vendor; (d) Repackaging, except when unpacked solely for the purpose of inspection, demonstration, testing, or the substitution of parts under instructions from the manufacturer, and then repackaged in the original container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products; (f) Demonstration, installation, servicing or repair operations, except such operations performed at the vendor's premises in connection with the sale of the product, (g) "Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other thing or substance by or for the vendor; or (h) "Bodily injury" or "property damage" arising out of the sole negligence of the vendor for its own acts or omissions or those of its employees or anyone else acting on its behalf. However, this exclusion does not apply to: (i) The exceptions contained in Subparagraphs (d) or (f); or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make in the usual course of business, in connection with the distribution or sale of the products. (2) This insurance does not apply to any insured person or organization from whom you have acquired such products, or any ingredient, part or container, entering into, accompanying or containing such products. b. Lessors Of Equipment (1) Any person or organization from whom you lease equipment; but only with respect to their liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization. Page 12 of 24 Form SS 00 08 04 05 Policy # 94SBWBH9362 BUSINESS LIABILITY COVERAGE FORM (2) With respect to the insurance afforded e. Permits Issued By State Or Political to these additional insureds, this Subdivisions insurance does not apply to any (1) Any state or political subdivision, but "occurrence" which takes place after only with respect to operations you cease to lease that equipment. performed by you or on your behalf for c. Lessors Of Land Or Premises which the state or political subdivision (1) Any person or organization from has issued a permit. whom you lease land or premises, but (2) With respect to the insurance afforded only with respect to liability arising out to these additional insureds, this of the ownership, maintenance or use insurance does not apply to: of that part of the land or premises (a) "Bodily injury", "property damage" leased to you. or "personal and advertising (2) With respect to the insurance afforded injury" arising out of operations to these additional insureds, this performed for the state or insurance does not apply to: municipality; or (a) Any "occurrence" which takes (b) "Bodily injury" or "property damage" place after you cease to lease that included within the "products - land or be a tenant in that completed operations hazard". premises; or f. Any Other Party (b) Structural alterations, new 1 () Any other person organization who construction or demolition is not an insured under Paragraphs a. operations performed by or on through e. above, but only with behalf of such person or respect to liability for "bodily injury", organization. "property damage" or "personal and d. Architects, Engineers Or Surveyors advertising injury" caused, in whole or (1) Any architect, engineer, or surveyor, but in part, by your acts or omissions or only with respect to liability for "bodily the acts or omissions of those acting injury", "property damage" or "personal on your behalf: and advertising injury" caused, in whole (a) In the performance of your or in part, by your acts or omissions or ongoing operations; the acts or omissions of those acting on (b) In connection with your premises your behalf. owned by or rented to you; or (a) In connection with your premises; (c) In connection with "your work" and or included within the "products- (b) In the performance of your completed operations hazard", but ongoing operations performed by only if you or on your behalf. (i) The written contract or written (2) With respect to the insurance afforded agreement requires you to to these additional insureds, the provide such coverage to following additional exclusion applies: such additional insured; and This insurance does not apply to (it) This Coverage Part provides "bodily injury", "property damage" or coverage for "bodily injury" or "personal and advertising injury" "property damage" included arising out of the rendering of or the within the "products - failure to render any professional completed operations hazard". services by or for you, including: (2) With respect to the insurance afforded (a) The preparing, approving, or to these additional insureds, this failure to prepare or approve, insurance does not apply to: maps, shop drawings, opinions, "Bodily injury", "property damage" or reports, surveys, field orders, "personal and advertising injury" change orders, designs or arising out of the rendering of, or the drawings and specifications; or failure to render, any professional (b) Supervisory, inspection, architectural, engineering or surveying architectural or engineering services, including: activities. Form SS 00 08 04 05 Page 13 of 24 BUSINESS LIABILITY COVERAGE FORM Policy # 64SBNBH9362 (a) The preparing, approving, or failure to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change orders, designs or drawings and specifications; or (b) Supervisory, inspection, architectural or engineering activities. The limits of insurance that apply to additional insureds are described in Section D. — Limits Of Insurance. How this insurance applies when other insurance is available to an additional insured is described in the Other Insurance Condition in Section E. — Liability And Medical Expenses General Conditions. No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture or limited liability company that is not shown as a Named Insured in the Declarations. D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE 1. The Most We Will Pay The Limits of Insurance shown in the Declarations and the rules below fix the most we will pay regardless of the number of: a. Insureds; b. Claims made or "suds" brought; or c. Persons or organizations making claims or bringing "suits". 2. Aggregate Limits The most we will pay for: a. Damages because of "bodily injury" and ..property damage" included in the "products -completed operations hazard" is the Products -Completed Operations Aggregate Limit shown in the Declarations. b. Damages because of all other "bodily injury", "property damage" or "personal and advertising injury", including medical expenses, is the General Aggregate Limit shown in the Declarations. This General Aggregate Limit applies separately to each of your "locations" owned by or rented to you. "Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only by a street, roadway or right-of-way of a railroad. This General Aggregate limit does not apply to "property damage" to premises while rented to you or temporarily occupied by you with permission of the owner, arising out of fire, lightning or explosion. 3. Each Occurrence Limit Subject to 2.a. or 2.b above, whichever applies, the most we will pay for the sum of all damages because of all "bodily injury", "property damage" and medical expenses arising out of any one "occurrence' is the Liability and Medical Expenses Limit shown in the Declarations. The most we will pay for all medical expenses because of "bodily injury" sustained by any one person is the Medical Expenses Limit shown in the Declarations. 4. Personal And Advertising Injury Limit Subject to 2.b. above, the most we will pay for the sum of all damages because of all .'personal and advertising injury" sustained by any one person or organization is the Personal and Advertising Injury Limit shown in the Declarations. 5. Damage To Premises Rented To You Limit The Damage To Premises Rented To You Limit is the most we will pay under Business Liability Coverage for damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire, lightning or explosion, while rented to you or temporarily occupied by you with permission of the owner. In the case of damage by fire, lightning or explosion, the Damage to Premises Rented To You Limit applies to all damage proximately caused by the same event, whether such damage results from fire, lightning or explosion or any combination of these. —� 6. How Limits Apply To Additional Insureds The most we will pay on behalf of a person or organization who is an additional insured under this Coverage Part is the lesser of: a. The limits of insurance specified in a written contract, written agreement or permit issued by a state or political subdivision; or b. The Limits of Insurance shown in the Declarations. Such amount shall be a part of and not in addition to the Limits of Insurance shown in the Declarations and described in this Section. Page 14 of 24 Form SS 00 08 04 05 Policy # 84SBNBH9362 BUSINESS LIABILITY COVERAGE FORM If more than one limit of insurance under this (1) Immediately send us copies of any policy and any endorsements attached thereto demands, notices, summonses or applies to any claim or "suit", the most we will pay legal papers received in connection under this policy and the endorsements is the with the claim or "suit'; single highest limit of liability of all coverages (2) Authorize us to obtain records and applicable to such claim or "suit". However, this other information; paragraph does not apply to the Medical Expenses (3) Cooperate with us in the investigation, limit set forth in Paragraph 3. above. settlement of the claim or defense The Limits of Insurance of this Coverage Part apply against the "suit"; and separately to each consecutive annual period and to (4) Assist us, upon our request, i the any remaining period of less than 12 months, starting enforcement of any right againstt any with the beginning of the policy period shown in the person or organization that may be Declarations, unless the policy period is extended liable the insured because of injury after issuance for an additional period of less than 12 or damage which this insurance months. In that case, the additional period will be may also appllyy. . deemed part of the last preceding period for purposes of determining the Limits of Insurance. d. Obligations At The Insured's Own Cost E. LIABILITY AND MEDICAL EXPENSES No insured will, except at that insured's own cost, voluntarily make a payment, assume GENERAL CONDITIONS any obligation, or incur any expense, other 1. Bankruptcy than for first aid, without our consent. Bankruptcy or insolvency of the insured or of e. Additional Insured's Other Insurance the insured's estate will not relieve us of our If we cover a claim or "suit" under this obligations under this Coverage Part. Coverage Part that may also be covered 2. Duties In The Event Of Occurrence, by other insurance available to an Offense, Claim Or Suit additional insured, such additional insured a. Notice Of Occurrence Or Offense must submit such claim or "suit" to the other insurer for defense and indemnity. You or any additional insured must see to it that we are notified as soon as However, this provision does not apply to practicable of an "occurrence" or an the extent that you have agreed in a offense which may result in a claim. To written contract, written agreement or the extent possible, notice should include: permit that this insurance is primary and noncontributory with the additional (1) How, when and where the "occurrence" insured's own insurance. or offense took place; f. Knowledge Of An Occurrence, Offense, (2) The names and addresses of an Y Claim Or Suit injured persons and witnesses; and Paragraphs a. and b. apply to you or to (3) The nature and location of any injury any additional insured only when such or damage arising out of the "occurrence", offense, claim or "suit" is "occurrence" or offense. known to: b. Notice Of Claim (1) You or any additional insured that is If a claim is made or "suit" is brought an individual; against any insured, you or any additional (2) Any partner, if you or an additional insured must: insured is a partnership; (1) Immediately record the specifics of the (3) Any manager, if you or an additional claim or "suit" and the date received; insured is a limited liability company; and (4) Any "executive officer insurance 2 Notify us as soon as practicable. () fY P n manager, if you or an additional You or any additional insured must see to insured is a corporation; it that we receive a written notice of the (5) Any trustee, if you or an additional claim or "suit" as soon as practicable. insured is a trust; or c. Assistance And Cooperation Of The (6) Any elected or appointed official, if you Insured or an additional insured is a political You and any other involved insured must: subdivision or public entity. Form SS 00 08 04 05 Page 15 of 24 BUSINESS LIABILITY COVERAGE FORM Policy # 84SBMH9362 This Paragraph f. applies separately to you and any additional insured. 3. Financial Responsibility Laws a. When this policy is certified as proof of financial responsibility for the future under the provisions of any motor vehicle financial responsibility law, the insurance provided by the policy for "bodily injury' liability and "property damage" liability will comply with the provisions of the law to the extent of the coverage and limits of insurance required by that law. b. With respect to "mobile equipment" to which this insurance applies, we will provide any liability, uninsured motorists, underinsured motorists, no-fault or other coverage required by any motor vehicle law. We will provide the required limits for those coverages. 4. Legal Action Against Us No person or organization has a right under this Coverage Form: a. To join us as a party or otherwise bring us into a "suit" asking for damages from an insured; or b. To sue us on this Coverage Form unless all of its terns have been fully complied with. A person or organization may sue us to recover on an agreed settlement or on a final judgment against an insured; but we will not be liable for damages that are not payable under the terms of this insurance or that are in excess of the applicable limit of insurance. An agreed settlement means a settlement and release of liability signed by us, the insured and the claimant or the claimant's legal representative. 5. Separation Of Insureds Except with respect to the Limits of Insurance, and any rights or duties specifically assigned in this policy 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 a claim is made or "suit" is brought. 6. Representations a. When You Accept This Policy By accepting this policy, you agree: (1) The statements in the Declarations are accurate and complete; (2) Those statements are based upon representations you made to us; and (3) We have issued this policy in reliance upon your representations. b. Unintentional Failure To Disclose Hazards If unintentionally you should fail to disclose all hazards relating to the conduct of your business at the inception date of this Coverage Part, we shall not deny any coverage under this Coverage Part because of such failure. 7. Other Insurance If other valid and collectible insurance is available for a loss we cover under this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary except when b. below applies. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. b. Excess Insurance This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (1) Your Work That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (2) Premises Rented To You That is fire, lightning or explosion insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "property damage" to premises rented to you or temporarily occupied by you with permission of the owner; (4) Aircraft, Auto Or Watercraft If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of Section A. — Coverages. (5) Property Damage To Borrowed Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion k. of Section A. — Coverages. Page 16 of 24 Form SS 00 08 04 05 Policy # 84SBWBH9362 BUSINESS LIABILITY COVERAGE FORM (6) When You Are Added As An Additional Insured To Other Insurance That is other insurance available to you covering liability for damages arising out of the premises or operations, or products and completed operations, for which you have been added as an additional insured by that insurance; or (7) When You Add Others As An Additional Insured To This Insurance That is other insurance available to an additional insured. However, the following provisions apply to other insurance available to any person or organization who is an additional insured under this Coverage Part: (a) Primary Insurance When Required By Contract This insurance is primary if you have agreed in a written contract, written agreement or permit that this insurance be primary. If other insurance is also primary, we will share with all that other insurance by the method described in c. below. (b) Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a written contract, written agreement or pert that this insurance is primary and noncontributory with the additional insured's own insurance, this insurance is primary and we will not seek contribution from that other insurance. Paragraphs (a) and (b) do not apply to other insurance to which the additional insured has been added as an additional insured. When this insurance is excess, we will have no duty under this Coverage Part to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers. When this insurance is excess over other insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self - insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. c. Method Of Sharing If all 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. 8. Transfer Of Rights Of Recovery Against Others To Us a. Transfer Of Rights Of Recovery If the insured has rights to recover all or part of any payment, including Supplementary Payments, 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. This condition does not apply to Medical Expenses Coverage. > b. Waiver Of Rights Of Recovery (Waiver Of Subrogation) If the insured has waived any rights of recovery against any person or organization for all or part of any payment, including Supplementary Payments, we have made under this Coverage Part, we also waive that right, provided the insured waived their rights of recovery against such person or organization in a contract, agreement or permit that was executed prior to the injury or damage. Form SS 00 08 04 05 Page 17 of 24 POIICy # 84SBWBH9362 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. HIRED AUTO AND NON -OWNED AUTO This endorsement modes insurance provided under the following BUSINESS LIABILITY COVERAGE FORM This coverage is subject to all provisions in the moved from the place where they are BUSINESS LIABILITY COVERAGE FORM not accepted by the "insured" for movement into expressly modified herein: or onto the covered "auto", or c. After the "pollutants" or any property in A. Amended Coverage: which the "pollutants" are contained are moved from the covered "auto" to the place Coverage is extended to "bodily injury" and where they are finally delivered, disposed of "property damage" arising out of the use of a "hired or abandoned by the "insured". auto" and "non -owned auto". Paragraph a. above does not apply to fuels, B. Paragraph B. EXCLUSIONS is amended as lubricants, fluids, exhaust gases or other follows: similar "pollutants" that are needed for or 1. Exclusion g. Aircraft, Auto or Watercraft does result from the normal electrical, hydraulic not apply to a "hired auto" or a "non -owned or mechanical functioning of the covered auto". "auto" or its parts, if: 2. Exclusion e. Employers Liability does not (1) The "pollutants" escape, seep, migrate, apply to "bodily injury" to domestic "employees" or are discharged or released directly not entitled to workers' compensation benefits from an "auto" part designed by its or to liability assumed by the "insured" under an manufacturer to hold, store, receive, or "insured contract". dispose of such "pollutants". and 3. Exclusion f. Pollution is replaced by the (2) The "bodily injury" and "property following: damage" does not arise out of the "Bodily injury" or "property damage" arising out operation of any equipment listed in of the actual, alleged or threatened discharge, paragraphs 15.b. and 15.c. of the dispersal, seepage, migration, release or definition of "mobile equipment". escape of "pollutants": Paragraphs b. and c. above do not apply to a. That are, or that are contained in any "accidents" that occur away from premises property that is: owned by or rented to an "insured" with (1) Being transported or towed by, handled, respect to "pollutants" not in or upon a covered "auto" if: or handled for movement into, onto or from, the covered "auto"; (1) The "pollutants" or any property in (2) Otherwise in the course of transit by or which the "pollutants" are contained are on behalf of the "insured'; upset, overturned or damaged as a result of the maintenance or use of a (3) Being stored, disposed of, treated or covered "auto", and processed in or upon the covered "auto". b. Before the "pollutants" or any property in which the "pollutants" are contained are Form SS 04 38 09 09 Page 1 of 3 © 2009, The Hartford (Includes copyrighted material of ISO Properties, Inc., with its permission) Policy # 84SBWBH9362 (2) The discharge, dispersal, seepage, migration, release or escape of the "pollutants" is caused directly by such upset, overturn or damage as a result of the maintenance or use of a covered "auto". D. 4. With respect to this coverage, the following additional exclusions apply: a. Fellow employee Coverage does not apply to "bodily injury" to any fellow "employee" of the "insured" arising out of the operation of an "auto" owned by the "insured" in the course of the fellow "employee's" employment. b. Care, custody or control Coverage does not apply to "property damage" involving property owned or transported by the "insured" or in the "insured's" care, custody or control. C. With respect to "hired auto" and "non -owned auto" coverage, Paragraph C. WHO IS AN INSURED is deleted and replaced by the following: The following are "insureds": a. You. b. Your "employee" while using with your permission: (1) An "auto" you hire or borrow; or (2) An "auto" you don't own, hire or borrow in your business or personal affairs; or (3) An "auto" hired or rented by your "employee" on your behalf and at your direction. c. Anyone else while using a "hired auto" or "non - owned auto" with your permission except: (1) The owner or anyone else from whom you hire or borrow an "auto". (2) Someone using an auto while he or she is working in a business of selling, servicing, repairing, parking or storing "autos" unless that business is yours. (3) Anyone other than your "employees", partners (if you are a partnership), members (if you are a limited liability company), or a lessee or borrower or any of their "employees", while moving property to or from an "auto". (4) A partner (it you are a partnership), or a member (if you are a limited liability company) for an "auto" owned by him or her or a member of his or her household. d. Anyone liable for the conduct of an "insured" described above but only to the extent of that liability. With respect to the operation of a "hired auto" and "non -owned auto", the following additional conditions apply: 1. OTHER INSURANCE a. Except for any liability assumed under an "insured contract" the insurance provided by this Coverage Form is excess over any other collectible insurance. However, if your business is the selling, servicing, repairing, parking or storage of "autos", the insurance provided by this endorsement is primary when covered "bodily injury" or "property damage" arises out of the operation of a customer's "auto" by you or your "employee". b. When this Coverage Form and any other Coverage Form or policy covers on the same basis, either excess or primary, we will pay only our share. Our share is the proportion that the Limit of Insurance of our Coverage Form bears to the total of the limits of all the Coverage Forms and policies covering on the same basis. 2. TWO OR MORE COVERAGE FORMS OR POLICIES ISSUED BY US If the Coverage Form and any other Coverage Form or policy issued to you by us or any company affiliated with us apply to the same "accident", the aggregate maximum Limit of Insurance under all the Coverage Forms or policies shall not exceed the highest applicable Limit of Insurance under any one Coverage Form or policy. This condition does not apply to any Coverage Form or policy issued by us or an affiliated company specifically to apply as excess insurance over this Coverage Form. E. The following definitions are added: G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: "Hired auto" means any "auto" you lease, hire, rent or borrow. This does not include any auto you lease, hire, rent or borrow from any of your "employees", your partners (if you are a partnership), members (if you are a limited liability company), Page 2 of 3 Form SS 04 38 09 09 PoliCy # 84SBWBH9362 or your "executive officers" or members of their households. This does not include a long-term leased "auto" that you insure as an owned "auto" under any other auto liability insurance policy or a temporary substitute for an "auto" you own that is out of service because of its breakdown, repair, servicing or destruction. 2. "Non -owned auto " means any "auto' you do not own, lease, hire, rent or borrow which is used in connection with your business. This includes: a. "Autos" owned by your "employees" your partners (if you are a partnership), members (if you are a limited liability company), or your "executive officers", or members of their households, but only while used in your business or your personal affairs. b. Customer's "auto' that is in your care, custody or control for service. Form SS 04 38 09 09 Page 3 of 3 Policy # 84SBWBH9362 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDMENT - AGGREGATE LIMITS (PER PROJECT) This endorsement modifies insurance provided under the following. BUSINESS LIABILITY COVERAGE FORM A. Section D. LIABILITY AND MEDICAL EXPENSES LIMITS OF INSURANCE is amended as follows: 1. The General Aggregate Limit under Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE applies separately to each of your "projects". 2. The limits shown in the Declarations for Liability and Medical Expenses, Damage To Premises Rented To You and Medical Expenses continue to apply. 3. When coverage for liability arising out of the "products -completed operations hazard" is provided, any payments for damages because of "bodily injury" or "property damage" included in the "products -completed operations hazard" will reduce the Products -Completed Operations Aggregate Limit, and not reduce the General Aggregate Limit. 4. If the applicable "project" has been abandoned, delayed, or abandoned and then restarted, or if the authorized contracting parties deviate from plans, blueprints, designs, specifications or timetables, the "project" will still be deemed to be the same "project". 5. The provisions of Section D. LIABILITY AND MEDICAL EXPENSES LIMIT OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated. B. Additional Definitions The following definition is added to Section G. LIABILITY AND MEDICAL EXPENSES DEFINITIONS: 1. "Project" means "your work" at location(s) away from premises owned or rented to you. Form SS 04 33 04 05 Page 1 of 1 © 2005, The Hartford