HomeMy WebLinkAbout2017-10-11 e-packet@6:00Wednesday, October 11, 2017
6:00 PM
City of South San Francisco
P.O. Box 711 (City Hall, 400 Grand Avenue)
South San Francisco, CA
Municipal Services Building, Council Chambers
33 Arroyo Drive, South San Francisco, CA
Special City Council
Special Meeting Agenda
October 11, 2017Special City Council Special Meeting Agenda
NOTICE IS HEREBY GIVEN, pursuant to Section 54956 of the Government Code of the State of
California, the City Council of the City of South San Francisco will hold a Special Meeting on Wednesday,
October 11, 2017, at 6:00 p.m., in the City Council Chambers, Municipal Services Building, 33 Arroyo Drive,
South San Francisco, California.
Purpose of the meeting:
Call to Order.
Roll Call.
Agenda Review.
Public Comments - comments are limited to items on the Special Meeting Agenda.
ADMINISTRATIVE BUSINESS
Report regarding a resolution approving a consultant services agreement for
construction management and inspection services for the Water Quality Control Plant
Wet Weather and Digester Improvements Project with Kennedy/Jenks Consultants of
San Francisco, California in the amount not to exceed $3,776,250, authorizing the City
Manager to execute the agreement, and authorizing a total construction management
budget of $4,153,875. (Sam Bautista, Principal Engineer)
1.
Resolution approving a consultant services agreement for construction management
and inspection services for the Water Quality Control Plant Wet Weather and Digester
Improvements Project with Kennedy/Jenks Consultants of San Francisco, California
in the amount not to exceed $3,776,250, authorizing the City Manager to execute the
agreement, and authorizing a total construction management budget of $4,153,875.
1a.
Report regarding a resolution authorizing the City Manager to execute Master
Agreement Number 04-5177F15 with the State of California Department of
Transportation. (Richard Cho, Senior Civil Engineer)
2.
Resolution authorizing the City Manager to execute Master Agreement Number
04-5177F15 with the State of California Department of Transportation.
2a.
Report regarding resolution approving a consultant services agreement for design
services for the Linden Avenue and Spruce Avenue Traffic Calming Improvement
Project (Project No. st1602) with Mark Thomas & Company, Inc. of San Jose,
California in the amount not to exceed $160,699 with a total design budget of
$175,000. (Richard Cho, Senior Civil Engineer)
3.
Page 2 City of South San Francisco Printed on 12/7/2017
October 11, 2017Special City Council Special Meeting Agenda
Resolution approving a consultant services agreement for design services for the
Linden Avenue and Spruce Avenue Traffic Calming Improvement Project (Project
No. st1602) with Mark Thomas & Company, Inc. of San Jose, California in the
amount not to exceed $160,699 with a total design budget of $175,000.
3a.
CONSENT CALENDAR
Report regarding a resolution approving a services agreement with American Air
Systems of San Carlos, California, for the maintenance and service of heating,
ventilation and air conditioning systems, plant hot water boilers, and laboratory
refrigeration units at the Water Quality Control Plant and remote pumping stations for
three years in an amount not to exceed $100,000 per year. (Brian Schumacker, Water
Quality Control Plant Superintendent)
4.
Resolution approving a services agreement with American Air Systems of San Carlos,
California, for the maintenance and service of heating, ventilation and air conditioning
systems, plant hot water boilers, and laboratory refrigeration units at the Water Quality
Control Plant and remote pumping stations for three years in an amount not to exceed
$100,000 per year.
4a.
Report regarding a resolution adopting the proposed list of projects to be funded by
SB1 - The Road Repair and Accountability Act of 2017, in accordance with Streets
and Highways Code Section 2034. (Justin Lovell, Public Works Administrator)
5.
Resolution adopting the proposed list of projects to be funded by Road Repair and
Accountability Act (SB 1) funds in accordance with Streets and Highways Code
Section 2034.
5a.
Report regarding resolution approving a design consultant services agreement for the
Oyster Point and East Grand Corridor Improvement Project with TJKM of
Pleasanton, California in the amount not to exceed $338,170, and authorizing a total
design budget of $422,713. (Sam Bautista, Principal Engineer)
6.
Resolution approving a design consultant services agreement for the Oyster Point and
East Grand Corridor Improvement Project with TJKM of Pleasanton, California in the
amount not to exceed $338,170, and authorizing a total design budget of $422,713.
6a.
Report regarding a resolution authorizing the City Manager to approve a consulting
service agreement to DKS of Oakland, California for the Spruce Avenue Pedestrian
Improvements Project (Project No. st1605) in an amount not to exceed $ 108,730 and
authorizing a total design budget of $130,476. (Patrick Caylao, Associate Engineer)
7.
Page 3 City of South San Francisco Printed on 12/7/2017
October 11, 2017Special City Council Special Meeting Agenda
Resolution authorizing the City Manager to approve a consulting service agreement to
DKS of Oakland, California for the Spruce Avenue Pedestrian Improvements Project
(Project No. st1605) in an amount not to exceed $ 108,730 and authorizing a total
design budget of $130,476.
7a.
Adjournment.
Page 4 City of South San Francisco Printed on 12/7/2017
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-769 Agenda Date:10/11/2017
Version:1 Item #:1.
Report regarding a resolution approving a consultant services agreement for construction management and
inspection services for the Water Quality Control Plant Wet Weather and Digester Improvements Project with
Kennedy/Jenks Consultants of San Francisco,California in the amount not to exceed $3,776,250,authorizing
the City Manager to execute the agreement,and authorizing a total construction management budget of
$4,153,875. (Sam Bautista, Principal Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving a consultant services agreement
for construction management and inspection services for the Water Quality Control Plant Wet Weather
and Digester Improvements Project (Project No.ss1301)with Kennedy/Jenks Consultant of San
Francisco,CA in the amount not to exceed of $3,776,250,authorizing the City Manager to execute the
agreement, and authorizing a total construction management budget of $4,153,875.
BACKGROUND/DISCUSSION
The Water Quality Control Plant (WQCP)provides wastewater treatment for the cities of South San Francisco,
San Bruno,and portions of Daly City and Colma.The WQCP Wet Weather and Digester Improvement Project
(Project)is currently being designed by Carollo Engineers,Inc.,and is aimed at satisfying new effluent
discharge permit requirements,and improving treatment efficiency and reliability.The project includes two
primary project elements:
1.Wet Weather Improvements:This project element increases the peak secondary treatment capacity at
the WQCP by 10 million gallons per day (MGD) to a total capacity of 40 MGD by:
a.Installing a new secondary clarifier with associated equipment and piping, and
b.Upgrading associated secondary treatment facilities such as improvements to the aeration basins
to enhance sludge settleability,increased flow conveyance to the secondary treatment system by
increasing the height of open channel walls, and increased automation of the treatment process.
This element also includes facility reliability improvements including construction of two storm water
pump stations, and recoating and rehabilitation of aging equipment.
2.Digester Replacement and Rehabilitation:This project element replaces/rehabilitates aging
infrastructure and improves WQCP reliability with the demolition of two of the five existing digesters
(Digester Nos.1 and 2),replaces these two digesters with one new digester (including a high-solids
digestion system),and rehabilitates one digester (Digester No.3).Along with the two digesters,one
associated support building,which houses heating and mixing equipment,will be demolished.
Modifications to support heating and mixing of the two remaining digesters will be performed in the
remaining heating and mixing building.In addition,this element includes the addition of digested
City of South San Francisco Printed on 10/5/2017Page 1 of 3
powered by Legistar™
File #:17-769 Agenda Date:10/11/2017
Version:1 Item #:1.
remaining heating and mixing building.In addition,this element includes the addition of digested
sludge thickening equipment,a polymer storage facility,a digester gas conditioning system,and a
sludge screening facility.
The City is planning to advertise the Project for bid during late 2017/early 2018.The cost of this Project is
approximately $53.4 million. Project construction is expected to take 42 months.
Given that the Project is nearing its construction bidding phase,the City issued a Request for Proposals (RFP)
for the selection of a firm to:(a)perform a constructability review of the Carollo plans and specifications;and
(b) to provide construction management and inspection services for the duration of the Project.
The City issued the RFP through the eBidboard professional network on June 8,2017,and responses to the RFP
were received on July 12,2017,from three firms:4Leaf,Inc.,Tanner Pacific,and Kennedy/Jenks Consultants.
After review and scoring of the proposals,interviews were held with all three firms on July 25,2017.The
interview panel consisted of members of City staff from the Engineering Division and the WQCP,staff from the
engineering firm of EKI, and the City of Millbrae’s WQCP Superintendent.
After the interviews,the performance of the three firms was evaluated and scored by the selection panel using
several criteria,which are listed in Attachment 1.Results from the scoring of the proposals and the interviews
were tabulated and shown in Attachment 1.As indicated,the selection panel members concluded that
Kennedy/Jenks Consultants was the best qualified firm to provide the construction management and inspection
services for this project,based on both the proposal and interview.Kennedy/Jenks Consultants has a wide range
of wastewater treatment plant design,construction,and operations experience throughout the nation.
Kennedy/Jenks Consultants was also the original designer for the South San Francisco/San Bruno Water
Quality Control Plant.
As an industry standard,construction management and inspection services are approximately eight to ten
percent of the construction cost of the project.When analyzing Kennedy/Jenks proposal and fee schedule,their
cost of construction management and inspection services is approximately 7.1 percent.
Shown below is the project budget:
Kennedy Jenks Construction Management Contract $3,776,250
Construction Management Contingency (10 percent)$ 377,625
Total Project Budget $4,153,875
The contingency will be utilized for any unforeseen conditions,such as additional testing,City-initiated change
orders, if the construction period is lengthened due to weather, or differing site conditions.
FUNDING
This project is included in the City of South San Francisco’s FY 2017-2018 Capital Improvement Program
City of South San Francisco Printed on 10/5/2017Page 2 of 3
powered by Legistar™
File #:17-769 Agenda Date:10/11/2017
Version:1 Item #:1.
(Project No. ss1301) and there are sufficient funds to execute the consultant services agreement.
CONCLUSION
Staff recommends approving an agreement with Kennedy/Jenks Consultants,based on their qualifications,
experience,and project understanding.Approval of the consulting services agreement will allow
Kennedy/Jenks Consultants to perform the constructability review of the Carollo plans and specifications,and
provide construction management and inspection services once the Project is under construction.
Attachment:1. Complete Score Sheet - Interviews and Proposals
2. Kennedy/Jenks Consultants Company Profile Sheet
City of South San Francisco Printed on 10/5/2017Page 3 of 3
powered by Legistar™
Sc
o
r
e
Sh
e
e
t
‐
Co
n
s
t
r
u
c
t
i
o
n
Ma
n
a
g
e
m
e
n
t
an
d
In
s
p
e
c
t
i
o
n
Se
r
v
i
c
e
s
fo
r
th
e
We
t
We
a
t
h
e
r
an
d
Di
g
e
s
t
e
r
Im
p
r
o
v
e
m
e
n
t
s
Project
4‐Le
a
f
K
e
n
n
e
d
y
‐Je
n
k
s
T
a
n
n
e
r
Pacific
Cr
i
t
e
r
i
a
RATER 1
RATER 2
RATER 3
RATER 4
RATER 5
Total
RATER 1
RATER 2
RATER 3
RATER 4
RATER 5
Total
RATER 1
RATER 2 RATER 3 RATER 4 RATER 5 Total
Pr
o
p
o
s
a
l
Re
s
p
o
n
s
i
v
e
n
e
s
s
of
pr
o
p
o
s
a
l
to
Ci
t
y
ne
e
d
s
(1
5
)
1
5
1
3
1
2
6
1
1
57
14
1
3
1
2
1
5
1
4
68
15
1
3
1
2
1
5
1
2
67
Ex
p
e
r
i
e
n
c
e
wi
t
h
si
m
i
l
a
r
pr
o
j
e
c
t
s
(2
5
)
2
2
2
0
1
8
1
5
2
0
95
25
2
4
2
0
2
5
2
2
11
6
20
2
2
1
7
1
0
1
6
85
Pr
o
p
o
s
e
d
ap
p
r
o
a
c
h
to
me
e
t
pr
o
j
e
c
t
ob
j
e
c
t
i
v
e
s
(2
0
)
1
8
1
6
1
6
8
1
3
71
18
1
8
1
7
2
0
1
9
92
18
1
7
1
8
2
0
1
2
85
Co
n
s
t
r
u
c
t
i
o
n
ma
n
a
g
e
r
an
d
ke
y
st
a
f
f
ex
p
e
r
i
e
n
c
e
(3
0
)
2
6
2
5
1
7
1
8
2
5
11
1
28
2
6
2
5
2
7
2
7
13
3
24
2
6
2
0
1
2
2
0
102
Es
t
i
m
a
t
e
of
ho
u
r
s
(1
0
)
8
8
7
1
0
7
40
98
5
1
0
8
40
68810739
To
t
a
l
89
8
2
7
0
5
7
7
6
3
7
4
9
4
8
9
7
9
9
7
9
0
4
4
9
8
3
8
6
7
5
6
7
6
7
3
7
8
In
t
e
r
v
i
e
w
De
m
o
n
s
t
r
a
t
i
o
n
of
Pr
o
j
e
c
t
Un
d
e
r
s
t
a
n
d
i
n
g
(2
5
)
2
4
2
0
2
5
2
5
1
9
11
3
25
2
4
2
5
2
5
2
4
12
3
23
2
0
2
5
2
3
2
1
112
Pr
o
p
o
s
e
d
ap
p
r
o
a
c
h
to
re
s
o
v
i
n
g
ke
e
p
is
s
u
e
s
(2
5
)
2
4
2
3
2
0
2
0
1
9
10
6
24
2
3
2
5
2
5
2
3
12
0
22
2
0
2
0
2
3
2
0
105
Ex
p
e
r
i
e
n
c
e
/
q
u
a
l
i
f
i
c
a
t
i
o
n
s
of
co
n
s
t
r
u
c
t
i
o
n
mg
r
.
(4
0
)
3
6
3
7
3
5
3
6
3
6
18
0
37
3
8
3
0
3
6
3
6
17
7
36
3
5
3
0
2
0
2
9
150
Ex
p
e
r
i
e
n
c
e
/
q
u
a
l
i
f
i
c
a
t
i
o
n
s
of
re
s
i
d
e
n
t
en
g
/
i
n
s
p
.
(3
0
)
2
9
2
6
2
0
2
7
2
9
13
1
29
2
8
3
0
2
7
2
9
14
3
25
2
0
2
0
1
5
2
2
102
Ob
s
e
r
v
e
d
ap
p
r
o
a
c
h
to
so
l
v
i
n
g
pr
o
b
l
e
m
s
(3
0
)
2
9
2
7
2
5
2
5
2
4
13
0
29
2
7
3
0
3
0
2
4
14
0
28
2
5
2
8
2
7
1
8
126
Re
s
p
o
n
s
i
v
e
n
e
s
s
to
Ci
t
y
co
n
c
e
r
n
s
/
q
u
e
s
t
i
o
n
s
(2
5
)
2
5
2
3
2
2
2
0
2
2
11
2
24
2
4
2
2
2
5
2
2
11
7
23
2
0
2
0
2
2
2
2
107
Co
s
t
pr
o
p
o
s
a
l
(2
5
)
23
2
0
2
2
‐
20
85
25
20
2
0
‐
20
85
21
2
0
2
0
‐2081
To
t
a
l
19
0
1
7
6
1
6
9
1
5
3
1
6
9
8
5
7
1
9
3
1
8
4
1
8
2
1
6
8
1
7
8
9
0
5
1
7
8
1
6
0
1
6
3
1
3
0
1
5
2
7
8
3
To
t
a
l
Sc
o
r
e
2
7
9
2
5
8
2
3
9
2
1
0
2
4
5
1
2
3
1
2
8
7
2
7
3
2
6
1
2
6
5
2
6
8
13
5
4
26
1
2
4
6
2
3
8
1
9
7
2
1
9
1
1
6
1
AT
T
A
C
H
M
E
N
T
1
KENNEDY/JENKS COMPANY OVERVIEW
Who We Are
Kennedy/Jenks Consultants is a full-service,
multidisciplined engineering consulting firm. With more
than 450 professionals in 31 offices throughout the
United States we can deliver projects of all sizes and
complexity while also providing personalized service.
As an employee-owned firm, our primary focus is
developing long-term relationships with our clients. We
offer our clients expertise in water, wastewater, and
stormwater, from resource management to planning,
design, and construction. Our environmental service
offerings cover everything from permitting to source
control and remediation for air, water, soil, and
sediments. Additionally, our in-house applied research
group, composed of multi-disciplined PhDs, chemists,
biologists, and engineers directly help our clients solve
technical challenges while reducing cost and risk.
450 Employees
31 Of fi ces in 13 States
98+ years–EST.–
1919
business from repeat clients90%
ATTACHMENT 2
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-770 Agenda Date:10/11/2017
Version:1 Item #:1a.
Resolution approving a consultant services agreement for construction management and inspection services for
the Water Quality Control Plant Wet Weather and Digester Improvements Project with Kennedy/Jenks
Consultants of San Francisco,California in the amount not to exceed $3,776,250,authorizing the City Manager
to execute the agreement, and authorizing a total construction management budget of $4,153,875.
WHEREAS,on June 8,2017,City of South San Francisco (“City”)staff issued a Request for Proposals (RFP)
for the selection of a firm to (a)perform a constructability review of the Carollo plans and specifications for the
Water Quality Control Plant Wet Weather and Digester Improvements Project,and (b)to provide construction
management and inspection services once the project is under construction; and
WHEREAS, on July 12, 2016, staff received proposals from three (3) firms; and
WHEREAS,after reviewing the proposals and interviewing all three (3)firms,Kennedy/Jenks Consultants was
ranked highest based on their project understanding,qualifications and expertise,interview,and experience;
and
WHEREAS,staff recommends approving the consulting services agreement for construction management and
inspection services for the Water Quality Control Plant (“WQCP”)Wet Weather and Digester Improvements
Project with Kennedy/Jenks Consultants of San Francisco,California in the amount not to exceed $3,776,250
and authorizing a total construction management budget of $4,153,875; and
WHEREAS,the Project is included in the City of South San Francisco’s 2017-2018 Capital Improvement
Program (CIP) project number ss1301.
NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City
Council hereby approves a consulting services agreement,attached herewith as Exhibit A,for construction
management and inspection services for the WQCP Wet Weather and Digester Improvements Project with
Kennedy/Jenks Consultants of San Francisco,California in an amount not to exceed $3,776,250 and
authorizing a total construction management budget of $4,153,875 conditioned on Kennedy/Jenks Consultants’
timely execution of the consultant services agreement and submission of all required documents,including but
not limited to, certificates of insurance and endorsements, in accordance with the Project documents.
City of South San Francisco Printed on 12/7/2017Page 1 of 2
powered by Legistar™
File #:17-770 Agenda Date:10/11/2017
Version:1 Item #:1a.
BE IT FURTHER RESOLVED that the City Council of the City of South San Francisco authorizes the Finance
Department to establish the Project Budget consistent with the information contained in the staff report.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the agreement and any
other related documents on behalf of the City upon timely submission by Kennedy/Jenks Consultants’signed
contract and all other documents, subject to approval by the City Attorney.
*****
City of South San Francisco Printed on 12/7/2017Page 2 of 2
powered by Legistar™
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 1 of 21
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
KENNEDY/JENKS Consultants
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and Kennedy/Jenks Consultants (“Consultant”) (together sometimes referred to as the
“Parties”) as of September 6, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached hereto as Exhibit A, and
incorporated herein, at the time and place and in the manner specified therein. In the event of a conflict in
or inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on December 31, 2021, and Consultant shall complete the work described in Exhibit
A prior to that date, unless the term of the Agreement is otherwise terminated or extended,
as provided for in Section 8. The time provided to Consultant to complete the services
required by this Agreement shall not affect the City’s right to terminate the Agreement, as
provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all services required pursuant to this
Agreement in the manner and according to the standards observed by a competent
practitioner of the profession in which Consultant is engaged in the geographical area in
which Consultant practices its profession. Consultant shall prepare all work products
required by this Agreement in a professional manner and shall conform to the standards of
quality normally observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant’s obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed Three
Million Seven Hundred Seventy Six Thousand Two Hundred Fifty Dollars ($3,776,250.00)
notwithstanding any contrary indications that may be contained in Consultant’s proposal, for services to be
performed and reimbursable costs incurred under this Agreement. In the event of a conflict between this
Agreement and Consultant’s proposal or Consultant’s compensation schedule attached as Exhibit B,
regarding the amount of compensation, the body of this Agreement shall prevail. City shall pay Consultant
for services rendered pursuant to this Agreement at the time and in the manner set forth herein. The
payments specified below shall be the only payments from City to Consultant for services rendered
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 2 of 21
pursuant to this Agreement. Consultant shall submit all invoices to City in the manner specified herein.
Except as specifically authorized by City, Consultant shall not bill City for duplicate services performed by
more than one person.
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant’s estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
At City’s option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
The total number of hours of work performed under the Agreement by Consultant
and each employee, agent, and subcontractor of Consultant performing services
hereunder, as well as a separate notice when the total number of hours of work by
Consultant and any individual employee, agent, or subcontractor of Consultant
reaches or exceeds eight hundred (800) hours, which shall include an estimate of
the time necessary to complete the work described in Exhibit A;
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant’s signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. City shall have no obligation to pay invoices
submitted ninety (90) days past the performance of work or incurrence of cost.
2.3 Final Payment. City shall pay the last ten percent (10%) of the total sum due pursuant to
this Agreement within sixty (60) days after completion of the services and submittal to City
of a final invoice, if all services required have been satisfactorily performed.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 3 of 21
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement.
In no event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the compensation schedule attached hereto and incorporated
herein as Exhibit B.
2.6 Reimbursable Expenses. Reimbursable expenses authorized by the City shall not
exceed $25,000. Expenses not authorized by the City are not chargeable to City.
Reimbursable expenses are included in the total amount of compensation provided under
Section 2 of this Agreement that shall not be exceeded.
2.7 Payment of Taxes, Tax Withholding. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state taxes.
To be exempt from tax withholding, Consultant must provide City with a valid California
Franchise Tax Board form 590 (“Form 590”), as may be amended and such Form 590
shall be attached hereto and incorporated herein as Exhibit D. Unless Consultant provides
City with a valid Form 590 or other valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Consultant as required
by law. Consultant shall obtain, and maintain on file for three (3) years after the termination
of this Agreement, Form 590s (or other written evidence of exemptions or waivers) from all
subcontractors. Consultant accepts sole responsibility for withholding taxes from any non-
California resident subcontractor and shall submit written documentation of compliance
with Consultant’s withholding duty to City upon request. .
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets in order to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
2.10 Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes
of laborers, workmen, or mechanics on the work contemplated by this Agreement, shall be
not less than the prevailing rate for a day’s work in the same trade or occupation in the
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 4 of 21
locality within the state where the work hereby contemplates to be performed as
determined by the Director of Industrial Relations pursuant to the Director’s authority under
Labor Code Section 1770, et seq. Each laborer, worker or mechanic employed by
Consultant or by any subcontractor shall receive the wages herein provided for. The
Consultant shall pay two hundred dollars ($200), or whatever amount may be set by Labor
Code Section 1775, as may be amended, per day penalty for each worker paid less than
prevailing rate of per diem wages. The difference between the prevailing rate of per diem
wages and the wage paid to each worker shall be paid by the Consultant to each worker.
An error on the part of an awarding body does not relieve the Consultant from
responsibility for payment of the prevailing rate of per diem wages and penalties pursuant
to Labor Code Sections 1770 1775. The City will not recognize any claim for additional
compensation because of the payment by the Consultant for any wage rate in excess of
prevailing wage rate set forth. The possibility of wage increases is one of the elements to
be considered by the Consultant.
a. Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of
prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the
Consultant shall post at appropriate conspicuous points at the site of the project a
schedule showing all determined prevailing wage rates for the various classes of laborers
and mechanics to be engaged in work on the project under this contract and all
deductions, if any, required by law to be made from unpaid wages actually earned by the
laborers and mechanics so engaged.
b. Payroll Records. Each Consultant and subcontractor shall keep an accurate
payroll record, showing the name, address, social security number, work week, and the
actual per diem wages paid to each journeyman, apprentice, worker, or other employee
employed by the Consultant in connection with the public work. Such records shall be
certified and submitted weekly as required by Labor Code Section 1776.”
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 5 of 21
amounts of insurance listed below against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of the work hereunder by the Consultant and its agents,
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide Certificates of Insurance, attached hereto and incorporated herein as Exhibit C, indicating that
Consultant has obtained or currently maintains insurance that meets the requirements of this section and
under forms of insurance satisfactory, in all respects, to the City. Consultant shall maintain the insurance
policies required by this section throughout the term of this Agreement. The cost of such insurance shall be
included in the Consultant's bid. Consultant shall not allow any subcontractor to commence work on any
subcontract until Consultant has obtained all insurance required herein for the subcontractor(s).
4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any
and all persons employed directly or indirectly by Consultant. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of
not less than ONE MILLION DOLLARS ($1,000,000) per accident. In the alternative,
Consultant may rely on a self-insurance program to meet those requirements, but only if
the program of self-insurance complies fully with the provisions of the California Labor
Code. Determination of whether a self-insurance program meets the standards of the
Labor Code shall be solely in the discretion of the Contract Administrator (as defined in
Section 10.9). The insurer, if insurance is provided, or the Consultant, if a program of self-
insurance is provided, shall waive all rights of subrogation against the City and its officers,
officials, employees, and volunteers for loss arising from work performed under this
Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000.00)
per occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting there from, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability and Insurance Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability. Automobile coverage shall be at least as
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 6 of 21
broad as Insurance Services Office Automobile Liability form CA 0001 (ed. 12/90)
Code 8 and 9. No endorsement shall be attached limiting the coverage.
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a. The insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals’ errors and omissions. Any deductible or self-insured retention shall
not exceed ONE HUNDRED FIFTY THOUSAND DOLLARS $150,000 per claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant must provide extended reporting coverage for
a minimum of five (5) years after completion of the Agreement or the work.
The City shall have the right to exercise, at the Consultant’s sole cost and
expense, any extended reporting provisions of the policy, if the Consultant
cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
prior to the commencement of any work under this Agreement.
4.4 All Policies Requirements.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 7 of 21
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
the City does not receive the required insurance documents prior to the Consultant
beginning work, it shall not waive the Consultant’s obligation to provide them. The
City reserves the right to require complete copies of all required insurance policies
at any time.
4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be cancelled by the insurer, except after thirty (30) days' prior
written notice by certified mail, return receipt requested, has been given to the
City. In the event that any coverage required by this section is reduced, limited,
cancelled, or materially affected in any other manner, Consultant shall provide
written notice to City at Consultant’s earliest possible opportunity and in no case
later than ten (10) working days after Consultant is notified of the change in
coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the insured’s general supervision of Consultant; products and completed
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to the general liability policy stating that
coverage is primary insurance with respect to the City and its officers, officials,
employees and volunteers, and that no insurance or self-insurance maintained by
the City shall be called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant’s insurance policy includes a self-insured retention that
must be paid by a named insured as a precondition of the insurer’s liability, or
which has the effect of providing that payments of the self-insured retention by
others, including additional insureds or insurers do not serve to satisfy the self-
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 8 of 21
insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to
not prevent any of the parties to this agreement from satisfying or paying the self-
insured retention required to be paid as a precondition to the insurer’s liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self-insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
“wasting” policy limit, except for the professional liability insurance policy.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City’s interests
are otherwise fully protected, except for the professional liability insurance policy.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 9 of 21
Section 5. INDEMNIFICATION AND Consultant’S RESPONSIBILITIES. To the fullest extent
permitted by law, Consultant shall indemnify, defend with counsel selected by the City, and hold harmless
the City and its officials, officers, employees, agents, and volunteers from and against any and all losses,
liability, claims, suits, actions, damages, and causes of action arising out of any personal injury, bodily
injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or
ordinance, to the extent caused, in whole or in part, by the willful misconduct or negligent acts or omissions
of Consultant or its employees, subcontractors, or agents, by acts for which they could be held strictly
liable, or by the quality or character of their work. The foregoing obligation of Consultant shall not apply
when (1) the injury, loss of life, damage to property, or violation of law arises wholly from the gross
negligence or willful misconduct of the City or its officers, employees, agents, or volunteers and (2) the
actions of Consultant or its employees, subcontractor, or agents have contributed in no part to the injury,
loss of life, damage to property, or violation of law. It is understood that the duty of Consultant to indemnify
and hold harmless includes the duty to defend as set forth in Section 2778 of the California Civil Code.
Acceptance by City of insurance certificates and endorsements required under this Agreement does not
relieve Consultant from liability under this indemnification and hold harmless clause. This indemnification
and hold harmless clause shall apply to any damages or claims for damages whether or not such insurance
policies shall have been determined to apply. By execution of this Agreement, Consultant acknowledges
and agrees to the provisions of this Section and that it is a material element of consideration.
In the event that Consultant or any employee, agent, or subcontractor of Consultant providing services
under this Agreement is determined by a court of competent jurisdiction or the California Public Employees
Retirement System (PERS) to be eligible for enrollment in PERS as an employee of City, Consultant shall
indemnify, defend, and hold harmless City for the payment of any employee and/or employer contributions
for PERS benefits on behalf of Consultant or its employees, agents, or subcontractors, as well as for the
payment of any penalties and interest on such contributions, which would otherwise be the responsibility of
City.
Section 6. STATUS OF Consultant.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 10 of 21
6.2 Consultant No Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent or to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all laws applicable to the performance of the work hereunder.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals, including from City, of what-so-ever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term of this Agreement any licenses,
permits, and approvals that are legally required to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and maintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person’s race, religion, color, national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 11 of 21
Consultant may cancel this Agreement for cause upon 30 days’ written notice to City and
shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the date of notice of termination; City, however, may condition payment of
such compensation upon Consultant delivering to City all materials described in Section
9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require a
written amendment to this Agreement, as provided for herein. Consultant understands and
agrees that, if City grants such an extension, City shall have no obligation to provide
Consultant with compensation beyond the maximum amount provided for in this
Agreement. Similarly, unless authorized by the Contract Administrator, City shall have no
obligation to reimburse Consultant for any otherwise reimbursable expenses incurred
during the extension period.
8.3 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant’s unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.4.1 Subcontracting
A. Nothing contained in this contract or otherwise, shall create any contractual
relation between City and any subconsultant(s), and no subcontract shall relieve
Consultant of its responsibilities and obligations hereunder. Consultant agrees
to be as fully responsible to City for the acts and omissions of its
subconsultant(s) 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
Consultant. Consultant’s obligation to pay its subconsultant(s) is an obligation
independent from the City”s obligation to make payments to the Consultant.
B. Consultant shall perform the work contemplated with resources available within
its organization and no portion of the work pertinent to this contract shall be
subcontracted without written authorization by City’s Contract Administrator,
except that, which is expressly identified in the approved Cost Proposal.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 12 of 21
C. Consultant shall pay its subconsultants within ten (10) calendar days from
receipt of each payment made to Consultant by City.
D. Any subcontract in excess of $25,000 entered into as a result of this contract
shall contain all the provisions in this contract to be applicable to subconsultants.
E. Any substitution of subconsultant(s) must be approved in writing by City’s
Contract Administrator prior to the start of work by the subconsultant(s).
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City’s remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
parties unless required by law.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 13 of 21
9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds TEN THOUSAND DOLLARS ($10,000.00), the
Agreement shall be subject to the examination and audit of the State Auditor, at the
request of City or as part of any audit of the City, for a period of three (3) years after final
payment under the Agreement.
9.3.1 Retention of Records/Audit
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 contract
pursuant to Government Code 8546.7; Consultant, subconsultants, and City shall
maintain and make available for inspection all books, documents, papers,
accounting records, and other evidence pertaining to the performance of the
contract, including but not limited to, the costs of administering the contract. All
parties shall make such 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 shall have access to any
books, records, and documents of Consultant and its certified public accountants
(CPA) work papers that are pertinent to the contract and indirect cost rates (ICR)
for audit, examinations, excerpts, and transactions, and copies thereof shall be
furnished if requested. Subcontracts in excess of $25,000 shall contain the
provision.
9.3.2 Audit Review Procedures.
A. Any dispute concerning a question of fact arising under an interim or post audit
of this contract 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.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 14 of 21
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record, and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as “Confidential,” "Business Secret" or “Trade Secret."
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Although the California Public Records Act 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 that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing party shall be entitled to reasonable attorneys’ fees in addition to any other relief
to which that party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either party brings any action against the other under this
Agreement, the parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County San Mateo or in the United States District Court for
the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 15 of 21
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000 et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090 et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090 et.seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Sam Bautista,
Principal Engineer, ("Contract Administrator"). All correspondence shall be directed to or
through the Contract Administrator or his or her designee.
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when received if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 16 of 21
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows:
Consultant: Kennedy/Jenks Consultants
303 Second Street, Suite 300 South
San Francisco, CA 94107
City: City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including all Exhibits attached hereto, and incorporated
herein, represents the entire and integrated agreement between City and Consultant and
supersedes all prior negotiations, representations, or agreements, either written or oral
pertaining to the matters herein.
10.13 Counterparts. This Agreement may be executed in counterparts and/or by facsimile or
other electronic means, and when each Party has signed and delivered at least one such
counterpart, each counterpart shall be deemed an original, and, when taken together with
other signed counterpart, shall constitute one Agreement, which shall be binding upon and
effective as to all Parties..
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
10.15 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the
Parties hereto with no intent to benefit any non-signatory third parties.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 17 of 21
10.16 Cost Principles and Administrative Requirements.
A. Consultant agreed that the Contract Cost Principles and Procedures, 48 CFR, Federal
Acquisition Regulations System, Chapter 1, Part 31.000 et seq., shall be used to
determine the cost allowability of individual items.
B. Consultant also agrees to comply with federal procedures in accordance with 49 CFR,
Part 18, Uniform Administrative Requirements for Grants and Cooperative Agreements to
State and Local Governments.
C. Any costs for which payment has been made to Consultant that are determined by
subsequent audit to be unallowable under 49CFR, Part 18 and 48 CFR, Federal
Acquisition Regulations System, Chapter 1, Part 31.000 et seq., are subject to repayment
by Consultant to City.
D. All subcontracts in excess of $25,000 shall contain the above provisions.
10.17 State Prevailing Wage Rates. The State of California’s General Prevailing Wage Rates
are not applicable to this contract.
10.18 Rebates, Kickbacks or Other Unlawful Consideration. Consultant warrants that this
contract 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.
10.19 Statement of Compliance.
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
unlawfully discriminate, harass or allow harassment against any employee or applicant
for employment because of sex, race, color, ancestry, religious creed, national origin,
physical disability (including HIV and AIDS), mental disability, medical condition (e.g.,
cancer), age (over 40), marital status, and denial of family care leave. Consultant and
subconsultants shall insure that the evaluation and treatment of their employees and
applicants for employment are free from such discrimination and harassment.
Consultants and subconsultants shall comply with the provisions of the Fair
Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable
regulations promulgated there under (California Code of Regulations, Title 2, Section
7285 et seq.). The applicable regulations of the Fair Employment and Housing
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 18 of 21
Commission implementing Government Code §12990 (a-f), set forth in Chapter 5 of
Division 4 of Title 2 of the California Code of Regulations, are incorporated into this
Contract by reference and made a part hereof as if set forth in full. 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 Title VI (nondiscrimination in
federally-assisted programs of the Department of Transportation – Title 49 Code of
Federal Regulations, Part 21 – Effectuation of Title VI of the 1964 Civil Rights Act).
Title VI provides that the recipients of federal assistance will implement and maintain a
policy of nondiscrimination in which no person in the State of California 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 of their assignees and successors in
interest.
D. The Consultant, with regard to the work, performed by it during the Agreement shall act
in accordance with Title VI. Specifically, the Consultant shall not discriminate on the
basis of race, color, national origin, religion, sex, age, or disability in selection and
retention of Subconsultants, including procurement of materials and leases of
equipment. The Consultant shall not participate either directly or indirectly in the
discrimination prohibited by Section 21.5 of the U.S. DOT’s Regulations, including
employment practices when the Agreement covers a program whose goal is
employment.
10.20 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 manner
involving fraud or official misconduct within the past three (3) years. Any exceptions to
this certification must be disclosed to 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.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 19 of 21
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.
10.21 Disadvantaged Business Enterprises (DBE) Participation.
A. This contract is subject to 49 CFR, Part 26 entitled “Participation by Disadvantaged
Business Enterprises in Department of Transportation Financial Assistance Programs”.
Consultants who obtain DBE participation on this contract will assist Caltrans in meeting
its federally mandated statewide overall DBE goal.
B. The goal for DBE participation for this contract is 11%. Participation by DBE consultant
or subconsultants shall be in accordance with information contained in the Consultant
Proposal DBE Commitment (Exhibit 10-O1), or in the Consultant Contract DBE
Information (Exhibit 10-O2) attached hereto and incorporated as part of the Contract. 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. 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 deferral
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 City deems appropriate.
D. Any subcontract entered into as a result of this contract shall contain all of the
provisions of this section.
E. A DBE firm may be terminated only with prior written approval from LOCAL AGNECY
and only for the reasons specified in 49 CFR 26.53(f). Prior to requesting City consent
for the termination, Consultant must meet the procedural requirements specified in 49
CFR 26.53(f).
F. 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.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 20 of 21
G. 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.
H. 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.
I. 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.
J. Upon completion of the Contract, 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 Administrator 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 Administrator.
K. If a DBE subconsultant is decertified during the life of the contract, 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 Contract, the
subconsultant shall notify Consultant in writing with the date of certification. Any
changes should be reported to City’s Contract Administrator within 30 days.
The Parties have executed this Agreement as of the Effective Date.
EXHIBIT A
Consulting Services Agreement between [Rev:11.14.2016] September 6, 2017
City of South San Francisco and Kennedy/Jenks Consultants Page 21 of 21
CITY OF SOUTH SAN FRANCISCO KENNEDY/JENKS CONSULTANTS
____________________________ _____________________________________
City Manager NAME: Harold Glaser
TITLE: Chief Operating Officer/President
Attest:
_____________________________
City Clerk
Approved as to Form:
____________________________
City Attorney
EXHIBIT A
EXHIBIT A
SCOPE OF SERVICES
WQCP Wet Weather and Digesters Improvements Project CMS- Scope of Work
Kennedy/Jenks Consultants (K/J) will perform the following preconstruction, construction and
closeout phase tasks.
TASK 1 – CONSTRUCTABILITY REVIEW SERVICES
Within three weeks after receiving the 90% design documents, K/J will complete a
constructability review (CR) of the 90% plans and specifications. The key focuses will be to
help ensure that maintenance of plant operation (MOPO) can be achieved during the construction
of all new and rehabilitated facilities and to minimize the potential for change orders and claims.
The preliminary construction schedule and the preliminary construction cost estimate will also be
reviewed. K/J will prepare brief written review comments in a tabular format referencing the
affected specification or drawing number including concerns with any portion of the
specifications including the Section 1140 construction sequencing and schedule constraints. The
CR effort will include review of the bidding requirements including bid schedule and identifying
grey areas, conflicts or missing information between the plans and specifications and/or between
the drawings and details. Comments regarding MOPO, system outages, operability and
maintainability will also be provided. The specifications review will include the digester and gas
piping evacuation, scrubbing and permitting agency coordination requirements. Attention will
also be paid to adequacy of specified lead based paint and asbestos mitigation requirements.
Assumptions, City and Designer Assistance Needed and Deliverables: Each CR team
member will focus on specific drawings and specification sections. City and designer staff are
requested to attend the CR review comments meeting to determine which will be addressed in
the contract documents. Deliverables will consist of tabulated review comments in spreadsheet
format and review meeting notes.
TASK 2 – CONSTRUCTION MANAGEMENT AND INSPECTION SERVICES
K/J will provide construction management and construction inspection services for the Wet
Weather and Digester Improvements Project, as described below.
Assumptions: The construction project is anticipated to begin in early 2018 and be completed in
early to mid-2021. As requested we have assumed a 42-month construction duration for level of
effort and budgeting purposes.
Subtask 2.1 - Conduct a Pre-Construction Meeting
K/J will plan, coordinate, conduct, and document the pre-construction meeting. This subtask will
include: planning and coordinating the meeting date and time; developing the meeting agenda;
defining project participant roles and responsibilities; identifying key issues; defining all project
administration and reporting procedures including submittal and RFI processing, scheduling,
EXHIBIT A
change orders, progress payments, contractor responsibility for safety, traffic control, minimizing
community impacts, establishing lines of communication and a dispute resolution ladder,
discussing MOPO/system outage request procedure and reviewing SRF program compliance
requirements.
Assumptions, City and Designer Assistance Needed and Deliverables: Key City and designer
staff will provide input to the agenda and attend the preconstruction meeting and review the
meeting minutes. Deliverables will consist of the preconstruction meeting agenda and meeting
minutes.
Subtask 2.2 – Project Management and Construction Contract Administration
Using partnering principles, K/J will provide leadership and serve as the focal point/primary
point of contact between the Cities of South San Francisco and San Bruno, the contractor, the
operations staff, the designer, the SWRCB and other regulatory/permitting agencies, the public
and other project participants.
Prepare Construction Management Plan. At the start of the project K/J will prepare a
Construction Management Plan. Based upon K/J’s CM Guidelines and augmented by
applicable City construction policies, procedures and forms, the Plan will summarize
project organization, lines of communication and authority, roles and responsibilities
and procedures for contract administration, reporting, documentation and quality
assurance to be used during construction.
Assumptions, City and Designer Assistance Needed and Deliverables: City PM
draft CM plan review comments. Deliverables will be draft and final CM Plans.
Conduct Risk Management Workshop. At the start of the project K/J will lead a risk
management workshop. The primary product of the risk management workshop will be
a risk register which will be used to track and mitigate or manage each risk.
Assumptions, City and Designer Assistance Needed and Deliverables: A single
eight-hour workshop will be conducted at the WQCP or K/J’s San Francisco office.
Key City and designer staff are requested to attend. Deliverables will include risk
workshop agenda and meeting minutes and risk register.
Safety. K/J will review the contractor’s Injury and Illness Prevention Plan (IIPP),
monitor the contractor’s compliance with its safety program and will provide
notification to the City of non-compliance. Kennedy/Jenks will also implement its own
IIPP for its field staff. Both plans should include the WWTP’s safety manual as an
appendix. Safety is a standing agenda item in weekly progress meetings.
Assumptions, City and Designer Assistance Needed and Deliverables: Deliverables
will consist of contractor IIPP review comments and K/J IIPP.
Prepare Daily Construction Progress and Monthly Status Reports. Daily
Construction Progress Reports are discussed under Task 2.4 below. Each month to be
submitted with the CM invoice, K/J’s Construction Manager will prepare a brief
monthly construction progress report describing work performed that period including
representative construction photos, upcoming work, problem areas and proposed
EXHIBIT A
resolutions, construction schedule and budget status, CM budget status, number of
submittals and RFI’s processed that period, testing performed and SRF compliance. All
reports will be provided to the City’s PM on a weekly and monthly basis.
Assumptions, City and Designer Assistance Needed and Deliverables: Deliverables
will consist of Daily Construction Progress Reports and digital photos and monthly
progress Reports.
Conduct Weekly Progress Meetings. K/J’s CM will conduct weekly progress meetings
and prepare corresponding agenda and meeting minutes. A standing agenda will be
used addressing safety, three week look ahead schedule, environmental/permit/SWPPP
compliance, traffic control/community relations, submittal and RFI status, extra work,
quality control, plant O&M staff coordination/system outage requests/startup, materials
testing/special inspection coordination and field problem resolution. Items will remain
in the minutes until resolved.
Assumptions, City and Designer Assistance Needed and Deliverables: City PM and
plant operations staff representative will attend weekly meetings, if needed designer
will attend to address submittal and other design related issues. Deliverables will
consist of meeting agendas and minutes.
Schedule Review. K/J’s CM will perform a detailed review of the Contractor’s baseline
schedule to review logic between activities, key activity durations, and verification of
the critical path. This will include confirming that all specific construction sequencing
and schedule constraints including in Section 1140, required milestones, as well as
submittal, procurement, construction, shutdowns and tie-ins, testing and startup, and
closeout activities are included for contract work. K/J’s CM will perform detailed
reviews of each Contractor’s monthly schedule update to help ensure that actual work
progress based on K/J inspector daily reports and the City’s records is properly
incorporated. The impacts of change order work will be assessed through the use of
fragnet schedule analyses.
Assumptions, City and Designer Assistance Needed and Deliverables: Deliverables
will consist of baseline and updated schedule review comments and fragnet analyses.
Progress Payment Applications and SRF Compliance. K/J’s CM and inspectors will
review pay applications, negotiate acceptable quantities and percentage complete with
the contractor’s Project Manager or superintendent and will then make
recommendations to the City regarding payment. If applicable, any withholdings for
stop payment notices and for deficient work will be deducted from the progress
payment. K/J’s CM will confirm that the pay applications comply with SRF funding
requirements. K/J’s CM will assist the City’s PM in preparing SRF payment
reimbursement requests as well as submittal of quarterly status reports to the SWRCB.
Receipt of acceptable updated schedules and updated record drawings will be
prerequisites for progress payment approval.
EXHIBIT A
Assumptions, City and Designer Assistance Needed and Deliverables: Deliverables
will consist of progress payment documents, certified payrolls and SRF payment
reimbursement requests and quarterly status reports.
Requests for Information and Clarification and Design Clarifications. Using
EADOC, K/J’s CM will work with the Design Engineer in addressing Requests for
Information (RFIs) and Requests for Clarification (RFCs) received from the contractor
as well as Design Clarifications issued by the designer.
Assumptions, City and Designer Assistance Needed and Deliverables: Designer will
provide dedicated engineering services during construction project engineer.
Deliverables will consist of RFI/C and DC responses and logs.
Shop Drawing and Submittal Processing. Using EADOC, K/J’s CM will manage the
shop drawing review process, and will work in conjunction with the Design Engineer
and others to coordinate review and approval of shop drawings and submittals
submitted by the Contractor in a timely manner. K/J’s CM will recommend use of pre-
submittal meetings with the designer and contractor for selected key submittals.
Assumptions, City and Designer Assistance Needed and Deliverables: Designer will
provide dedicated engineering services during construction project engineer and will be
available for pre-submittal meetings. Deliverables will consist of submittal and shop
drawings review comments and logs.
Permit Compliance and Documentation. Our CM and inspectors will monitor the
contractors work for compliance with the Mitigation Monitoring and Response Plan
(MMRP), applicable permits and regulatory agency requirements and assist with
permit-related documentation of the construction project. Permit and environmental
compliance is a weekly meeting standing agenda item. Upon project completion agency
signoffs will be obtained to help verify that all permit conditions have been complied
with.
Document Management System. EADOC will be used to track and maintain files for all
project correspondence, submittals, RFIs, RFCs, design clarifications, change orders,
claims, progress payment requests, shop drawings, and other project documents. At the
completion of the project, master hard and electronic copies (on flashdrive or CD-
ROM) of all project files will be indexed and provided to the City.
Assumptions, City and Designer Assistance Needed and Deliverables: City will pay
for EADOC user/licensing fees as required for use by K/J CM staff. Designer will
provide dedicated engineering services during construction project engineer.
Deliverables will consist of submittal, RFI/C and correspondence logs and hard and
electronic document files upon completion.
EXHIBIT A
Subtask 2.3 – Change Order Management and Claims Mitigation
K/J’s CM will manage the specified extra work and change order process using K/J’s potential
change order and change order system. Contractor extra work requests will be reviewed for
entitlement. This subtask includes receiving and logging change order requests from the
Contractor, as well as requesting and logging change order quotations as directed by the City and
the designer. K/J’s CM will monitor extra work performed on time and materials (Force
Account) as well as lump sum change orders and will coordinate with the Design Engineer for
the preparation of any revised specifications and/or sketches needed to define the scope of the
extra work. Change order work activities will undergo fragnet analysis to verify requested time
extensions. Our CM will coordinate with the Design Engineer to prepare a detailed change order
cost estimate with which to compare and negotiate the Contractor's cost quotation. K/J’s CM
will meet regularly with the contractor’s PM to conduct negotiations. This process will result in a
recommended acceptance or rejection of the change order to the City and, if accepted,
preparation of the document for signature. K/J’s CM will confirm that change order
documentation complies with the requirements of the SRF funding, as appropriate.
Subtask 2.4 – Field Inspection
Under the supervision of K/J’s CM K/J’s inspectors will provide field inspection services,
including:
• Daily observation and monitoring of construction operations, assumed to be 5 days a
week, 8 hours a day, to assess compliance with Contract Documents, City standards,
approved project submittals, and good construction practices.
• Documenting construction progress daily and preparing daily field reports, complete with
digital photos, and posting on EADOC Included in documentation will be information
such as site conditions, quantities and types of materials installed, finish dimensions of
installed facilities where appropriate, description of testing procedures and results, and
other pertinent data related to the progress of the construction crews.
• K/J’s CM and inspectors will coordinate materials testing and special inspection by K/J’s
subconsultant for soil compaction, concrete strength, welding, painting/coating, adhesive
anchor bolt and other materials testing and special inspection to monitor the work's
contract compliance.
• Monitoring piping installation and installation of bedding and backfill materials.
• Completing logs of all compaction testing results will be maintained to ensure that all
failing tests are covered by a passing retest, as well as documentation for future reference.
• Monitoring structural concrete, mechanical equipment, and electrical equipment
installation. Certificates of Proper Installation (COPI) will be required to be completed by
the contractor, subcontractors and pertinent vendors/suppliers.
• K/J’s CM will also coordinate with the Geotechnical Engineer of Record for periodic site
visits including to help verify excavation shoring, dewatering and structure subgrade
stability adequacy and to assess changed conditions if encountered.
• All materials testing and special inspection and site visit reports will be provided to the
City weekly.
• Using EADOC, each K/J inspector will prepare daily construction progress reports to
monitor compliance with the contract requirements and to document the work. Each
report will include the following information: report number, date, weather, visitors to the
EXHIBIT A
site, work accomplished, contractor labor and equipment, testing performed, materials
deliveries, system outages, extra work performed, permit/MMRP compliance and
deficiencies noted. Dated digital photos will be taken of all work and representative
annotated photos will be attached to each report.
• The Contractor will maintain its own redline markups of the contract drawings showing
all change order items and RFIs/RFCs, as well as other information regarding
underground utilities and information useful to the City for future maintenance and
construction. Each month before progress payment approval, K/J’s CM will review the
Contractor's set of marked-up drawings to help ensure that they are complete, and will
reconcile markups with the Contractor at the end of the project and provide them to the
designer for drafting and delivery to the City.
Assumptions, City and Designer Assistance Needed and Deliverables: Designer and
Geotechnical Engineer of Record will make periodic site visits as necessary to assist with
field problem resolution and assessment of field conditions. Deliverables will consist of
daily construction reports, special inspection reports, site visit reports, COPI’s and
materials and testing reports
• Non-Compliance Correction. K/J’s CM team will use a non-complying work
correction system to identify, track and correct deficient work. This begins with verbal
notification to the contractor’s superintendent, then issuance of an advisory notice then
issuance of a non-compliance notice. Non-complying work is also addressed in each
progress meeting.
Deliverables: Advisory notices, non-compliance notices and logs.
• Testing, Startup and Training. K/J’s CM will lead the management of testing, startup
and training of the new and rehabilitated facilities for compliance with the Contract
Documents, NPDES discharge and BAAQMD permits and other applicable standards.
Shortly after NTP our CM will work with the contractor, O&M staff, and designer to help
develop the contractor’s startup and testing plan and training materials. K/J’s CM will
maintain a warranty initiation log to help ensure that the warranty date coincides with
beneficial and will coordinate input of new equipment data with plant PM and asset
management systems.
Assumptions, City and Designer Assistance Needed and Deliverables: Designer will
provide startup and testing plan review comments and assist with startup and training
activities. PLC/SCADA programming will be performed by others. Deliverables will
consist of draft and final startup and testing plans, equipment vendor O&M manuals and
warranties, system testing reports and training syllabus and materials.
Subtask 2.5 – Substantial and Final Completion and Closeout Services
K/J’s CM and inspectors will perform project substantial and final completion and closeout
activities in accordance with the contract requirements. A final walk-through will be conducted
with the City, the Design Engineer and the Contractor to develop a final punch list. Items
EXHIBIT A
remaining from preliminary punch lists and non-conforming work logs will be added. When the
work is completed and all outstanding paperwork has been submitted (warranties, lien releases,
record drawings, O&M manuals, permitting agency sign-offs, etc.) our CM will process the final
payment request, final project status report and recommend project acceptance by the City. He
will assist the City’s PM in filing the Notice of Completion with the County Recorder’s Office.
All files including submittals, correspondence, photographs and other items will be provided to
the City in hard and electronic format. K/J’s CM will also help confirm that all documentation
has been submitted to meet the SRF funding program requirements. K/J’s CM will also help
ensure that the warranty initiation date log and a need for warranty work system are in place for
the City's use during the equipment specific warranty period. K/J’s CM and inspectors will
reconcile record drawing markups with the Contractor and provide them to the designer for
drafting and delivery to the City.
Assumptions, City and Designer Assistance Needed and Deliverables: City and designer
representatives will participate in the final walk-through. The designer will draft the final record
drawings. Deliverables will consist of project files in hard and electronic formats, final punch
list, warranties, lien releases, record drawing markups, O&M manuals and equipment warranties,
permitting agency sign-offs, final progress payment, letter recommending filing notice of
completion, SRF closeout documentation, warranty initiation date log and need for warranty
work system.
EXHIBIT A
EXHIBIT B
COMPENSATION SCHEDULE
EXHIBIT A
EXHIBIT A
EXHIBIT C
INSURANCE CERTIFICATES
EXHIBIT A
EXHIBIT D
FORM 590
EXHIBIT A
Form 590 C2 (REV. 2003)59003103
File this form with your withholding agent.
(Please type or print)
Withholding Exemption Certificate
(This form can only be used to certify exemption from nonresident withholding under California
R&TC Section 18662. This form cannot be used for exemption from wage withholding.)
YEAR
20
CALIFORNIA FORM
590
Note:
Failure to furnish your
identification number will
make this certificate void.
I certify that for the reasons checked below, the entity or individual named on this form is exempt from the California income tax
withholding requirement on payment(s) made to the entity or individual. Read the following carefully and check the box that applies to
the vendor/payee:
Individuals — Certification of Residency:
I am a resident of California and I reside at the address shown above. If I become a nonresident at any time, I will promptly
inform the withholding agent. See instructions for Form 590, General Information D, for the definition of a resident.
Corporations:
The above-named corporation has a permanent place of business in California at the address shown above or is qualified
through the California Secretary of State to do business in California. The corporation will withhold on payments of California
source income to nonresidents when required. If this corporation ceases to have a permanent place of business in California
or ceases to be qualified to do business in California, I will promptly inform the withholding agent. See instructions for
Form 590, General Information E, for the definition of permanent place of business.
Partnerships:
The above-named partnership has a permanent place of business in California at the address shown above or is registered
with the California Secretary of State, and is subject to the laws of California. The partnership will file a California tax return
and will withhold on foreign and domestic nonresident partners when required. If the partnership ceases to do any of the
above, I will promptly inform the withholding agent. Note: For withholding purposes, a Limited Liability Partnership is treated
like any other partnership.
Limited Liability Companies (LLC):
The above-named LLC has a permanent place of business in California at the address shown above or is registered with the
California Secretary of State, and is subject to the laws of California. The LLC will file a California tax return and will withhold
on foreign and domestic nonresident members when required. If the LLC ceases to do any of the above, I will promptly
inform the withholding agent.
Tax-Exempt Entities:
The above-named entity is exempt from tax under California or federal law. The tax-exempt entity will withhold on payments
of California source income to nonresidents when required. If this entity ceases to be exempt from tax, I will promptly inform
the withholding agent.
Insurance Companies, IRAs, or Qualified Pension/Profit Sharing Plans:
The above-named entity is an insurance company, IRA, or a federally qualified pension or profit-sharing plan.
California Irrevocable Trusts:
At least one trustee of the above-named irrevocable trust is a California resident. The trust will file a California fiduciary tax
return and will withhold on foreign and domestic nonresident beneficiaries when required. If the trustee becomes a
nonresident at any time, I will promptly inform the withholding agent.
Estates — Certification of Residency of Deceased Person:
I am the executor of the above-named person’s estate. The decedent was a California resident at the time of death. The
estate will file a California fiduciary tax return and will withhold on foreign and domestic nonresident beneficiaries when
required.
CERTIFICATE: Please complete and sign below.
Under penalties of perjury, I hereby certify that the information provided herein is, to the best of my knowledge, true and correct. If
conditions change, I will promptly inform the withholding agent.
Vendor/Payee’s name and title (type or print) _____________________________________________________________________
Vendor/Payee’s signature ________________________________________________________Date _____________________
For Privacy Act Notice, get form FTB 1131 (individuals only).
Withholding agent’s name
Vendor/Payee’s nameVendor/Payee’s Social security number
SOS no. California corp. no.FEIN
Vendor/Payee’s address (number and street)APT no.Private Mailbox no.Vendor/Payee’s daytime telephone no.
()
City State ZIP Code
17
Kennedy/JenksConsultants
303SecondStreet,Suite300S
SanFrancisco CA 94107
✔
EXHIBIT A
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-913 Agenda Date:10/11/2017
Version:2 Item #:2.
Report regarding a resolution authorizing the City Manager to execute Master Agreement Number 04-5177F15
with the State of California Department of Transportation. (Richard Cho, Senior Civil Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution authorizing the City Manager to execute
Master Agreement Number 04-5177F15 with the State of California Department of Transportation.
BACKGROUND/DISCUSSION
The City of South San Francisco applies for grants to help fund the design and construction of Federal-aid
projects administered by the State of California Department of Transportation (“Caltrans”).A Master
Agreement is required with a local agency whenever Federal or State funds are to be used on a local project.In
the Master Agreement,a local agency agrees to comply with all Federal and State laws,regulations,policies
and procedures relative to the design,right-of-way acquisition,environmental compliance,and construction.
The Master Agreement is normally processed once with the agency when it begins its first Federal-aid or State-
funded project.The Local Agency-State Master Agreements are occasionally updated and re-executed to
account for changes in laws and policies.
Program Supplement Agreements are project specific and fall under the general requirements of the Master
Agreement.The Master Agreement must be up to date before any new Program Supplement Agreements can be
executed.On July 12,2017,City Council approved the Program Supplement Agreement for the Linden Avenue
and Spruce Avenue Traffic Calming Improvement Project,which is funded from Active Transportation Program
(ATP)grant funds.However,Caltrans notified the City that it is time to re-execute the Local Agency-State
Master Agreement by adopting a resolution authorizing the City Manager to execute the Master Agreement
with the State of California to comply with the latest laws,regulations,policies and procedures.Staff
recommends the adoption of the associated resolution so the City can execute the Master Agreement and be
reimbursed for the design and construction costs of Federal or State funded projects through the project specific
Program Supplement Agreements.
FISCAL IMPACT
There is no impact to budget.
CONCLUSION
Approval of the attached resolution will authorize the City Manager to execute the Master Agreements with the
State of California on behalf of the City.The agreement will allow the City to obtain Federal and State funds
for reimbursement for eligible projects.
City of South San Francisco Printed on 10/5/2017Page 1 of 1
powered by Legistar™
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-914 Agenda Date:10/11/2017
Version:1 Item #:2a.
Resolution authorizing the City Manager to execute Master Agreement Number 04-5177F15 with the State of
California Department of Transportation.
WHEREAS,the City of South San Francisco applies for grants to help fund the design and construction of
Federal-aid projects administered by the State of California Department of Transportation (“Caltrans”); and
WHEREAS,a Master Agreement is required with a local agency whenever Federal or State funds are to be
used on a local project; and
WHEREAS,in the Master Agreement,a local agency agrees to comply with all Federal and State laws,
regulations,policies and procedures relative to the design,right-of-way acquisition,environmental compliance,
and construction; and
WHEREAS,Master Agreements are occasionally updated and re-executed to account for changes in laws and
policies; and
WHEREAS,the Master Agreement formalizes the financial responsibilities and provisions for Federal-aid or
State-funded projects; and
WHEREAS,the State of California Department of Transportation requires a resolution authorizing the City
Manager to execute the Master Agreements and any amendments with the California Department of
Transportation.
NOW,THEREFORE,BE IT RESOLVED by the City Council of the City of South San Francisco that the City
Council hereby authorizes the City Manager is to execute Master Agreements on behalf of the City Council of
the City of South San Francisco, subject to approval as to form by the City Attorney.
*****
City of South San Francisco Printed on 10/12/2017Page 1 of 1
powered by Legistar™
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-937 Agenda Date:10/11/2017
Version:1 Item #:3.
Report regarding resolution approving a consultant services agreement for design services for the Linden
Avenue and Spruce Avenue Traffic Calming Improvement Project (Project No.st1602)with Mark Thomas &
Company,Inc.of San Jose,California in the amount not to exceed $160,699 with a total design budget of
$175,000. (Richard Cho, Senior Civil Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving a consultant services agreement
for design services for the Linden Avenue and Spruce Avenue Traffic Calming Improvement Project
(Project No.st1602)with Mark Thomas &Company,Inc.of San Jose,California in the amount not to
exceed $160,699.
BACKGROUND/DISCUSSION
The Linden Avenue and Spruce Avenue Traffic Calming Improvement Project will install bulb-outs,new ADA-
compliant curb ramps,advanced stop bars,high-visibility ladder crosswalks,median pedestrian refuge islands,
advanced yield lines and signage of uncontrolled crossings on Linden Avenue between California Avenue and
Miller Avenue (see Attachment 1 Vicinity Map).In addition,the project will install high-visibility crosswalks
with pedestrian-actuated beacons or all-way stop control,median refuge islands,striped edgelines,staggered
sidewalk bulbs to reinforce edgelines,new ADA-accessible curb ramps at all crossings,and high-visibility
crosswalks on Spruce Avenue between Lux Avenue and Maple Avenue.
The City issued the Request for Proposals (RFP)through the eBidboard professional network on June 27,2017
and responses to the RFP were received on July 17,2017 from four firms:Mark Thomas &Company,Inc.,
Michael Baker International,Alta Planning and Design,and BKF Engineers.Interviews were held with all four
firms on August 25, 2017. The interview panel consisted of Engineering and Planning Divisions staff members.
After the interviews were conducted,all four firms were evaluated and scored by the interview panel based on
criteria required by Caltrans and are tabulated as shown in Attachment 1.As indicated,the interview panel
concluded that Mark Thomas &Company,Inc.was the best qualified firm to provide the design services for
this project.Mark Thomas &Company,Inc.demonstrated their knowledge of both Linden Avenue Complete
Streets Project (Phase I)and the Linden Avenue Traffic Calming Improvement Project (Phase II).Currently,
Mark Thomas &Company,Inc.is the design consultant for the Linden Avenue Complete Streets Project (Phase
I). Both projects will benefit from having a consistent quality in design, coordination and scheduling.
The project budget is as follows:
City of South San Francisco Printed on 10/5/2017Page 1 of 2
powered by Legistar™
File #:17-937 Agenda Date:10/11/2017
Version:1 Item #:3.
Mark Thomas & Company, Inc. $160,699
Contingency (8.9 percent) $14,301
Total Project Budget: $175,000
FISCAL IMPACT
This project is included in the City of South San Francisco’s Fiscal Year 2017-18 Capital Improvement
Program (Project No. st1602) and there are sufficient funds to execute the consultant services agreement.
CONCLUSION
Staff recommends approving an agreement with Mark Thomas &Company,Inc.based on their qualifications,
experience and project understanding.
Attachments:1. Vicinity Map
2. Complete Score Sheet - Interviews
3. Mark Thomas & Company Profile Sheet
City of South San Francisco Printed on 10/5/2017Page 2 of 2
powered by Legistar™
EXHIBIT B – Conceptual Improvements (but not limited to)
ATTACHMENT 1
Score Sheet – Linden Avenue and Spruce Avenue Traffic Calming Improvement Project
Mark Thomas Michael Baker Alta Planning BKF
Criteria for Interview
Ra
t
e
r
1
Ra
t
e
r
2
Ra
t
e
r
3
To
t
a
l
Ra
t
e
r
1
Ra
t
e
r
2
Ra
t
e
r
3
To
t
a
l
Ra
t
e
r
1
Ra
t
e
r
2
Ra
t
e
r
3
To
t
a
l
Ra
t
e
r
1
Ra
t
e
r
2
Ra
t
e
r
3
To
t
a
l
Understanding of the work to be done 25 25 25 75 22 23 20 65 18 20 15 53 20 21 12 53
Experience with similar kinds of work 20 18 20 58 20 18 18 56 18 18 12 48 17 18 12 47
Quality of staff for work to be done 12 13 7 32 12 14 12 38 12 11 10 33 12 11 8 31
Capability of developing innovative or advanced
techniques 9 10 9 28 8 10 8 26 10 10 8 28 8 8 5 21
Familiarity with State and Federal Procedures 10 10 10 30 9 9 10 28 9 7 2 18 8 6 2 16
Financial Responsibility 10 10 9 29 10 9 8 27 9 7 5 21 8 7 5 20
Demonstrated Technical Ability 10 10 10 30 10 9 9 28 9 7 5 21 9 6 5 20
Total 96 96 90 282 91 92 85 268 85 80 57 222 82 77 49 208
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-938 Agenda Date:10/11/2017
Version:1 Item #:3a.
Resolution approving a consultant services agreement for design services for the Linden Avenue and Spruce
Avenue Traffic Calming Improvement Project (Project No.st1602)with Mark Thomas &Company,Inc.of San
Jose, California in the amount not to exceed $160,699 with a total design budget of $175,000.
WHEREAS,on June 27,2017,City of South San Francisco (“City”)staff issued a Request for Proposals (RFP)
for the selection of a firm to perform Plans, Specifications and Estimates (PS&E) design services; and
WHEREAS, on August 8, 2017, staff received proposals from four firms; and
WHEREAS,after reviewing the proposals and interviewing all four firms,Mark Thomas &Company,Inc.of
San Jose,California was ranked highest based on their project understanding,qualifications and expertise,
interview and experience; and
WHEREAS,staff recommends approving the consulting services agreement for design services for the Linden
Avenue and Spruce Avenue Traffic Calming Improvement Project with Mark Thomas &Company,Inc.of San
Jose, California in an amount not to exceed $160,699; and
WHEREAS,the Project is included in the City of South San Francisco’s Fiscal Year 2017-18 Capital
Improvement Program (CIP)Project No.st1602 and sufficient funds have been allocated to cover the Project
costs.
NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City
Council hereby approves a consulting services agreement for the Linden Avenue and Spruce Avenue Traffic
Calming Improvement Project with Mark Thomas &Company,Inc.of San Jose,California in an amount not to
exceed $160,699,attached herewith as Exhibit A,conditioned on Mark Thomas &Company Inc.’s timely
execution of the consultant services agreement and submission of all required documents,including but not
limited to, certificates of insurance and endorsements, in accordance with the Project documents.
BE IT FURTHER RESOLVED that the City Council authorizes a total project design budget of $175,000 and
authorizes the City Manager to utilize any unspent amount of the total project budget,if necessary,towards
additional design contingency budget.
BE IT FURTHER RESOLVED that the City Council authorizes the Finance Department to establish the Project
City of South San Francisco Printed on 12/7/2017Page 1 of 2
powered by Legistar™
File #:17-938 Agenda Date:10/11/2017
Version:1 Item #:3a.
BE IT FURTHER RESOLVED that the City Council authorizes the Finance Department to establish the Project
Budget consistent with the information contained in the staff report.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to execute the agreement and
any other related documents on behalf of the City upon timely submission by Mark Thomas &Company Inc.’s
signed contract and all other documents, subject to approval as to form by the City Attorney.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to take any other related
actions consistent with the intent of this resolution.
*****
City of South San Francisco Printed on 12/7/2017Page 2 of 2
powered by Legistar™
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
MARK THOMAS
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and Mark Thomas (“Consultant”) (together sometimes referred to as the “Parties”) as of
October 11, 2017, (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached hereto and incorporated herein
as Exhibit A, at the time and place and in the manner specified therein. In the event of a conflict in or
inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on December 31, 2019, the date of completion specified in Exhibit A, and Consultant
shall complete the work described in Exhibit A on or before that date, unless the term of
the Agreement is otherwise terminated or extended, as provided for in Section 8. The
time provided to Consultant to complete the services required by this Agreement shall not
affect the City’s right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all work required by this Agreement
in a substantial, first-class manner and shall conform to the standards of quality normally
observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant’s obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed One
Hundred Sixty Thousand Six Hundred Ninety Nine Dollars ($160,699) notwithstanding any contrary
indications that may be contained in Consultant’s proposal, for services to be performed and reimbursable
costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant’s
proposal, attached as Exhibit A, or Consultant’s compensation schedule, attached as Exhibit B, regarding
the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered
pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below
shall be the only payments from City to Consultant for services rendered pursuant to this Agreement.
Consultant shall submit all invoices to City in the manner specified herein. Except as specifically
authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than
one person.
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant’s estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for all services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain all the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
At City’s option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
The total number of hours of work performed under the Agreement by each
employee, agent, and subcontractor of Consultant performing services hereunder;
Consultant shall give separate notice to the City when the total number of hours
worked by Consultant and any individual employee, agent, or subcontractor of
Consultant reaches or exceeds eight hundred (800) hours within a twelve (12)-
month period under this Agreement and any other agreement between Consultant
and City. Such notice shall include an estimate of the time necessary to complete
work described in Exhibit A and the estimate of time necessary to complete work
under any other agreement between Consultant and City, if applicable.
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant’s signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. Each invoice shall include all expenses and
actives performed during the invoice period for which Consultant expects to receive
payment.
2.3 Final Payment. City shall pay the five percent (5%) of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to City of a
final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement. In no
event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the compensation schedule attached hereto and incorporated
herein as Exhibit B.
2.6 Reimbursable Expenses. The following constitute reimbursable expenses authorized by
this Agreement: mileage, parking, tolls, printing, out of area travel, conference calls,
postage, express mail, and delivery. Reimbursable expenses shall not exceed One
Thousand Dollars ($1,000). Expenses not listed above are not chargeable to City.
Reimbursable expenses are included in the total amount of compensation provided under
Section 2 of this Agreement that shall not be exceeded.
2.7 Payment of Taxes; Tax Withholding. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state taxes. To
be exempt from tax withholding, Consultant must provide City with a valid California
Franchise Tax Board form 590 (“Form 590”), as may be amended and such Form 590
shall be attached hereto and incorporated herein as Exhibit C. Unless Consultant provides
City with a valid Form 590 or other valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Consultant as required
by law. Consultant shall obtain, and maintain on file for three (3) years after the termination
of this Agreement, Form 590s (or other written evidence of exemptions or waivers) from all
subcontractors. Consultant accepts sole responsibility for withholding taxes from any non-
California resident subcontractor and shall submit written documentation of compliance
with Consultant’s withholding duty to City upon request.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
2.10 False Claims Act. Presenting a false or fraudulent claim for payment, including a change
order, is a violation of the California False Claims Act and may result in treble damages
and a fine of five thousand ($5,000) to ten thousand dollars ($10,000) per violation.
2.11 Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes
of laborers, workmen, or mechanics on the work contemplated by this Agreement, shall be
not less than the prevailing rate for a day’s work in the same trade or occupation in the
locality within the state where the work hereby contemplates to be performed as
determined by the Director of Industrial Relations pursuant to the Director’s authority under
Labor Code Section 1770, et seq. Each laborer, worker or mechanic employed by
Consultant or by any subcontractor shall receive the wages herein provided for. The
Consultant shall pay two hundred dollars ($200), or whatever amount may be set by Labor
Code Section 1775, as may be amended, per day penalty for each worker paid less than
prevailing rate of per diem wages. The difference between the prevailing rate of per diem
wages and the wage paid to each worker shall be paid by the Consultant to each worker.
An error on the part of an awarding body does not relieve the Consultant from
responsibility for payment of the prevailing rate of per diem wages and penalties pursuant
to Labor Code Sections 1770 1775. The City will not recognize any claim for additional
compensation because of the payment by the Consultant for any wage rate in excess of
prevailing wage rate set forth. The possibility of wage increases is one of the elements to
be considered by the Consultant.
a. Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of
prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the
Consultant shall post at appropriate conspicuous points at the site of the project a
schedule showing all determined prevailing wage rates for the various classes of laborers
and mechanics to be engaged in work on the project under this contract and all
deductions, if any, required by law to be made from unpaid wages actually earned by the
laborers and mechanics so engaged.
b. Payroll Records. Each Consultant and subcontractor shall keep an accurate
payroll record, showing the name, address, social security number, work week, and the
actual per diem wages paid to each journeyman, apprentice, worker, or other employee
employed by the Consultant in connection with the public work. Such records shall be
certified and submitted weekly as required by Labor Code Section 1776.”
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
amounts of insurance listed below against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of the work hereunder by the Consultant and its agents,
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide proof satisfactory to City of such insurance that meets the requirements of this section and under
forms of insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work to
the City. Consultant shall maintain the insurance policies required by this section throughout the term of
this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not
allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance
required herein for the subcontractor(s). Consultant shall maintain all required insurance listed herein for
the duration of this Agreement.
4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any
and all persons employed directly or indirectly by Consultant. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of
not less than $1,000,000 per accident. In the alternative, Consultant may rely on a self-
insurance program to meet those requirements, but only if the program of self-insurance
complies fully with the provisions of the California Labor Code. Determination of whether a
self-insurance program meets the standards of the Labor Code shall be solely in the
discretion of the Contract Administrator, as defined in Section 10.9. The insurer, if
insurance is provided, or the Consultant, if a program of self-insurance is provided, shall
waive all rights of subrogation against the City and its officers, officials, employees, and
volunteers for loss arising from work performed under this Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) per
occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting therefrom, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability Insurance and Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability on an “occurrence” basis. Automobile
coverage shall be at least as broad as Insurance Services Office Automobile
Liability form CA 0001 (most recent edition). No endorsement shall be attached
limiting the coverage.
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a. The Insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals’ errors and omissions. Any deductible or self-insured retention shall
not exceed ONE HUNDRED AND FIFTY THOUSAND DOLLARS ($150,000) per
claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant shall purchase an extended period coverage
for a minimum of five (5) years after completion of work under this
Agreement or the work. The City shall have the right to exercise, at the
Consultant’s sole cost and expense, any extended reporting provisions of
the policy, if the Consultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
for review prior to the commencement of any work under this Agreement.
4.3.3 Additional Requirements. A certified endorsement to include contractual liability
shall be included in the policy
4.4 All Policies Requirements.
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
the City does not receive the required insurance documents prior to the Consultant
beginning work, this shall not waive the Consultant’s obligation to provide them.
The City reserves the right to require complete copies of all required insurance
policies at any time.
4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, Consultant shall provide written notice to City at
Consultant’s earliest possible opportunity and in no case later than ten (10)
working days after Consultant is notified of the change in coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the City’s general supervision of Consultant; products and completed
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the City and its officers, officials, employees and
volunteers, and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant’s insurance policy includes a self-insured retention that
must be paid by a named insured as a precondition of the insurer’s liability, or
which has the effect of providing that payments of the self-insured retention by
others, including additional insureds or insurers do not serve to satisfy the self-
insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to
not prevent any of the parties to this agreement from satisfying or paying the self-
insured retention required to be paid as a precondition to the insurer’s liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self-insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
“wasting” policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City’s interests
are otherwise fully protected.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES. To the fullest extent
permitted by law, Consultant shall, to the fullest extent allowed by law, with respect to all Services
performed in connection with this Agreement, indemnify, defend with counsel selected by the City, and hold
harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all
losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury,
bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or
ordinance (“Claims”), to the extent caused, directly or indirectly, in whole or in part, by the willful misconduct
or negligent acts or omissions of Consultant or its employees, subcontractors, or agents. The foregoing
obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of
law arises wholly from the gross negligence or willful misconduct of the City or its officers, employees,
agents, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have
contributed in no part to the injury, loss of life, damage to property, or violation of law.
5.1 Insurance Not in Place of Indemnity. Acceptance by City of insurance certificates and
endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold harmless clause. This indemnification and hold
harmless clause shall apply to any damages or claims for damages whether or not such
insurance policies shall have been determined to apply. By execution of this Agreement,
Consultant acknowledges and agrees to the provisions of this Section and that it is a
material element of consideration.
5.2 PERS Liability. In the event that Consultant or any employee, agent, or subcontractor of
Consultant providing services under this Agreement is determined by a court of
competent jurisdiction or the California Public Employees Retirement System (PERS) to
be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify,
defend, and hold harmless City for the payment of any employee and/or employer
contributions for PERS benefits on behalf of Consultant or its employees, agents, or
subcontractors, as well as for the payment of any penalties and interest on such
contributions, which would otherwise be the responsibility of City.
5.3 Third Party Claims. With respect to third party claims against the Consultant, the
Consultant waives any and all rights of any type of express or implied indemnity against
the Indemnitees.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all federal, state and local laws and regulations applicable to the performance of the work
hereunder. Consultant’s failure to comply with such law(s) or regulation(s) shall constitute
a breach of contract.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals, including from City, of whatsoever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term of this Agreement any licenses,
permits, and approvals that are legally required to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and maintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person’s race, religion, color, national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Consultant may cancel this Agreement for cause upon thirty (30) days’ written notice to
City and shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of notice of termination; City, however, may condition
payment of such compensation upon Consultant delivering to City all materials described
in Section 9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require
Consultant to execute a written amendment to this Agreement, as provided for herein.
Consultant understands and agrees that, if City grants such an extension, City shall have
no obligation to provide Consultant with compensation beyond the maximum amount
provided for in this Agreement. Similarly, unless authorized by the Contract Administrator,
City shall have no obligation to reimburse Consultant for any otherwise reimbursable
expenses incurred during the extension period.
8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the
Parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant’s unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City’s remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
Parties except as required by law.
9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds ten thousand ($10,000.00), the Agreement shall
be subject to the examination and audit of the State Auditor, at the request of City or as
part of any audit of the City, for a period of three (3) years after final payment under the
Agreement.
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record, and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as “Confidential,” "Business Secret" or “Trade Secret."
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Although the California Public Records Act 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 that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys’ fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a Party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing Party shall be entitled to reasonable attorneys’ fees in addition to any other relief
to which that Party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either Party brings any action against the other under this
Agreement, the Parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County of San Mateo or in the United States District Court
for the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the Parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000, et seq.
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090, et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090, et seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Richard Cho, P.E.
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when received if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows:
Consultant
Mark Thomas
2290 North First Street, Suite 304
San Jose, CA 95131
City
NOTICES INVOICES
City Clerk Engineering
City of South San Francisco City of South San Francisco
400 Grand Avenue 315 Maple Ave
South San Francisco, CA 94080 South San Francisco, CA 94080
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibits A, B, and C represents the entire and integrated
agreement between City and Consultant and supersedes all prior negotiations,
representations, or agreements, either written or oral pertaining to the matters herein.
Exhibit A Scope of Services
Exhibit B Compensation Schedule
Exhibit C Form 590
10.13 Counterparts. This Agreement may be executed in counterparts and/or by facsimile or
other electronic means, and when each Party has signed and delivered at least one such
counterpart, each counterpart shall be deemed an original, and, when taken together with
other signed counterpart, shall constitute one Agreement, which shall be binding upon and
effective as to all Parties.
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
10.15 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the
Parties hereto with no intent to benefit any non-signatory third parties.
[SIGNATURES ON FOLLOWING PAGE]
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager Sasha Danksy, PE, Principal/Vice President
Attest:
____________________________
City Clerk
Approved as to Form:
____________________________
City Attorney
2729964.1
EXHIBIT A
SCOPE OF SERVICES
EXHIBIT B
COMPENSATION SCHEDULE
EXHIBIT C
INSURANCE CERTIFICATES
EXHIBIT D
FORM 590
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-940 Agenda Date:10/11/2017
Version:1 Item #:4.
Report regarding a resolution approving a services agreement with American Air Systems of San Carlos,
California,for the maintenance and service of heating,ventilation and air conditioning systems,plant hot water
boilers,and laboratory refrigeration units at the Water Quality Control Plant and remote pumping stations for
three years in an amount not to exceed $100,000 per year.(Brian Schumacker,Water Quality Control Plant
Superintendent)
RECOMMENDATION
It is recommended that the City Council adopt a resolution authorizing the City Manager to execute a
services agreement with American Air Systems of San Carlos,California,for the maintenance and
service of heating,ventilation and air conditioning (HVAC)systems,plant hot water boilers,and
laboratory refrigeration units at the Water Quality Control Plant and pumping stations for three years in
an amount not to exceed $100,000 per year.
BACKGROUND/DISCUSSION
Vital process equipment at the Water Quality Control Plant (WQCP)and remotely located pumping stations
rely upon sophisticated heating,ventilation and air conditioning (HVAC)equipment.Service to hot water
boilers for anaerobic digester temperature control,electrical Motor Control Center (MCC)air conditioning
systems,and laboratory refrigeration units must operate as designed.To keep the various heating and cooling
systems operating at their design optimum and in accordance with federal and state discharge requirements,
they must be calibrated and maintained by Environmental Protection Agency (EPA)certified technicians with
specialized training, equipment, and expertise.
Since 1996,the City has utilized the services of HVAC contractors to provide maintenance services on the
City’s HVAC systems,hot water boilers,and laboratory refrigeration units.Plant staff has considered hiring a
HVAC technician to perform this work.Unfortunately,the proposed salary schedule for public sector workers
with this skill set falls significantly below salaries available to private sector technicians.
A request for quotes (RFQ)was issued on May 4,2017 for the maintenance and service of heating,ventilation
and air conditioning (HVAC)systems,plant hot water boilers,and laboratory refrigeration units at the WQCP
and pumping stations.Three service providers of this type of service were contacted and requested to submit a
written cost proposal for services.The three responsive bidders were American Air Systems at $135.00 an hour,
Bay City Boiler at $175.00 an hour, and R.F. MacDonald Co. at $195.00 an hour.
A selection panel made up of the Plant Superintendent,Assistant Plant Superintendent,and Plant Maintenance
Supervisor rated the three proposals based on experience in HVAC and refrigeration systems,industrial hot
water boiler experience with specific systems related to the Plant and pump stations,and lowest hourly rate for
City of South San Francisco Printed on 10/5/2017Page 1 of 2
powered by Legistar™
File #:17-940 Agenda Date:10/11/2017
Version:1 Item #:4.
water boiler experience with specific systems related to the Plant and pump stations,and lowest hourly rate for
a field service HVAC mechanics.American Air Systems was the highest rated proposer based on said criteria.
American Air Systems is a Heating Ventilation and Air Conditioning (HVAC)and industrial hot water boiler
service provider based in San Carlos,California.They are fully insured,bonded and members of the Plumbers,
Steam Fitters and HVAC Union Locals 38 and Local 467.They provide 24-hour emergency response
capabilities,are responsive,qualified and also had the lowest cost proposal.Plant staff has reviewed the
applicable prevailing wage rates for an HVAC mechanic and confirmed that a mechanic exists within the State
Department of Industrial Relations (DIR) general prevailing wage determinations schedule.
CONCLUSION
Staff recommends entering into a services agreement with American Air Systems of San Carlos,California,for
the maintenance and service of HVAC systems,plant hot water boilers and laboratory refrigeration units at the
Water Quality Control Plant and remote pumping stations for three years in an amount not to exceed $100,000
per year,beginning Fiscal Year 2017-18 and authorizing the City Manager to execute the agreement on behalf
of the City of South San Francisco.
City of South San Francisco Printed on 10/5/2017Page 2 of 2
powered by Legistar™
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-941 Agenda Date:10/11/2017
Version:1 Item #:4a.
Resolution approving a services agreement with American Air Systems of San Carlos,California,for the
maintenance and service of heating,ventilation and air conditioning systems,plant hot water boilers,and
laboratory refrigeration units at the Water Quality Control Plant and remote pumping stations for three years in
an amount not to exceed $100,000 per year.
WHEREAS,the Water Quality Control Plant (WQCP)requires reliable and sustainable operation of
sophisticated HVAC systems,plant hot water boilers and laboratory refrigeration units in order to maintain
compliance with federal and state discharge permits; and
WHEREAS, the preceding services agreement for these services ended on June 30, 2017; and
WHEREAS,staff solicited requests for quotations from three HVAC service providers in the San Francisco Bay
Area on May 4, 2017; and
WHEREAS, staff reviewed the submitted quotations and evaluated the three responsive quotations; and
WHEREAS,American Air Systems of San Carlos,California was selected as the most qualified firm based
upon experience, qualifications, and also had the lowest cost proposal; and
WHEREAS,the total annual cost for these services is not to exceed $100,000 per year for each of three
consecutive years beginning in Fiscal Year 2017-18; and
WHEREAS,funding for the service is included in the approved WQCP’s operation and maintenance budget for
Fiscal Year 2017-18.
NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco hereby
approves a services agreement for HVAC services with American Air Systems in an amount not to exceed
$100,000 per year for three years, substantially in the form attached hereto as Exhibit A.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the services agreement
on behalf of the City upon timely submission by American Air Systems of the signed contract and all other
documents, subject to approval as to form by the City Attorney.
BE IT FURTHER RESOLVED,that the City Manager is authorized to execute any related documents,to make
any revisions,amendments,or modifications,deemed necessary to carry out the intent of this Resolution which
do not materially alter or increase the City’s obligations thereunder,and subject to approval as to form by the
City of South San Francisco Printed on 12/7/2017Page 1 of 2
powered by Legistar™
File #:17-941 Agenda Date:10/11/2017
Version:1 Item #:4a.
City Attorney.
*****
City of South San Francisco Printed on 12/7/2017Page 2 of 2
powered by Legistar™
Short Form Services Agreement
[Rev:11/14/2016]
1
SOUTH SAN FRANCISCO SERVICES AGREEMENT
This Services Agreement (this “Agreement”) is made and entered into between the City of South
San Francisco, a municipal corporation (“City”) and American Air Systems, Inc., (“Consultant”)
effective as of October 11, 2017 (the “Effective Date”). City and Consultant are hereinafter collectively
referred to as (the “Parties”). In consideration of their mutual covenants, the Parties hereby agree as
follows:
1. Scope of Services. Consultant shall provide the following services and/or materials (“the
Work”): Maintenance and Service of the following: Plant and Pump Station HVAC systems, Plant Hot
Water Boilers and Laboratory Refrigeration Units, as more specifically described in the Scope of
Services, attached hereto as Exhibit A. The Work shall commence on October 11, 2017 and shall be
completed to the satisfaction of the City by October 11, 2020 unless such date is extended or otherwise
modified by the City in writing. In the event of a conflict or inconsistency between the text of the main
body of this Agreement and Exhibit A, the text of the main body of this Agreement shall prevail.
2. Payment. City shall pay Consultant an amount not to exceed: ONE HUNDRED
THOUSAND DOLLARS per fiscal year ($100,000) for the full and satisfactory completion of the Work
in accordance with the terms and conditions of this Agreement. The calculation of payment for the Work
shall be set forth as follows: $135.00 per hour and daily truck charge of $50.00. The amount stated above
is the entire compensation payable to Consultant for the Work performed hereunder, including all labor,
materials, tools and equipment furnished by Consultant.
City shall make payments, based on invoices received, for Work satisfactorily performed. City
shall have thirty (30) days from the receipt of an invoice to pay Consultant.
3. Independent Contractor. It is understood and agreed that this Agreement is not a contract
of employment and does not create an employer-employee relationship between the City and Consultant.
At all times Consultant shall be an independent contractor and City shall not control the manner of
Consultant accomplishing the Work. Consultant is not authorized to bind the City to any contracts or
other obligations without the express written consent of the City.
4. Indemnification. To the fullest extent permitted by law, Consultant shall indemnify,
defend (with counsel acceptable to the City), and hold harmless the City and its elected and appointed
officers, officials, employees, agents, contractors and consultants (collectively, the “City Indemnitees”)
from and against any and all liability, loss, damage, claims, expenses and costs (including, without
limitation, attorneys’ fees and costs of litigation) (collectively, “Liability”) of every nature arising out of
or in connection with Consultant’s performance of the Work or Consultant’s failure to comply with this
Agreement, except such Liability caused by the gross negligence or willful misconduct of the City
Indemnitees.
5. Insurance. Prior to beginning the Work and continuing throughout the term of this
Agreement, Consultant (and any subcontractors) shall, at Consultant’s (or subcontractor’s) sole cost and
expense, furnish the City with certificates of insurance evidencing that Consultant has obtained and
maintains insurance in the following amounts:
A. Workers’ Compensation that satisfies the minimum statutory limits.
B. Commercial General Liability and Property Damage Insurance in an amount not less than
ONE MILLION DOLLARS ($1,000,000) combined single limit per occurrence, TWO MILLION
DOLLARS ($2,000,000) annual aggregate, for bodily injury, property damage, products,
completed operations and contractual liability coverage. The policy shall also include coverage
Short Form Services Agreement
[Rev:11/14/2016]
2
for liability arising out of the use and operation of any City-owned or City-furnished equipment used
or operated by the Consultant, its personnel, agents or subcontractors.
C. Comprehensive automobile insurance in an amount not less than ONE MILLION DOLLARS
($1,000,000) per occurrence for bodily injury and property damage including coverage for owned and
non-owned vehicles.
All insurance policies shall be written on an occurrence basis and shall name the City
Indemnitees as additional insureds with any City insurance shall be secondary and in excess to
Consultant’s insurance. If the Consultant’s insurance policy includes a self-insured retention that must be
paid by a named insured as a precondition of the insurer’s liability, or which has the effect of providing
that payments of the self-insured retention by others, including additional insureds or insurers do not
serve to satisfy the self-insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to not prevent any of the
parties to this agreement from satisfying or paying the self-insured retention required to be paid as a
precondition to the insurer’s liability. Additionally, the certificates of insurance must note whether the
policy does or does not include any self-insured retention and also must disclose the deductible. The
certificates shall contain a statement of obligation on the part of the carrier to notify City of any material
change, cancellation, termination or non-renewal of the coverage at least thirty (30) days in advance of
the effective date of any such material change, cancellation, termination or non-renewal. The City’s Risk
Manager may waive or modify any of the insurance requirements of this section.
6. Compliance with all Applicable Laws; Nondiscrimination. Consultant shall comply with
all applicable local, state and federal laws, regulations and ordinances in the performance of this
Agreement. Consultant shall not discriminate in the provision of service or in the employment of persons
engaged in the performance of this Agreement on account of race, color, national origin, ancestry,
religion, gender, marital status, sexual orientation, age, physical or mental disability in violation of any
applicable local, state or federal laws or regulations.
7. Termination. City may terminate or suspend this Agreement at any time and without
cause upon written notification to Consultant. Upon receipt of notice of termination or suspension,
Consultant shall immediately stop all work in progress under this Agreement. The City's right of
termination shall be in addition to all other remedies available under law to the City.
8. Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes
of laborers, workmen, or mechanics on the work contemplated by this Purchase Agreement, shall be not
less than the prevailing rate for a day’s work in the same trade or occupation in the locality within the
state where the work hereby contemplates to be performed as determined by the Director of Industrial
Relations pursuant to the Director’s authority under Labor Code Section 1770, et seq. Each laborer,
worker or mechanic employed by Consultant or by any subcontractor shall receive the wages herein
provided for. The Consultant shall pay two hundred dollars ($200), or whatever amount may be set by
Labor Code Section 1775, as may be amended, per day penalty for each worker paid less than prevailing
rate of per diem wages. The difference between the prevailing rate of per diem wages and the wage paid
to each worker shall be paid by the Consultant to each worker.
An error on the part of an awarding body does not relieve the Consultant from responsibility for payment
of the prevailing rate of per diem wages and penalties pursuant to Labor Code Sections 1770-1775. The
City will not recognize any claim for additional compensation because of the payment by the Consultant
for any wage rate in excess of prevailing wage rate set forth. The possibility of wage increases is one of
the elements to be considered by the Consultant.
(A) Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of
Short Form Services Agreement
[Rev:11/14/2016]
3
prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the Consultant shall
post at appropriate conspicuous points at the site of the project a schedule showing all determined
prevailing wage rates for the various classes of laborers and mechanics to be engaged in work on the
project under this contract and all deductions, if any, required by law to be made from unpaid wages
actually earned by the laborers and mechanics so engaged.
(B) Payroll Records. Each Consultant and subcontractor shall keep an accurate payroll
record, showing the name, address, social security number, work week, and the actual per diem wages
paid to each journeyman, apprentice, worker, or other employee employed by the Consultant in
connection with the public work. Such records shall be certified and submitted weekly as required by
Labor Code Section 1776.
9. Payment of Taxes; Tax Withholding. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state taxes. To be exempt
from tax withholding, Consultant must provide City with a valid California Franchise Tax Board form
590 (“Form 590”), as may be amended and such Form 590 shall be attached hereto and incorporated
herein as Exhibit ____. Unless Consultant provides City with a valid Form 590 or other valid, written
evidence of an exemption or waiver from withholding, City may withhold California taxes from payments
to Consultant as required by law. Consultant shall obtain, and maintain on file for three (3) years after the
termination of this Agreement, Form 590s (or other written evidence of exemptions or waivers) from all
subcontractors. Consultant accepts sole responsibility for withholding taxes from any non-California
resident subcontractor and shall submit written documentation of compliance with Consultant’s
withholding duty to City upon request.
10. Severability. If any term or portion of this Agreement is held to be invalid, illegal, or
otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement
shall continue in full force and effect.
11. Entire Agreement. This Agreement represents the entire and integrated agreement
between the Parties. This Agreement may be modified or amended only by a subsequent written
agreement signed by both Parties.
12. Non-Liability of Officials, Employees and Agents. No officer, official, employee or
agent of City shall be personally liable to Consultant in the event of any default or breach by City or for
any amount which may become due to Consultant pursuant to this Agreement.
13. Prevailing Party. In the event that either party to this Agreement commences any legal
action or proceeding (including but not limited to arbitration) to interpret the terms of this Agreement, the
prevailing party in such a proceeding shall be entitled to recover its reasonable attorney’s fees associated
with that legal action or proceeding.
14. Notice. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when received if
personally delivered; (ii) when received if transmitted by telecopy, if received during normal business
hours on a business day (or if not, the next business day after delivery) provided that such facsimile is
legible and that at the time such facsimile is sent the sending Party receives written confirmation of
receipt; (iii) if sent for next day delivery to a domestic address by recognized overnight delivery service
(e.g., Federal Express); and (iv) upon receipt, if sent by certified or registered mail, return receipt
requested. In each case notice shall be sent to the respective Parties as follows:
Short Form Services Agreement
[Rev:11/14/2016]
4
Consultant:
American Air Systems, Inc.
P.O Box 1108
San Carlos, CA 94070
City:
City Clerk
City of South San Francisco
400 Grand Avenue
South San Francisco, CA 94080
15. Execution in Counterpart. This Agreement may be executed in counterparts and/or by
facsimile or other electronic means, and when each Party has signed and delivered at least one such
counterpart, each counterpart shall be deemed an original, and, when taken together with other signed
counterpart, shall constitute one Agreement, which shall be binding upon and effective as to all Parties.
16. Assignment, Governing Law. The Consultant may not assign any of Consultant’s
obligations under this Agreement without the City’s prior written approval. This Agreement is governed
by California law. The jurisdiction for any litigation arising from this Agreement shall be in the state of
California, and shall be venued in the County of San Mateo.
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the date written above.
CITY: CONSULTANT:
By: _____________________________ By: __________________________
Mike Futrell, City Manager
Print Name: ___________________
Title: _______________________
APPROVED AS TO FORM:
____________________________
City Attorney
2729961.1
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-899 Agenda Date:10/11/2017
Version:1 Item #:5.
Report regarding a resolution adopting the proposed list of projects to be funded by SB1 -The Road Repair and
Accountability Act of 2017,in accordance with Streets and Highways Code Section 2034.(Justin Lovell,
Public Works Administrator)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving the proposed list of projects to be
funded by SB1 -The Road Repair and Accountability Act of 2017,in accordance with Streets and
Highways Code Section 2034.
BACKGROUND/DISCUSSION
The Road Repair and Accountability Act of 2017 (SB 1)was signed into law on April 28,2017.SB 1 is a
significant new investment in California’s transportation systems of approximately $5.2 billion per year.SB 1
increases per gallon fuel excise taxes,diesel fuel sales taxes and vehicle registration taxes,stabilizes the price-
based fuel tax rates and provides for inflationary adjustments to rates in future years.The Act will more than
double local streets and road funds allocated through the Highway Users Tax Account (HUTA)and allocating
funds from new taxes through a new Road Maintenance and Rehabilitation Account (RMRA).
The new taxes go into effect November 2017.The City is expected to receive $372,000 of RMRA funds in
Fiscal Year (FY)2017-18,with annual RMRA funds increasing to more than $1 million in FY 2018-19.While
the City has been allocated the RMRA funds,a list of proposed projects must be submitted to the California
Transportation Commission by October 16, 2017.
The proposed list of projects (attachment 1)include;(1)North Access Road Bicycle and Pedestrian
Improvements and (2)Grand Boulevard Initiative Phase 3 -Arroyo Drive to Kaiser Way.Both projects have
components of complete streets elements that improve bicycle and pedestrian access,which are priorities for
SB1.
This list of proposed projects is separate from other SB1 grant funding opportunities that are available.
FISCAL IMPACT
The FY 2017-18 Capital Improvement Program appropriated the gas tax funding for both HUTA and RMRA
funds totaling $525,000.
CONCLUSION
Approving the list of projects for RMRA funds will ensure that the City meets the deadline to submit the
City of South San Francisco Printed on 10/5/2017Page 1 of 2
powered by Legistar™
File #:17-899 Agenda Date:10/11/2017
Version:1 Item #:5.
proposed list of funded by RMRA to the California Transportation Commission by October 16, 2017.
Attachment 1: Proposed List of SB 1 Projects South San Francisco
City of South San Francisco Printed on 10/5/2017Page 2 of 2
powered by Legistar™
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
Co
n
s
t
r
u
c
t
i
o
n
M
i
n
.
M
a
x
.
PP
0
1
No
r
t
h
Ac
c
e
s
s
Ro
a
d
Bi
k
e
an
d
Pe
d
e
s
t
r
i
a
n
Im
pro
v
e
m
e
n
t
s
Wi
d
e
n
ap
p
r
o
x
i
m
a
t
e
l
y
1,
0
0
0
fe
e
t
of
bi
k
e
an
d
pe
d
e
s
t
r
i
a
n
pat
h
w
a
ys.
No
r
t
h
Ac
c
e
s
s
Ro
a
d
be
g
i
n
n
i
n
g
at
So
u
t
h
Ai
r
por
t
Bo
u
l
e
v
a
r
d
03
/
2
0
1
8
0
6
/
2
0
1
8
1
5
2
0
PP
0
2
Gr
a
n
d
Bo
u
l
e
v
a
r
d
Pr
o
j
e
c
t
Ph
a
s
e
3
(A
r
r
o
y
o
Dr
i
v
e
to
Ka
i
s
e
r
Wa
y
)
Im
p
r
o
v
e
El
Ca
m
i
n
o
Re
a
l
be
t
w
e
e
n
Ar
r
o
y
o
Dr
i
v
e
an
d
Ka
i
s
e
r
Wa
y
by
in
s
t
a
l
l
i
n
g
en
h
a
n
c
e
d
pe
d
e
s
t
r
i
a
n
cr
o
s
s
i
n
g
s
,
bi
k
e
la
n
e
s
,
co
r
n
e
r
bu
l
b
o
u
t
an
d
me
d
i
a
n
re
f
u
g
e
s
,
ex
p
a
n
d
e
d
bu
s
st
o
p
/
w
a
i
t
i
n
g
ar
e
a
s
,
a ne
w
la
n
d
s
c
a
p
e
d
me
d
i
a
n
a
n
d
g
r
e
e
n
i
n
f
r
a
s
t
r
u
c
t
u
r
e
El
Ca
m
i
n
o
Re
a
l
be
t
w
e
e
n
Ar
r
o
y
o
Dr
i
v
e
an
d
Ka
i
s
e
r
Wa
y
12
/
2
0
1
8
1
2
/
2
0
1
9
2
0
3
0
PP
0
3
PP
0
4
PP
0
5
PP
0
6
PP
0
7
PP
0
8
PP
0
9
PP
1
0
PP
1
1
PP
1
2
PP
1
3
PP
1
4
PP
1
5
PP
1
6
PP
1
7
PP
1
8
PP
1
9
PP
2
0
PP
2
1
Es
t
i
m
a
t
e
d
Us
e
f
u
l
Li
f
e
(#
of
yr
s
)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
Pr
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
Pr
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Da
t
e
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
1 of
3
AT
T
A
C
H
M
E
N
T
1
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
Co
n
s
t
r
u
c
t
i
o
n
M
i
n
.
M
a
x
.
Es
t
i
m
a
t
e
d
Us
e
f
u
l
Li
f
e
(#
of
yr
s
)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
Pr
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
Pr
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Da
t
e
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
PP
2
2
PP
2
3
PP
2
4
PP
2
5
PP
2
6
PP
2
7
PP
2
8
PP
2
9
PP
3
0
PP
3
1
PP
3
2
PP
3
3
PP
3
4
PP
3
5
PP
3
6
PP
3
7
PP
3
8
PP
3
9
PP
4
0
PP
4
1
PP
4
2
PP
4
3
PP
4
4
PP
4
5
PP
4
6
2 of
3
AT
T
A
C
H
M
E
N
T
1
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
Co
n
s
t
r
u
c
t
i
o
n
M
i
n
.
M
a
x
.
Es
t
i
m
a
t
e
d
Us
e
f
u
l
Li
f
e
(#
of
yr
s
)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
Pr
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
Pr
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Da
t
e
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
PP
4
7
PP
4
8
PP
4
9
PP
5
0
3 of
3
AT
T
A
C
H
M
E
N
T
1
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-900 Agenda Date:10/11/2017
Version:1 Item #:5a.
Resolution adopting the proposed list of projects to be funded by Road Repair and Accountability Act (SB 1)
funds in accordance with Streets and Highways Code Section 2034.
WHEREAS,the Road Repair and Accountability Act (SB 1)provides additional funding for streets and roads
projects; and
WHEREAS,the City Council adopted resolution 70-2017 approving the Fiscal Year (FY)2017-18 Capital
Improvement Program (CIP) Budget; and
WHEREAS,the CIP projects identified in the proposed project meet the funding provisions of Streets and
Highways Code Section 2034.
NOW,THEREFORE,BE IT RESOLVED by the City Council of the City of South San Francisco does hereby
approve the proposed project list (attached hereto as Exhibit A)to be submitted to the California Transportation
Commission which will be funded by the Road Maintenance and Rehabilitation Account.
*****
City of South San Francisco Printed on 12/7/2017Page 1 of 1
powered by Legistar™
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
ConstructionMin.Max.
PP
0
1
No
r
t
h
Ac
c
e
s
s
Ro
a
d
Bi
k
e
an
d
Pe
d
e
s
t
r
i
a
n
Im
pro
v
e
m
e
n
t
s
Wi
d
e
n
ap
p
r
o
x
i
m
a
t
e
l
y
1,
0
0
0
fe
e
t
of
bi
k
e
an
d
pe
d
e
s
t
r
i
a
n
pat
h
w
a
ys.
No
r
t
h
Ac
c
e
s
s
Ro
a
d
be
g
i
n
n
i
n
g
at
So
u
t
h
Ai
r
por
t
Bo
u
l
e
v
a
r
d
03
/
2
0
1
8
0
6
/
2
0
1
8
1
5
2
0
PP
0
2
Gr
a
n
d
Bo
u
l
e
v
a
r
d
Pr
o
j
e
c
t
Ph
a
s
e
3
(A
r
r
o
y
o
Dr
i
v
e
to
Ka
i
s
e
r
Wa
y
)
Im
p
r
o
v
e
El
Ca
m
i
n
o
Re
a
l
be
t
w
e
e
n
Ar
r
o
y
o
Dr
i
v
e
an
d
Ka
i
s
e
r
Wa
y
by
in
s
t
a
l
l
i
n
g
en
h
a
n
c
e
d
pe
d
e
s
t
r
i
a
n
cr
o
s
s
i
n
g
s
,
bi
k
e
la
n
e
s
,
co
r
n
e
r
bu
l
b
o
u
t
an
d
me
d
i
a
n
re
f
u
g
e
s
,
ex
p
a
n
d
e
d
bu
s
st
o
p
/
w
a
i
t
i
n
g
ar
e
a
s
,
a ne
w
la
n
d
s
c
a
p
e
d
me
d
i
a
n
an
d
gr
e
e
n
in
f
r
a
s
t
r
u
c
t
u
r
e
El
Ca
m
i
n
o
Re
a
l
be
t
w
e
e
n
Ar
r
o
y
o
Dr
i
v
e
an
d
Ka
i
s
e
r
Wa
y
12
/
2
0
1
8
1
2
/
2
0
1
9
2
0
3
0
PP
0
3
PP
0
4
PP
0
5
PP
0
6
PP
0
7
PP
0
8
PP
0
9
PP
1
0
PP
1
1
PP
1
2
PP
1
3
PP
1
4
PP
1
5
PP
1
6
PP
1
7
PP
1
8
PP
1
9
PP
2
0
PP
2
1
Estimated Useful Life (# of yrs)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
P
r
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
P
r
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Date
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
1 of
3
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
ConstructionMin.Max.Estimated Useful Life (# of yrs)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
P
r
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
P
r
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Date
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
PP
2
2
PP
2
3
PP
2
4
PP
2
5
PP
2
6
PP
2
7
PP
2
8
PP
2
9
PP
3
0
PP
3
1
PP
3
2
PP
3
3
PP
3
4
PP
3
5
PP
3
6
PP
3
7
PP
3
8
PP
3
9
PP
4
0
PP
4
1
PP
4
2
PP
4
3
PP
4
4
PP
4
5
PP
4
6
2 of
3
ST
A
T
E
OF
CA
L
I
F
O
R
N
I
A
• CA
L
I
F
O
R
N
I
A
TR
A
N
S
P
O
R
T
A
T
I
O
N
CO
M
M
I
S
S
I
O
N
Se
n
a
t
e
Bi
l
l
(S
B
)
1 Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
Fo
r
m
Ag
e
n
c
y
Co
n
t
a
c
t
:
Ju
s
t
i
n
Lo
v
e
l
l
(6
5
0
)
82
9
‐38
9
5
Lo
C
o
d
e
:
51
7
7
ju
s
t
i
n
.
l
o
v
e
l
l
@
s
s
f
.
n
e
t
Pr
e
‐
Co
n
s
t
r
u
c
t
i
o
n
ConstructionMin.Max.Estimated Useful Life (# of yrs)
Lo
c
a
l
St
r
e
e
t
s
an
d
Ro
a
d
s
Pr
o
g
r
a
m
Pr
o
j
e
c
t
No
.
Pr
o
j
e
c
t
Ti
t
l
e
P
r
o
j
e
c
t
De
s
c
r
i
p
t
i
o
n
P
r
o
j
e
c
t
Lo
c
a
t
i
o
n
Es
t
i
m
a
t
e
d
Co
m
p
l
e
t
i
o
n
Date
(m
m
/
d
d
/
y
y
y
y
)
FY
17
/
1
8
Ag
e
n
c
y
Na
m
e
:
So
u
t
h
Sa
n
Fr
a
n
c
i
s
c
o
Su
m
m
a
r
y
of
Pr
o
p
o
s
e
d
Pr
o
j
e
c
t
Li
s
t
PP
4
7
PP
4
8
PP
4
9
PP
5
0
3 of
3
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-967 Agenda Date:10/11/2017
Version:1 Item #:6.
Report regarding resolution approving a design consultant services agreement for the Oyster Point and East
Grand Corridor Improvement Project with TJKM of Pleasanton,California in the amount not to exceed
$338,170, and authorizing a total design budget of $422,713. (Sam Bautista, Principal Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving a consulting services agreement
with TJKM of Pleasanton,California for the Oyster Point and East Grand Corridor Improvements
Project (Project No.tr1602)in an amount not to exceed $338,170 and authorizing a total design budget of
$422,713.
BACKGROUND/DISCUSSION
The Oyster Point Boulevard and East Grand Corridor Improvements Project (“Project”)will design traffic
improvements along Oyster Point Boulevard from Gateway Boulevard to Veterans Boulevard,and along East
Grand Avenue from Gateway Boulevard and Forbes Boulevard intersections (refer to Attachment 1 -2015
Conceptual Design).The aforementioned locations have been identified by City Staff as priority intersections,
in accordance with the City of South San Francisco (“City”)Transportation Improvement Plan (TIP)for the
East of 101 Master Plan and the Transportation Demand Management (TDM)program.The Project will
perform traffic analysis to enhance operation and safety,develop conceptual designs for stakeholders’approval,
and prepare the contracts documents for advertisement.
Originally,the Oyster Point and East Grand portions of the Project were two separate projects:tr1602:East
Grand,Gateway and Forbes Intersection Improvements and tr1603:Oyster Point,Gateway and Veterans
Intersection Improvements.Staff decided to combine both projects into one project (tr1602)to streamline the
design and costs of construction.
Staff released a Request for Proposal (RFP)on April 19,2017,and received two proposals on June 7,2017.
Two bids were received,ranging from $64,808 to $338,170.Staff reached out to two additional consultants to
request proposals, but neither submitted one.
Staff reviewed the submitted proposals and recommends awarding design consulting services to TJKM.TJKM
provided 100 percent deliverable costs on their contract proposal,while Stantec provided an incomplete
proposal with only 35 percent of their deliverable costs,thus the large gap in cost proposal.Staff found TJKM
showed better understanding of the project scope and are more qualified to deliver contract documents for
advertisement (refer to Attachment 2 -Proposal Evaluation Score Sheet).Staff recommends to award design
consulting services to TJKM (refer to Attachment 3 - TJKM Profile and Project Team Sheet).
City of South San Francisco Printed on 10/5/2017Page 1 of 2
powered by Legistar™
File #:17-967 Agenda Date:10/11/2017
Version:1 Item #:6.
A summary of all cost proposals is as follows:
Stantec $ 64,808
TJKM $338,170
This project is included in the City of South San Francisco’s Fiscal Year (FY)2017-18 Capital Improvement
Program (CIP)and there are sufficient funds to execute the consultant services agreement.Design is anticipated
to be completed February 2019.There is sufficient funding in the East of 101 Traffic Impact Fees fund to fully
fund construction.
FUNDING
Sufficient funding for this project is included in the City of South San Francisco FY 2017-18 CIP:
Design Consulting Services with TJKM $ 338,170
Design Contingency (15 percent)$ 50,726
Design Administration (10 percent)$ 33,817
Total Project Design Funding $ 422,713
CONCLUSION
Staff recommends approving a consulting services agreement with TJKM based on their qualifications,
experience and project understanding.
Attachment:1. 2015 Conceptual Design
2. Proposal Evaluation Score Sheet
3. TJKM Profile and Project Team Sheet
City of South San Francisco Printed on 10/5/2017Page 2 of 2
powered by Legistar™
ATTACHEMENT 1
Page 1 of 2
ATTACHEMENT 1
Page 2 of 2
Sc
o
r
e
S
h
e
e
t
–
O
y
s
t
e
r
P
o
i
n
t
a
n
d
E
a
s
t
G
r
a
n
d
C
o
r
r
i
d
o
r
I
m
p
r
o
v
e
m
e
n
t
P
r
o
j
e
c
t
.
St
a
n
t
e
c
TJ
K
M
Cr
i
t
e
r
i
a
f
o
r
In
t
e
r
v
i
e
w
Rater 1
Rater 2
Rater 3
Total
Rater 1
Rater 2
Rater 3
Total
Un
d
e
r
s
t
a
n
d
i
n
g
o
f
t
h
e
w
o
r
k
t
o
b
e
d
o
n
e
19
18
20
57
22
20
25
67
Ex
p
e
r
i
e
n
c
e
w
i
t
h
s
i
m
i
l
a
r
k
i
n
d
s
o
f
w
o
r
k
20
20
18
58
20
20
20
60
Qu
a
l
i
t
y
o
f
s
t
a
f
f
f
o
r
w
o
r
k
t
o
b
e
d
o
n
e
12
12
13
37
13
13
13
39
Ca
p
a
b
i
l
i
t
y
o
f
d
e
v
e
l
o
p
i
n
g
i
n
n
o
v
a
t
i
v
e
o
r
a
d
v
a
n
c
e
d
t
e
c
h
n
i
q
u
e
s
7
8
8
23
8
8
8
24
Fa
m
i
l
i
a
r
i
t
y
w
i
t
h
S
t
a
t
e
a
n
d
F
e
d
e
r
a
l
P
r
o
c
e
d
u
r
e
s
8
10
7
25
10
10
8
28
Fi
n
a
n
c
i
a
l
R
e
s
p
o
n
s
i
b
i
l
i
t
y
7
10
10
27
10
10
10
30
De
m
o
n
s
t
r
a
t
e
d
T
e
c
h
n
i
c
a
l
A
b
i
l
i
t
y
8
8
10
26
10
10
10
30
To
t
a
l
81
86
86
25
3
93
91
94
27
8
ATTACHMENT 2
Page 1 of 1
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 1
PROJECT TEAM
TJKM Transportation Consultants (TJKM) founded in 1974, is a traffic engineering and
transportation planning firm that provides professional services throughout the State of
California. TJKM currently has a staff of 30 employees with offices in Pleasanton, San Jose,
Fresno, Sacramento, and Santa Rosa. For over 40 years, more than 3,500 satisfied clients have entrusted TJKM
with their critical work. We serve a full-range of clients, including municipalities, congestion management
agencies, metropolitan planning organizations, transportation agencies, private developers, other consulting
firms, and attorneys. TJKM has been involved in more than 8,000 transportation projects throughout California,
and averages about 240 new projects each year. TJKM’s primary service categories include traffic engineering
design (including PS&E), transportation planning, traffic operations, corridor studies, intelligent transportation
systems (ITS), traffic safety, and multimodal studies. Our motivation comes from satisfying clients’ objectives and
improving communities. TJKM has a strong roster of both public and private sector clients and continually builds
upon this base.
Our engineers have worked on the public side of the desk for years as municipal engineers, developing superior
skills in collaborating with the public and city councils and, more importantly, crafting excellent relationships with
the right people.
Our project managers, engineers, and planners have “hands on” experience and understand the latest
requirements, technologies, trends, and standards. Our experience with local agency processes keeps projects
moving faster; and know-how from thousands of engagements helps us complete projects on time and within
budget.
TJKM Transportation Consultants is a disadvantaged and small business enterprise, DBE #40772 and SBE #38780.
BKF Engineers (BKF) 100+ year prominence in Northern California uniquely positions them to
facilitate and sustain growth. The Firm provides civil engineering, land surveying, and land
planning services for private and public institutions, government agencies, developers, design
consultants, and contractors.
BKF currently employs over 390 staff members consisting of 154 registered engineers and surveyors in eleven
offices strategically located in Redwood City, Irvine, Oakland, Pleasanton, Richmond, Sacramento, San Francisco,
San Jose, San Rafael, Santa Rosa, and Walnut Creek.
BKF establishes long-term working relationships with their clients and strategic design partners. By producing
accurate, cost-effective work products and delivering them on schedule, they facilitate the design efforts.
ATTACHMENT 3
Page 1 of 6
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 2
AREAS OF EXPERTISE
General Transportation and Planning
TJKM regularly assists public agencies with traffic engineering and planning tasks for municipal projects. Our range
of services includes transportation circulation elements; transportation master plans that include public
transportation, bicycle, and pedestrian improvements and peer reviews of existing planning studies and
documents. Many citywide planning projects, such as traffic studies, traffic improvements, safety studies, corridor
studies, and citywide circulation studies have been a regular service we provide.
Traffic Signal Design, Timing, and Review
TJKM has designed more than 2,000 traffic signals in nearly 200
jurisdictions throughout Northern and Central California. Our
design staff are very experienced in preparing plans, specifications
and estimates (PS&E) for new and modified traffic signal systems,
and pavement delineation to improve capacity and safety. TJKM’S
design staff has field and hands-on experience for constructible
designs, with an extensive track record of successful design
projects. Our team is extremely dedicated to providing high quality
and accurate PS&E. Many of our traffic signal design projects
require design for interconnect and coordination that include fiber
optic, copper wire, and wireless communications.
TJKM’s staff routinely provides construction assistance for our
design projects, including traffic calming devices and traffic signal systems. We attend pre-bid and pre-
construction conferences to provide in-field assistance and work effectively with contractors. TJKM also designs
traffic/construction zone control plans that show how traffic will be handled during construction periods.
TJKM also develops signal timing plans to move traffic more efficiently in transportation corridors. Since 2008,
TJKM has provided signal timing coordination services to various Bay Area jurisdictions as part of the Metropolitan
Transportation Commission’s previous Regional Signal Timing Program (RSTP) and current Program for Arterial
Systems Synchronization (PASS). The PASS program replaced the RSTP in 2010, and TJKM has coordinated timing
of 345 signals during the first two cycles of the three-year program. Services under both programs included
coordination with Caltrans; existing conditions analysis; traffic signal timing analysis and recommendations; timing
plan implementation and fine-tuning; and benefit/cost ratio analysis.
Bicycle and Pedestrian | Complete Streets
The TJKM Team pays close attention to each community’s
unique needs to develop safe and efficient transportation
alternatives that meet the needs of all users. The goal is to
integrate all modes to achieve safer and more accessible
communities.
The TJKM Team has prepared feasibility studies, preliminary
designs and traffic operations studies for transportation
projects that enhance the accessibility and safe accommodation
of bicycle, pedestrian, and public transportation modes on
roadways. These projects are consistent with the objectives of
Complete Streets, which the National Complete Streets
Coalition defines as facilities that "are designed and operated to
enable safe access for all users". Specific complete street services we provide include:
ATTACHMENT 3
Page 2 of 6
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 3
Field audits of bicycle, pedestrian, and transit facilities and identification of facility gaps and safety issues.
Safety audits to identify issues and opportunities.
Neighborhood and surrounding area impacts.
Traffic signal modifications to better accommodate bicyclist and pedestrian detection and safety.
Facilitation of public meeting to encourage community involvement.
Preparation of alternatives, concept plans, and PS&E's.
PROJECT TEAM
The TJKM Team has been carefully crafted to provide the City of
South San Francisco with the full range of expertise. We form
an integrated team that can enhance the City’s resources, work
in close cooperation with the City staff and deliver a successful
project to enhance operations and safety for all modes of
transportation. Our proposed team members will be available
to the City as needed for the duration of the project, and will
not be substituted without approval from the City of South San
Francisco.
The TJKM Team will be led by Mr. Nayan Amin, TE. He has
successfully completed numerous similar projects to enhance
operations and safety for all modes of transportation. He has
extensive knowledge of the study area due to her involvement in Gateway Boulevard Signal Coordination, Truck
Route Study, El Camino Real Grand Boulevard Initiative, and US 101/Airport Boulevard Projects in the City of South
San Francisco.
Mr. Chris Kinzel, PE, TE will serve as Principal-In-Charge and QA/QC Manager; he will review of all deliverables
submitted to the City.
SUBCONSULTANT
There is one subconsultant firm on our team. BKF Engineers will lead the civil engineering tasks.
ORGANIZATIONAL CHART
Our Project Organization Chart, shown on the following page, illustrates our proven "chain of command" used on
similar contracts. Mr. Amin will be responsible for overall coordination of the contract, maintaining the
effectiveness and efficiency of the work, coordinating cost and schedule reporting, and ensuring the City’s
satisfaction. We anticipate working closely with the City staff to ensure understanding and satisfaction of project
objectives from start to project completion.
ATTACHMENT 3
Page 3 of 6
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 4
TEAM QUALIFICATIONS AND EXPERIENCE
Below is a table showing the team qualification and experience for each team member. Resumes are included in
Resumes section at the end of this proposal.
Name, Role,
Years of Experience
Registration
Number Specialized Expertise Qualifications & Experience
TJKM Key Staff
Chris Kinzel, PE, TE
Principal-In-Charge & QA/QC
57 Years of Experience
CA CE 15347
CA TE 0023
Transportation Engineering &
Planning
Project Management
Meeting Facilitation
East of 101 Traffic Study, South San Francisco
Charleston-Arastradero Corridor
Improvements, Palo Alto
Webster Street SMART Corridor Project,
Alameda County
South County Corridor Traffic Report,
Stanislaus County
Nayan Amin, TE
Project Manager
27 Years of Experience
CA TE 2290 Transportation Planning
Complete Streets
Multimodal Studies
Peer Review
Traffic Operations
ITS Planning & Design
Traffic Signal Systems
Traffic Calming
Truck Restriction Plan Development, South San
Francisco
MTC PASS Signal Coordination Project, South
San Francisco
Comprehensive Pedestrian & Bicycle Plan,
Belmont
Citywide Multimodal Improvement Plan,
Mountain View
Grand Boulevard Initiative on El Camino Real
between Arroyo Drive & Chestnut Avenue,
South San Francisco
Charleston-Arastradero Corridor Project,
Palo Alto
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
San Benito Street Corridor Study, Hollister
ATTACHMENT 3
Page 4 of 6
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 5
Name, Role,
Years of Experience
Registration
Number Specialized Expertise Qualifications & Experience
Shruti Shrivastava
Data Collection Task Lead
4 Years of Experience
N/A Traffic Operations
Signal Coordination
Data Collection
Level of Service Analysis
Traffic Impact Studies
MTC PASS Signal Coordination Project,
South San Francisco
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
Grand Boulevard Initiative on El Camino
Real between Arroyo Drive & Chestnut
Avenue, South San Francisco
Shoreline Boulevard Corridor Study,
Mountain View
San Benito Street Corridor Study, Hollister
Atul Patel, TE, PTOE
Concept Drawings Task Lead
27 Years of Experience
CA TE 2321
TX CE 83987
AZ CE 44981
Traffic Engineering Design
ITS Planning & Design
Traffic Signal Systems
Pedestrian & Bicycle Studies
Charleston-Arastradero Corridor
Improvements, Palo Alto
Shoreline Boulevard Traffic Adaptive
Signal System Project, Mountain View
Downtown Concord Pedestrian & Bicycle
Lane Improvements, Concord
Ruta Jariwala, PE, TE
Traffic Analysis Task Lead
18 Years of Experience
CA TE 2465
CA CE 73840
Complete Streets
Multimodal Studies
Traffic Operations
Traffic Analysis
Traffic Calming
Truck Restriction Plan Development,
South San Francisco
MTC PASS Signal Coordination Project,
South San Francisco
Comprehensive Pedestrian & Bicycle Plan,
Belmont
Grand Boulevard Initiative on El Camino
Real between Arroyo Drive & Chestnut
Avenue, South San Francisco
San Benito Street Corridor Study, Hollister
Charleston-Arastradero Corridor Project,
Palo Alto
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
Lawrence Liao
Traffic Demand Model Task
Lead
18 Years of Experience
N/A Travel Demand Model
Development/Update
Travel Demand Model
Application
Certified Cube Trainer
Software Development
Planning & Engineering Services for the
San Francisco Long Range Transportation
Program
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
South County Corridor Study, Stanislaus
County
Erik Bjorklund
Project Engineer
26 Years of Experience
N/A Street & Highway Lighting
Traffic Signal Design &
Modification
Signing & Striping Design
Signal Timing
Arterial/Interchange Design
Traffic Handling Plans
Interconnect
Charleston-Arastradero Corridor
Improvements, Palo Alto
Mary Avenue Street Space Allocation
Study & Environmental Documentation,
Sunnyvale
Webster Street SMART Corridor Project,
Alameda
Phong Vo, PhD, TE
Project Engineer
10 Years of Experience
CA TE 2700 Traffic Operation
Simulation Modeling
Signal Timing
Travel Demand Forecasting
El Camino Real BRT, Santa Clara County
US 101/Broadway Interchange
Improvement Reconstruction Project,
Burlingame
US 101 Widening & SR 25 Interchange
Improvement, Gilroy
ATTACHMENT 3
Page 5 of 6
Proposal for
Analysis & Design Consulting Services for the
Oyster Point & East Grand Corridor Improvements Project
Page | 6
Name, Role,
Years of Experience
Registration
Number Specialized Expertise Qualifications & Experience
Rutvij Patel, EIT
Project Engineer
10 Years of Experience
EIT #154117 Traffic Operations
Traffic Handling
Pavement Delineation
Signage Plans
Charleston-Arastradero Corridor Project,
Palo Alto
San Benito Street Corridor Study, Hollister
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
Prashanth Dullu
Project Engineer
8 Years of Experience
N/A Traffic Impact Studies/EIRs
Transportation Planning
Signal Coordination
Safe Route to School
Corridor Studies/Complete
Streets
Rengstorff Avenue Signal Coordination &
Corridor Study, Mountain View
Shoreline Boulevard Corridor Study,
Mountain View
MTC PASS Project, Various Bay Area
Jurisdictions, 2010-2015
Arthur Chen
Transportation Planner
6 Years of Experience
N/A Travel Demand Model
Application
Transportation Planning
ArcGIS Mapping
StanCOG South County Corridor
StanCOG Regional Transportation Plan
StanCOG Unmet Transit Needs
assessments
Ian Lin
Project Engineer
3 Years of Experience
N/A Transportation Planning
Transit Service
Traffic Impact Studies
Parking Operation
Parking Studies
Comprehensive Pedestrian & Bicycle Plan,
Belmont
Bicycle & Pedestrian Master Plan, Los
Gatos
Citywide Multimodal Improvement Plan,
Mountain View
Sandeep Paparaju
Project Engineer
3 Year of Experience
N/A Transportation Planning
Construction Management
Rengstorff Avenue Signal Coordination &
Corridor Study, Mountain View
California Street/Escuela Avenue
Complete Street Feasibility Study,
Mountain View
MTC PASS Project, Various Bay Area
Jurisdictions, 2014-2015
BKF
Jason Mansfield, PE, PMP,
LEED AP
Civil Project Manager
21 Years of Experience
Professional
Civil Engineer
CA No. 59567
Understands Value of
Stakeholder & Community
Involvement
Civil, Traffic, Safety & ADA
Related Aspects of Roadway &
Bike/Ped Projects
Oyster Point Boulevard Green Bike Lanes,
South San Francisco
San Carlos East Side Connect, San Carlos
Foster City Multi-Project Roadway
Improvements, Foster City
Industrial Road Improvements, San Carlos
Jason Yee, PE, LEED AP
Project Engineer
12 Years of Experience
Professional
Civil Engineer
CA No. 73194
Grading, Drainage &
Geometric Layout
Stellar Design Skills will
Streamline the Approval
Process
San Carlos East Side Connect, San Carlos
Foster City Multi-Project Roadway
Improvements, Foster City
Alpine Road/Highway 280 Interchange,
San Mateo
Alex Calder, PLS
Survey Manager
11 Years of Experience
Professional
Land Surveyor
CA No. 8863
Project Management of all
Survey Projects including
Scheduling, Budget Tracking,
Dispatching, Supervision of
Crews
Mathilda Avenue Improvements,
Sunnyvale
Stanley Boulevard Improvements,
Livermore
ATTACHMENT 3
Page 6 of 6
OYSTERPOINTAND
EASTGRANDCORRIDOR
IMPROVEMENTPROJECT
City Council Meeting
October 11, 2017
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-968 Agenda Date:10/11/2017
Version:1 Item #:6a.
Resolution approving a design consultant services agreement for the Oyster Point and East Grand Corridor
Improvement Project with TJKM of Pleasanton,California in the amount not to exceed $338,170,and
authorizing a total design budget of $422,713.
WHEREAS,on April 19 2017,City of South San Francisco (“City”)staff issued a Request for Proposals (RFP)
for the selection of a firm to perform Plans, Specifications and Estimates (PS&E) design services; and
WHEREAS, on June 7, 2017, staff received proposals from two (2) firms; and
WHEREAS,after reviewing the proposals and interviewing the two (2)firms,TJKM of Pleasanton,California
was selected based on their project understanding, qualifications and expertise and experience; and
WHEREAS,staff recommends approving the consulting services agreement for design services for the Oyster
Point and East Grand Corridor Improvement Project (“Project”)with TJKM of Pleasanton,California in the
amount not to exceed $338,170; and
WHEREAS,the Project is included in the City of South San Francisco’s Fiscal Year 2017-18 Capital
Improvement Program Project No. tr1602.
NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City
Council hereby approves a consulting services agreement,attached herewith as Exhibit A,for design services
for the Oyster Point and East Grand Corridor Improvement Project with TJKM of Pleasanton,California in an
amount not to exceed $338,170 conditioned on TJKM’s timely execution of the consultant services agreement
and submission of all required documents,including but not limited to,certificates of insurance and
endorsements in accordance with the Project documents.
BE IT FURTHER RESOLVED that the City Council authorizes a total design budget of $422,713 and
authorizes the City Manager to utilize any unspent amount of the total project budget,if necessary,towards
additional construction contingency budget.
BE IT FURTHER RESOLVED that the City Council authorizes the Finance Department to establish the Project
Budget consistent with the information contained in the staff report.
City of South San Francisco Printed on 12/7/2017Page 1 of 2
powered by Legistar™
File #:17-968 Agenda Date:10/11/2017
Version:1 Item #:6a.
BE IT FURTHER RESOLVED that the City Council authorizes the City to execute the agreement and any
other related documents on behalf of the City upon timely submission by TJKM’s signed contract and all other
documents, subject to approval as to form by the City Attorney.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to take any other related
actions consistent with the intention of this resolution.
*****
City of South San Francisco Printed on 12/7/2017Page 2 of 2
powered by Legistar™
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
TJKM
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and TJKM (“Consultant”) (together sometimes referred to as the “Parties”) as of October
11, 2017, (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached hereto and incorporated herein
as Exhibit A, at the time and place and in the manner specified therein. In the event of a conflict in or
inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on December 31, 2019, the date of completion specified in Exhibit A, and Consultant
shall complete the work described in Exhibit A on or before that date, unless the term of
the Agreement is otherwise terminated or extended, as provided for in Section 8. The
time provided to Consultant to complete the services required by this Agreement shall not
affect the City’s right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all work required by this Agreement
in a substantial, first-class manner and shall conform to the standards of quality normally
observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant’s obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed Three
Hundred Thirty Eight Thousand One Hundred Seventy Dollars,($338,170.00) notwithstanding any contrary
indications that may be contained in Consultant’s proposal, for services to be performed and reimbursable
costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant’s
proposal, attached as Exhibit A, or Consultant’s compensation schedule, attached as Exhibit B, regarding
the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered
pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below
shall be the only payments from City to Consultant for services rendered pursuant to this Agreement.
Consultant shall submit all invoices to City in the manner specified herein. Except as specifically
authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than
one person.
Page 1 of 24
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant’s estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for all services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain all the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
At City’s option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
The total number of hours of work performed under the Agreement by each
employee, agent, and subcontractor of Consultant performing services hereunder;
Consultant shall give separate notice to the City when the total number of hours
worked by Consultant and any individual employee, agent, or subcontractor of
Consultant reaches or exceeds eight hundred (800) hours within a twelve (12)-
month period under this Agreement and any other agreement between Consultant
and City. Such notice shall include an estimate of the time necessary to complete
work described in Exhibit A and the estimate of time necessary to complete work
under any other agreement between Consultant and City, if applicable.
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant’s signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. Each invoice shall include all expenses and
actives performed during the invoice period for which Consultant expects to receive
payment.
2.3 Final Payment. City shall pay the five percent (5%) of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to City of a
final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
Page 2 of 24
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement. In no
event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the compensation schedule attached hereto and incorporated
herein as Exhibit B.
2.6 Reimbursable Expenses. The following constitute reimbursable expenses authorized by
this Agreement: mileage, parking, tolls, printing, out of area travel, conference calls,
postage, express mail, and delivery. Reimbursable expenses shall not exceed One
Thousand Dollars ($1,000). Expenses not listed above are not chargeable to City.
Reimbursable expenses are included in the total amount of compensation provided under
Section 2 of this Agreement that shall not be exceeded.
2.7 Payment of Taxes; Tax Withholding. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state taxes. To
be exempt from tax withholding, Consultant must provide City with a valid California
Franchise Tax Board form 590 (“Form 590”), as may be amended and such Form 590
shall be attached hereto and incorporated herein as Exhibit C. Unless Consultant provides
City with a valid Form 590 or other valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Consultant as required
by law. Consultant shall obtain, and maintain on file for three (3) years after the termination
of this Agreement, Form 590s (or other written evidence of exemptions or waivers) from all
subcontractors. Consultant accepts sole responsibility for withholding taxes from any non-
California resident subcontractor and shall submit written documentation of compliance
with Consultant’s withholding duty to City upon request.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
2.10 False Claims Act. Presenting a false or fraudulent claim for payment, including a change
order, is a violation of the California False Claims Act and may result in treble damages
and a fine of five thousand ($5,000) to ten thousand dollars ($10,000) per violation.
2.11 Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes
of laborers, workmen, or mechanics on the work contemplated by this Agreement, shall be
Page 3 of 24
not less than the prevailing rate for a day’s work in the same trade or occupation in the
locality within the state where the work hereby contemplates to be performed as
determined by the Director of Industrial Relations pursuant to the Director’s authority under
Labor Code Section 1770, et seq. Each laborer, worker or mechanic employed by
Consultant or by any subcontractor shall receive the wages herein provided for. The
Consultant shall pay two hundred dollars ($200), or whatever amount may be set by Labor
Code Section 1775, as may be amended, per day penalty for each worker paid less than
prevailing rate of per diem wages. The difference between the prevailing rate of per diem
wages and the wage paid to each worker shall be paid by the Consultant to each worker.
An error on the part of an awarding body does not relieve the Consultant from
responsibility for payment of the prevailing rate of per diem wages and penalties pursuant
to Labor Code Sections 1770 1775. The City will not recognize any claim for additional
compensation because of the payment by the Consultant for any wage rate in excess of
prevailing wage rate set forth. The possibility of wage increases is one of the elements to
be considered by the Consultant.
a. Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of
prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the
Consultant shall post at appropriate conspicuous points at the site of the project a
schedule showing all determined prevailing wage rates for the various classes of laborers
and mechanics to be engaged in work on the project under this contract and all
deductions, if any, required by law to be made from unpaid wages actually earned by the
laborers and mechanics so engaged.
b. Payroll Records. Each Consultant and subcontractor shall keep an accurate
payroll record, showing the name, address, social security number, work week, and the
actual per diem wages paid to each journeyman, apprentice, worker, or other employee
employed by the Consultant in connection with the public work. Such records shall be
certified and submitted weekly as required by Labor Code Section 1776.”
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
amounts of insurance listed below against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of the work hereunder by the Consultant and its agents,
Page 4 of 24
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide proof satisfactory to City of such insurance that meets the requirements of this section and under
forms of insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work to
the City. Consultant shall maintain the insurance policies required by this section throughout the term of
this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not
allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance
required herein for the subcontractor(s). Consultant shall maintain all required insurance listed herein for
the duration of this Agreement.
4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any
and all persons employed directly or indirectly by Consultant. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of
not less than $1,000,000 per accident. In the alternative, Consultant may rely on a self-
insurance program to meet those requirements, but only if the program of self-insurance
complies fully with the provisions of the California Labor Code. Determination of whether a
self-insurance program meets the standards of the Labor Code shall be solely in the
discretion of the Contract Administrator, as defined in Section 10.9. The insurer, if
insurance is provided, or the Consultant, if a program of self-insurance is provided, shall
waive all rights of subrogation against the City and its officers, officials, employees, and
volunteers for loss arising from work performed under this Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) per
occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting therefrom, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability Insurance and Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability on an “occurrence” basis. Automobile
coverage shall be at least as broad as Insurance Services Office Automobile
Liability form CA 0001 (most recent edition). No endorsement shall be attached
limiting the coverage.
Page 5 of 24
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a. The Insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals’ errors and omissions. Any deductible or self-insured retention shall
not exceed ONE HUNDRED AND FIFTY THOUSAND DOLLARS ($150,000) per
claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant shall purchase an extended period coverage
for a minimum of five (5) years after completion of work under this
Agreement or the work. The City shall have the right to exercise, at the
Consultant’s sole cost and expense, any extended reporting provisions of
the policy, if the Consultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
for review prior to the commencement of any work under this Agreement.
4.3.3 Additional Requirements. A certified endorsement to include contractual liability
shall be included in the policy
4.4 All Policies Requirements.
Page 6 of 24
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
the City does not receive the required insurance documents prior to the Consultant
beginning work, this shall not waive the Consultant’s obligation to provide them.
The City reserves the right to require complete copies of all required insurance
policies at any time.
4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, Consultant shall provide written notice to City at
Consultant’s earliest possible opportunity and in no case later than ten (10)
working days after Consultant is notified of the change in coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the City’s general supervision of Consultant; products and completed
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the City and its officers, officials, employees and
volunteers, and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant’s insurance policy includes a self-insured retention that
must be paid by a named insured as a precondition of the insurer’s liability, or
which has the effect of providing that payments of the self-insured retention by
others, including additional insureds or insurers do not serve to satisfy the self-
insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to
Page 7 of 24
not prevent any of the parties to this agreement from satisfying or paying the self-
insured retention required to be paid as a precondition to the insurer’s liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self-insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
“wasting” policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City’s interests
are otherwise fully protected.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES. To the fullest extent
permitted by law, Consultant shall, to the fullest extent allowed by law, with respect to all Services
performed in connection with this Agreement, indemnify, defend with counsel selected by the City, and hold
harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all
losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury,
Page 8 of 24
bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or
ordinance (“Claims”), to the extent caused, directly or indirectly, in whole or in part, by the willful misconduct
or negligent acts or omissions of Consultant or its employees, subcontractors, or agents. The foregoing
obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of
law arises wholly from the gross negligence or willful misconduct of the City or its officers, employees,
agents, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have
contributed in no part to the injury, loss of life, damage to property, or violation of law.
5.1 Insurance Not in Place of Indemnity. Acceptance by City of insurance certificates and
endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold harmless clause. This indemnification and hold
harmless clause shall apply to any damages or claims for damages whether or not such
insurance policies shall have been determined to apply. By execution of this Agreement,
Consultant acknowledges and agrees to the provisions of this Section and that it is a
material element of consideration.
5.2 PERS Liability. In the event that Consultant or any employee, agent, or subcontractor of
Consultant providing services under this Agreement is determined by a court of
competent jurisdiction or the California Public Employees Retirement System (PERS) to
be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify,
defend, and hold harmless City for the payment of any employee and/or employer
contributions for PERS benefits on behalf of Consultant or its employees, agents, or
subcontractors, as well as for the payment of any penalties and interest on such
contributions, which would otherwise be the responsibility of City.
5.3 Third Party Claims. With respect to third party claims against the Consultant, the
Consultant waives any and all rights of any type of express or implied indemnity against
the Indemnitees.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
Page 9 of 24
6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all federal, state and local laws and regulations applicable to the performance of the work
hereunder. Consultant’s failure to comply with such law(s) or regulation(s) shall constitute
a breach of contract.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals, including from City, of whatsoever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term of this Agreement any licenses,
permits, and approvals that are legally required to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and maintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person’s race, religion, color, national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Page 10 of 24
Consultant may cancel this Agreement for cause upon thirty (30) days’ written notice to
City and shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of notice of termination; City, however, may condition
payment of such compensation upon Consultant delivering to City all materials described
in Section 9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require
Consultant to execute a written amendment to this Agreement, as provided for herein.
Consultant understands and agrees that, if City grants such an extension, City shall have
no obligation to provide Consultant with compensation beyond the maximum amount
provided for in this Agreement. Similarly, unless authorized by the Contract Administrator,
City shall have no obligation to reimburse Consultant for any otherwise reimbursable
expenses incurred during the extension period.
8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the
Parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant’s unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City’s remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
Page 11 of 24
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
Parties except as required by law.
9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds ten thousand ($10,000.00), the Agreement shall
be subject to the examination and audit of the State Auditor, at the request of City or as
part of any audit of the City, for a period of three (3) years after final payment under the
Agreement.
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record, and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as “Confidential,” "Business Secret" or “Trade Secret."
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Page 12 of 24
Although the California Public Records Act 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 that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys’ fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a Party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing Party shall be entitled to reasonable attorneys’ fees in addition to any other relief
to which that Party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either Party brings any action against the other under this
Agreement, the Parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County of San Mateo or in the United States District Court
for the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the Parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000, et seq.
Page 13 of 24
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090, et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090, et seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Patrick Caylao
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when received if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows:
Consultant
TJKM
4305 Hacienda Drive, Suite 550
Pleasanton, CA 94588
City
NOTICES INVOICES
City Clerk Engineering
City of South San Francisco City of South San Francisco
400 Grand Avenue 315 Maple Ave
South San Francisco, CA 94080 South San Francisco, CA 94080
Page 14 of 24
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibits A, B, [[and]C[, and D]] [ENSURE THAT THE CORRECT
EXHIBITS ARE LISTED] represents the entire and integrated agreement between City
and Consultant and supersedes all prior negotiations, representations, or agreements,
either written or oral pertaining to the matters herein.
Exhibit A Scope of Services
Exhibit B Compensation Schedule
Exhibit C Form 590
10.13 Counterparts. This Agreement may be executed in counterparts and/or by facsimile or
other electronic means, and when each Party has signed and delivered at least one such
counterpart, each counterpart shall be deemed an original, and, when taken together with
other signed counterpart, shall constitute one Agreement, which shall be binding upon and
effective as to all Parties.
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
10.15 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the
Parties hereto with no intent to benefit any non-signatory third parties.
[SIGNATURES ON FOLLOWING PAGE]
Page 15 of 24
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager Nayan Amin, President
Attest:
____________________________
City Clerk
Approved as to Form:
____________________________
City Attorney
2729964.1
Page 16 of 24
EXHIBIT A
SCOPE OF SERVICES
Page 17 of 24
Page 18 of 24
Page 19 of 24
Page 20 of 24
Page 21 of 24
Page 22 of 24
Page 23 of 24
EXHIBIT B
COMPENSATION SCHEDULE
Page 24 of 24
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-969 Agenda Date:10/11/2017
Version:1 Item #:7.
Report regarding a resolution authorizing the City Manager to approve a consulting service agreement to DKS
of Oakland,California for the Spruce Avenue Pedestrian Improvements Project (Project No.st1605)in an
amount not to exceed $108,730 and authorizing a total design budget of $130,476.(Patrick Caylao,Associate
Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution authorizing the City Manager to approve a
consulting services agreement to DKS of Oakland,California for the Spruce Avenue Pedestrian
Improvements Project (Project No.st1605)in an amount not to exceed $108,730 and authorizing a total
design budget of $130,476.
BACKGROUND/DISCUSSION
The Spruce Avenue Pedestrian Improvement Project (“Project”)is intended to improve pedestrian and bike
safety along Spruce Avenue from Miller Avenue to Tamarack Lane (see Attachment 1 for Vicinity Map of
Project Location),in accordance with the City of South San Francisco (“City”)Pedestrian and Bicycle Master
Plan.The aforementioned location is surrounded by heavy pedestrian use due to the nearby schools (Spruce
Elementary School,All Souls Catholic School,Siebecker Pre-School),churches (All Souls Catholic Church,
Message of Peace International Church and Seventh-day Adventist Church)and the Community Learning
Center.The Project will provide traffic analysis,develop conceptual designs for stakeholders’approval,and
prepare the contracts documents for advertisement.
Staff released a Request for Proposal (RFP)on October 25,2016,and received proposals on November 18,
2016,from five firms:TJKM,DKS,Stantec,BKF and Fehr &Peers.This project was originally assigned to an
engineer who is now no longer with the City,thus was put on hold due to lack of engineering resources.In
addition,the consultant firms were undergoing staff issues and did not have availability to interview.Staff
reviewed and rated all proposals in order to create a short list for consultant interviews.Staff interviewed
TJKM,BKF and DKS on September 7,2017,which was the earliest date for both the consultant firms and city
staff to meet.The panel of interviewers consisted of members from the Public Works Department.The firms
were evaluated and scored based on Caltrans Consultant Evaluation Criteria (refer to Attachment 2 for
Interview Evaluation Score Sheet).The interview panelists selected DKS (refer to Attachment 3 for DKS
Profile and Project Team Sheet)based on the highest evaluated score.The cost proposal for design consulting
services by DKS is for the not to exceed amount of $108,730.
This project is included in the City of South San Francisco’s fiscal year (FY)2017-18 Capital Improvement
Program (CIP)(Project No.st1605)and $170,000 is budgeted to execute the consulting services agreement.
Design is anticipated to be completed October 2018.Staff will explore grant funding to fully fund construction.
City of South San Francisco Printed on 10/5/2017Page 1 of 2
powered by Legistar™
File #:17-969 Agenda Date:10/11/2017
Version:1 Item #:7.
Design is anticipated to be completed October 2018.Staff will explore grant funding to fully fund construction.
Commencement for construction shall be dependent upon source and restrictions of the grant funding.
FUNDING
Sufficient funding for the design phase of this project is included in the City of South San Francisco FY 2017-
18 CIP, and may be drawn from the following project budgets:
Design Consulting Services with DKS $ 108,730
Design Contingency (10 percent) $ 10,873
Design Administration (10 percent)$ 10,873
Total Project Design Funding $ 130,476
CONCLUSION
Staff recommends approving a consulting services agreement with DKS based on their qualifications,
experience and project understanding.Approval of the attached resolution will allow an award of a contract to
will authorize the City Manager to execute the agreement with DKS on behalf of the City for design services for the
Spruce Avenue Pedestrian Improvements Project.
Attachments:1. Vicinity Map of Project Location
2. Interview Evaluation Score Sheet
3. DKS Profile and Project Team Sheet
City of South San Francisco Printed on 10/5/2017Page 2 of 2
powered by Legistar™
Sc
o
r
e
S
h
e
e
t
–
S
T
1
6
0
5
S
p
r
u
c
e
A
v
e
n
u
e
P
e
d
e
s
t
r
i
a
n
S
a
f
e
t
y
I
m
p
r
ov
e
m
e
n
t
s
DK
S
TJ
K
M
BKF
Cr
i
t
e
r
i
a
f
o
r
In
t
e
r
v
i
e
w
Rater 1
Rater 2
Rater 3
Total
Rater 1
Rater 2
Rater 3
Total
Rater 1 Rater 2 Rater 3 Total
Un
d
e
r
s
t
a
n
d
i
n
g
o
f
t
h
e
w
o
r
k
t
o
b
e
d
o
n
e
23
24
20
67
23
23
22
68
19 19 10 48
Ex
p
e
r
i
e
n
c
e
w
i
t
h
s
i
m
i
l
a
r
k
i
n
d
s
o
f
w
o
r
k
20
20
18
58
20
20
17
57
20 18 10 48
Qu
a
l
i
t
y
o
f
s
t
a
f
f
f
o
r
w
o
r
k
t
o
b
e
d
o
n
e
14
15
14
43
14
15
14
43
13 13 10 36
Ca
p
a
b
i
l
i
t
y
o
f
d
e
v
e
l
o
p
i
n
g
i
n
n
o
v
a
t
i
v
e
o
r
a
d
v
a
n
c
e
d
te
c
h
n
i
q
u
e
s
10
10
10
30
10
9
7
26
8 8 5 21
Fi
n
a
n
c
i
a
l
R
e
s
p
o
n
s
i
b
i
l
i
t
y
9
8
9
26
9
9
10
28
8 8 7 23
De
m
o
n
s
t
r
a
t
e
d
T
e
c
h
n
i
c
a
l
A
b
i
l
i
t
y
9
9
8
26
9
9
8
26
5 8 5 18
To
t
a
l
85
86
79
25
0
85
85
78
24
8
73 74 47 194
Proposal to Provide Analysis and Design
Consulting Services for the Spruce Avenue
Pedestrian Safety Improvement Project
7 November 18, 2016
Experts Connecting Communities
2 PROJECT TEAM AND QUALIFICATIONS OF KEY
STAFF
DKS has assembled a team of highly qualified engineers to provide analysis and design services
for the Spruce Avenue pedestrian safety improvements project. DKS will serve as prime
consultant with assistance from Active Wayz Engineering.
DKS Associates
DKS Associates is a full service transportation planning and engineering firm
that specializes in ground transportation projects. The company, founded in
1979, has over 120 employees in eight offices nationwide. The headquarters
office is located in downtown Oakland, CA.
DKS provides Traffic Engineering services for all modes of travel, with particular emphasis on
municipal engineering where we can provide full service capability for analysis, planning and
design. We are currently one of the City of South San Francisco’s on call traffic engineering firms
and have delivered several projects to the satisfaction City staff on time and under budget.
Key Staff
Peter Coffey, PE (OR), Principal-In-Charge, plc@dksassociates.com, 510-267-6600
David Mahama, PE, Project Manager, dcm@dksassociates.com, 510-267-6613
ActiveWayz Engineering
ActiveWayz Engineering is a newly formed transportation and civil
engineering consulting firm that provides technical services to cities,
counties, and other public agencies in planning and designing
transportation projects cost-effectively. ActiveWayz offers its clients
the expertise that can be found with large consulting firms, yet with
the nimbleness and accessibility of a small firm. The firm brings state of the art practices in
transportation solutions, and works diligently to continuously improve internal processes that lead
to gains in efficiency and quality that our clients expect and deserve.
Key Staff
Admas Zewdie, PE, MBA, Founder, admas@activewayz.engineering, 408-219-5678
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-970 Agenda Date:10/11/2017
Version:1 Item #:7a.
Resolution authorizing the City Manager to approve a consulting service agreement to DKS of Oakland,
California for the Spruce Avenue Pedestrian Improvements Project (Project No.st1605)in an amount not to
exceed $ 108,730 and authorizing a total design budget of $130,476.
WHEREAS,on October 25,2016,City of South San Francisco (“City”)staff issued a Request for Proposals
(RFP) for the selection of a firm to perform Plans, Specifications, and Estimates (PS&E) design services; and
WHEREAS, on November 18, 2016, staff received proposals from five (5) firms; and
WHEREAS,after reviewing the proposals,staff selected three (3)firms for interviews on September 7,2017;
and
WHEREAS,after reviewing and scoring the interviews of said three (3)firms,DKS of Oakland,California was
selected based on their project understanding, qualifications and expertise and experience; and
WHEREAS,staff recommends approving the consulting services agreement for design services for the Spruce
Avenue Pedestrian Improvement Project with DKS of Oakland,California in the amount not to exceed
$108,730; and
WHEREAS,the Spruce Avenue Pedestrian Improvement Project is included in the City of South San
Francisco’s Fiscal Year 2017-18 Capital Improvement Program (CIP) Project No. st1605.
NOW,THEREFORE,BE IT RESOLVED,by the City Council of the City of South San Francisco that the City
Council hereby approves a consulting services agreement,attached hereto as Exhibit A,for design services of
the Spruce Avenue Pedestrian Improvement Project with DKS of Oakland,California in an amount not to
exceed $108,730 conditioned on DKS’timely execution of the consultant services agreement and submission of
all required documents,including but not limited to,certificates of insurance and endorsements,in accordance
with the Project documents.
BE IT FURTHER RESOLVED that the City Council authorizes a total project design budget of $130,476 and
authorizes the City Manager to utilize any unspent amount of the total project budget,if necessary,towards
additional design contingency budget.
BE IT FURTHER RESOLVED that the City Council authorizes the Finance Department to establish the Project
City of South San Francisco Printed on 10/12/2017Page 1 of 2
powered by Legistar™
File #:17-970 Agenda Date:10/11/2017
Version:1 Item #:7a.
BE IT FURTHER RESOLVED that the City Council authorizes the Finance Department to establish the Project
budget consistent with the information contained in the staff report.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to execute the agreement on
behalf of the City upon timely submission by DKS’signed contract and all other documents,subject to
approval by the City Attorney.
BE IT FURTHER RESOLVED that the City Council authorizes the City Manager to take any other related
actions consistent with the intention of this resolution.
*****
City of South San Francisco Printed on 10/12/2017Page 2 of 2
powered by Legistar™
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
DKS
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and DKS (“Consultant”) (together sometimes referred to as the “Parties”) as of October
11, 2017, (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide to City the services described in the Scope of Work attached hereto and incorporated herein
as Exhibit A, at the time and place and in the manner specified therein. In the event of a conflict in or
inconsistency between the terms of this Agreement and Exhibit A, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on December 31, 2019, the date of completion specified in Exhibit A, and Consultant
shall complete the work described in Exhibit A on or before that date, unless the term of
the Agreement is otherwise terminated or extended, as provided for in Section 8. The
time provided to Consultant to complete the services required by this Agreement shall not
affect the City’s right to terminate the Agreement, as provided for in Section 8.
1.2 Standard of Performance. Consultant shall perform all work required by this Agreement
in a substantial, first-class manner and shall conform to the standards of quality normally
observed by a person practicing in Consultant's profession.
1.3 Assignment of Personnel. Consultant shall assign only competent personnel to perform
services pursuant to this Agreement. In the event that City, in its sole discretion, at any
time during the term of this Agreement, desires the reassignment of any such persons,
Consultant shall, immediately upon receiving notice from City of such desire of City,
reassign such person or persons.
1.4 Time. Consultant shall devote such time to the performance of services pursuant to this
Agreement as may be reasonably necessary to meet the standard of performance
provided in Sections 1.1 and 1.2 above and to satisfy Consultant’s obligations hereunder.
Section 2. COMPENSATION. City hereby agrees to pay Consultant a sum not to exceed One
Hundred Eight Thousand Seven Hundred Thirty Dollars,($108,730.00) notwithstanding any contrary
indications that may be contained in Consultant’s proposal, for services to be performed and reimbursable
costs incurred under this Agreement. In the event of a conflict between this Agreement and Consultant’s
proposal, attached as Exhibit A, or Consultant’s compensation schedule, attached as Exhibit B, regarding
the amount of compensation, the Agreement shall prevail. City shall pay Consultant for services rendered
pursuant to this Agreement at the time and in the manner set forth herein. The payments specified below
shall be the only payments from City to Consultant for services rendered pursuant to this Agreement.
Consultant shall submit all invoices to City in the manner specified herein. Except as specifically
authorized by City in writing, Consultant shall not bill City for duplicate services performed by more than
one person.
Page 1 of 21
EXHIBIT A
Consultant and City acknowledge and agree that compensation paid by City to Consultant under this
Agreement is based upon Consultant’s estimated costs of providing the services required hereunder,
including salaries and benefits of employees and subcontractors of Consultant. Consequently, the Parties
further agree that compensation hereunder is intended to include the costs of contributions to any pensions
and/or annuities to which Consultant and its employees, agents, and subcontractors may be eligible. City
therefore has no responsibility for such contributions beyond compensation required under this Agreement.
2.1 Invoices. Consultant shall submit invoices, not more often than once per month during
the term of this Agreement, based on the cost for all services performed and reimbursable
costs incurred prior to the invoice date. Invoices shall contain all the following information:
Serial identifications of progress bills (i.e., Progress Bill No. 1 for the first invoice,
etc.);
The beginning and ending dates of the billing period;
A task summary containing the original contract amount, the amount of prior
billings, the total due this period, the balance available under the Agreement, and
the percentage of completion;
At City’s option, for each work item in each task, a copy of the applicable time
entries or time sheets shall be submitted showing the name of the person doing
the work, the hours spent by each person, a brief description of the work, and
each reimbursable expense;
The total number of hours of work performed under the Agreement by each
employee, agent, and subcontractor of Consultant performing services hereunder;
Consultant shall give separate notice to the City when the total number of hours
worked by Consultant and any individual employee, agent, or subcontractor of
Consultant reaches or exceeds eight hundred (800) hours within a twelve (12)-
month period under this Agreement and any other agreement between Consultant
and City. Such notice shall include an estimate of the time necessary to complete
work described in Exhibit A and the estimate of time necessary to complete work
under any other agreement between Consultant and City, if applicable.
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant’s signature.
2.2 Monthly Payment. City shall make monthly payments, based on invoices received, for
services satisfactorily performed, and for authorized reimbursable costs incurred. City
shall have thirty (30) days from the receipt of an invoice that complies with all of the
requirements above to pay Consultant. Each invoice shall include all expenses and
actives performed during the invoice period for which Consultant expects to receive
payment.
2.3 Final Payment. City shall pay the five percent (5%) of the total sum due pursuant to this
Agreement within sixty (60) days after completion of the services and submittal to City of a
final invoice, if all services required have been satisfactorily performed.
2.4 Total Payment. City shall pay for the services to be rendered by Consultant pursuant to
this Agreement. City shall not pay any additional sum for any expense or cost whatsoever
Page 2 of 21
EXHIBIT A
incurred by Consultant in rendering services pursuant to this Agreement. City shall make
no payment for any extra, further, or additional service pursuant to this Agreement. In no
event shall Consultant submit any invoice for an amount in excess of the maximum
amount of compensation provided above either for a task or for the entire Agreement,
unless the Agreement is modified prior to the submission of such an invoice by a properly
executed change order or amendment.
2.5 Hourly Fees. Fees for work performed by Consultant on an hourly basis shall not exceed
the amounts shown on the compensation schedule attached hereto and incorporated
herein as Exhibit B.
2.6 Reimbursable Expenses. The following constitute reimbursable expenses authorized by
this Agreement: mileage, parking, tolls, printing, out of area travel, conference calls,
postage, express mail, and delivery. Reimbursable expenses shall not exceed One
Thousand Dollars ($1,000). Expenses not listed above are not chargeable to City.
Reimbursable expenses are included in the total amount of compensation provided under
Section 2 of this Agreement that shall not be exceeded.
2.7 Payment of Taxes; Tax Withholding. Consultant is solely responsible for the payment of
employment taxes incurred under this Agreement and any similar federal or state taxes. To
be exempt from tax withholding, Consultant must provide City with a valid California
Franchise Tax Board form 590 (“Form 590”), as may be amended and such Form 590
shall be attached hereto and incorporated herein as Exhibit C. Unless Consultant provides
City with a valid Form 590 or other valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Consultant as required
by law. Consultant shall obtain, and maintain on file for three (3) years after the termination
of this Agreement, Form 590s (or other written evidence of exemptions or waivers) from all
subcontractors. Consultant accepts sole responsibility for withholding taxes from any non-
California resident subcontractor and shall submit written documentation of compliance
with Consultant’s withholding duty to City upon request.
2.8 Payment upon Termination. In the event that the City or Consultant terminates this
Agreement pursuant to Section 8, the City shall compensate the Consultant for all
outstanding costs and reimbursable expenses incurred for work satisfactorily completed as
of the date of written notice of termination. Consultant shall maintain adequate logs and
timesheets to verify costs incurred to that date.
2.9 Authorization to Perform Services. The Consultant is not authorized to perform any
services or incur any costs whatsoever under the terms of this Agreement until receipt of
authorization from the Contract Administrator.
2.10 False Claims Act. Presenting a false or fraudulent claim for payment, including a change
order, is a violation of the California False Claims Act and may result in treble damages
and a fine of five thousand ($5,000) to ten thousand dollars ($10,000) per violation.
2.11 Prevailing Wage. Where applicable, the wages to be paid for a day's work to all classes
of laborers, workmen, or mechanics on the work contemplated by this Agreement, shall be
Page 3 of 21
EXHIBIT A
not less than the prevailing rate for a day’s work in the same trade or occupation in the
locality within the state where the work hereby contemplates to be performed as
determined by the Director of Industrial Relations pursuant to the Director’s authority under
Labor Code Section 1770, et seq. Each laborer, worker or mechanic employed by
Consultant or by any subcontractor shall receive the wages herein provided for. The
Consultant shall pay two hundred dollars ($200), or whatever amount may be set by Labor
Code Section 1775, as may be amended, per day penalty for each worker paid less than
prevailing rate of per diem wages. The difference between the prevailing rate of per diem
wages and the wage paid to each worker shall be paid by the Consultant to each worker.
An error on the part of an awarding body does not relieve the Consultant from
responsibility for payment of the prevailing rate of per diem wages and penalties pursuant
to Labor Code Sections 1770 1775. The City will not recognize any claim for additional
compensation because of the payment by the Consultant for any wage rate in excess of
prevailing wage rate set forth. The possibility of wage increases is one of the elements to
be considered by the Consultant.
a. Posting of Schedule of Prevailing Wage Rates and Deductions. If the schedule of
prevailing wage rates is not attached hereto pursuant to Labor Code Section 1773.2, the
Consultant shall post at appropriate conspicuous points at the site of the project a
schedule showing all determined prevailing wage rates for the various classes of laborers
and mechanics to be engaged in work on the project under this contract and all
deductions, if any, required by law to be made from unpaid wages actually earned by the
laborers and mechanics so engaged.
b. Payroll Records. Each Consultant and subcontractor shall keep an accurate
payroll record, showing the name, address, social security number, work week, and the
actual per diem wages paid to each journeyman, apprentice, worker, or other employee
employed by the Consultant in connection with the public work. Such records shall be
certified and submitted weekly as required by Labor Code Section 1776.”
Section 3. FACILITIES AND EQUIPMENT. Except as set forth herein, Consultant shall, at its sole
cost and expense, provide all facilities and equipment that may be necessary to perform the services
required by this Agreement. City shall make available to Consultant only the facilities and equipment listed
in this section, and only under the terms and conditions set forth herein.
City shall furnish physical facilities such as desks, filing cabinets, and conference space, as may be
reasonably necessary for Consultant’s use while consulting with City employees and reviewing records and
the information in possession of the City. The location, quantity, and time of furnishing those facilities shall
be in the sole discretion of City. In no event shall City be obligated to furnish any facility that may involve
incurring any direct expense, including but not limited to computer, long-distance telephone or other
communication charges, vehicles, and reproduction facilities.
Section 4. INSURANCE REQUIREMENTS. Before beginning any work under this Agreement,
Consultant, at its own cost and expense, unless otherwise specified below, shall procure the types and
amounts of insurance listed below against claims for injuries to persons or damages to property that may
arise from or in connection with the performance of the work hereunder by the Consultant and its agents,
Page 4 of 21
EXHIBIT A
representatives, employees, and subcontractors. Consistent with the following provisions, Consultant shall
provide proof satisfactory to City of such insurance that meets the requirements of this section and under
forms of insurance satisfactory in all respects, and that such insurance is in effect prior to beginning work to
the City. Consultant shall maintain the insurance policies required by this section throughout the term of
this Agreement. The cost of such insurance shall be included in the Consultant's bid. Consultant shall not
allow any subcontractor to commence work on any subcontract until Consultant has obtained all insurance
required herein for the subcontractor(s). Consultant shall maintain all required insurance listed herein for
the duration of this Agreement.
4.1 Workers’ Compensation. Consultant shall, at its sole cost and expense, maintain
Statutory Workers’ Compensation Insurance and Employer’s Liability Insurance for any
and all persons employed directly or indirectly by Consultant. The Statutory Workers’
Compensation Insurance and Employer’s Liability Insurance shall be provided with limits of
not less than $1,000,000 per accident. In the alternative, Consultant may rely on a self-
insurance program to meet those requirements, but only if the program of self-insurance
complies fully with the provisions of the California Labor Code. Determination of whether a
self-insurance program meets the standards of the Labor Code shall be solely in the
discretion of the Contract Administrator, as defined in Section 10.9. The insurer, if
insurance is provided, or the Consultant, if a program of self-insurance is provided, shall
waive all rights of subrogation against the City and its officers, officials, employees, and
volunteers for loss arising from work performed under this Agreement.
4.2 Commercial General and Automobile Liability Insurance.
4.2.1 General requirements. Consultant, at its own cost and expense, shall maintain
commercial general and automobile liability insurance for the term of this
Agreement in an amount not less than ONE MILLION DOLLARS ($1,000,000) per
occurrence, combined single limit coverage for risks associated with the work
contemplated by this Agreement. If a Commercial General Liability Insurance or an
Automobile Liability form or other form with a general aggregate limit is used,
either the general aggregate limit shall apply separately to the work to be
performed under this Agreement or the general aggregate limit shall be at least
twice the required occurrence limit. Such coverage shall include but shall not be
limited to, protection against claims arising from bodily and personal injury,
including death resulting therefrom, and damage to property resulting from
activities contemplated under this Agreement, including the use of owned and non-
owned automobiles.
4.2.2 Minimum scope of coverage. Commercial general coverage shall be at least as
broad as Insurance Services Office Commercial General Liability occurrence form
CG 0001 or GL 0002 (most recent editions) covering comprehensive General
Liability Insurance and Services Office form number GL 0404 covering Broad
Form Comprehensive General Liability on an “occurrence” basis. Automobile
coverage shall be at least as broad as Insurance Services Office Automobile
Liability form CA 0001 (most recent edition). No endorsement shall be attached
limiting the coverage.
Page 5 of 21
EXHIBIT A
4.2.3 Additional requirements. Each of the following shall be included in the
insurance coverage or added as a certified endorsement to the policy:
a. The Insurance shall cover on an occurrence or an accident basis, and not
on a claims-made basis.
b. Any failure of Consultant to comply with reporting provisions of the policy
shall not affect coverage provided to City and its officers, employees,
agents, and volunteers.
4.3 Professional Liability Insurance.
4.3.1 General requirements. Consultant, at its own cost and expense, shall maintain
for the period covered by this Agreement professional liability insurance for
licensed professionals performing work pursuant to this Agreement in an amount
not less than ONE MILLION DOLLARS ($1,000,000) covering the licensed
professionals’ errors and omissions. Any deductible or self-insured retention shall
not exceed ONE HUNDRED AND FIFTY THOUSAND DOLLARS ($150,000) per
claim.
4.3.2 Claims-made limitations. The following provisions shall apply if the professional
liability coverage is written on a claims-made form:
a. The retroactive date of the policy must be shown and must be before the
date of the Agreement.
b. Insurance must be maintained and evidence of insurance must be
provided for at least five (5) years after completion of the Agreement or
the work, so long as commercially available at reasonable rates.
c. If coverage is canceled or not renewed and it is not replaced with another
claims-made policy form with a retroactive date that precedes the date of
this Agreement, Consultant shall purchase an extended period coverage
for a minimum of five (5) years after completion of work under this
Agreement or the work. The City shall have the right to exercise, at the
Consultant’s sole cost and expense, any extended reporting provisions of
the policy, if the Consultant cancels or does not renew the coverage.
d. A copy of the claim reporting requirements must be submitted to the City
for review prior to the commencement of any work under this Agreement.
4.3.3 Additional Requirements. A certified endorsement to include contractual liability
shall be included in the policy
4.4 All Policies Requirements.
Page 6 of 21
EXHIBIT A
4.4.1 Acceptability of insurers. All insurance required by this section is to be placed
with insurers with a Bests' rating of no less than A:VII.
4.4.2 Verification of coverage. Prior to beginning any work under this Agreement,
Consultant shall furnish City with complete copies of all policies delivered to
Consultant by the insurer, including complete copies of all endorsements attached
to those policies. All copies of policies and certified endorsements shall show the
signature of a person authorized by that insurer to bind coverage on its behalf. If
the City does not receive the required insurance documents prior to the Consultant
beginning work, this shall not waive the Consultant’s obligation to provide them.
The City reserves the right to require complete copies of all required insurance
policies at any time.
4.4.3 Notice of Reduction in or Cancellation of Coverage. A certified endorsement
shall be attached to all insurance obtained pursuant to this Agreement stating that
coverage shall not be suspended, voided, canceled by either party, or reduced in
coverage or in limits, except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City. In the event that any
coverage required by this section is reduced, limited, cancelled, or materially
affected in any other manner, Consultant shall provide written notice to City at
Consultant’s earliest possible opportunity and in no case later than ten (10)
working days after Consultant is notified of the change in coverage.
4.4.4 Additional insured; primary insurance. City and its officers, employees, agents,
and volunteers shall be covered as additional insureds with respect to each of the
following: liability arising out of activities performed by or on behalf of Consultant,
including the City’s general supervision of Consultant; products and completed
operations of Consultant, as applicable; premises owned, occupied, or used by
Consultant; and automobiles owned, leased, or used by the Consultant in the
course of providing services pursuant to this Agreement. The coverage shall
contain no special limitations on the scope of protection afforded to City or its
officers, employees, agents, or volunteers.
A certified endorsement must be attached to all policies stating that coverage is
primary insurance with respect to the City and its officers, officials, employees and
volunteers, and that no insurance or self-insurance maintained by the City shall be
called upon to contribute to a loss under the coverage.
4.4.5 Deductibles and Self-Insured Retentions. Consultant shall disclose to and
obtain the approval of City for the self-insured retentions and deductibles before
beginning any of the services or work called for by any term of this Agreement.
Further, if the Consultant’s insurance policy includes a self-insured retention that
must be paid by a named insured as a precondition of the insurer’s liability, or
which has the effect of providing that payments of the self-insured retention by
others, including additional insureds or insurers do not serve to satisfy the self-
insured retention, such provisions must be modified by special endorsement so as
to not apply to the additional insured coverage required by this agreement so as to
Page 7 of 21
EXHIBIT A
not prevent any of the parties to this agreement from satisfying or paying the self-
insured retention required to be paid as a precondition to the insurer’s liability.
Additionally, the certificates of insurance must note whether the policy does or
does not include any self-insured retention and also must disclose the deductible.
During the period covered by this Agreement, only upon the prior express written
authorization of Contract Administrator, Consultant may increase such deductibles
or self-insured retentions with respect to City, its officers, employees, agents, and
volunteers. The Contract Administrator may condition approval of an increase in
deductible or self-insured retention levels with a requirement that Consultant
procure a bond, guaranteeing payment of losses and related investigations, claim
administration, and defense expenses that is satisfactory in all respects to each of
them.
4.4.6 Subcontractors. Consultant shall include all subcontractors as insureds under its
policies or shall furnish separate certificates and certified endorsements for each
subcontractor. All coverages for subcontractors shall be subject to all of the
requirements stated herein.
4.4.7 Wasting Policy. No insurance policy required by Section 4 shall include a
“wasting” policy limit.
4.4.8 Variation. The City may approve a variation in the foregoing insurance
requirements, upon a determination that the coverage, scope, limits, and forms of
such insurance are either not commercially available, or that the City’s interests
are otherwise fully protected.
4.5 Remedies. In addition to any other remedies City may have if Consultant fails to provide
or maintain any insurance policies or policy endorsements to the extent and within the time
herein required, City may, at its sole option exercise any of the following remedies, which
are alternatives to other remedies City may have and are not the exclusive remedy for
Consultant’s breach:
a. Obtain such insurance and deduct and retain the amount of the premiums for such
insurance from any sums due under the Agreement;
b. Order Consultant to stop work under this Agreement or withhold any payment that
becomes due to Consultant hereunder, or both stop work and withhold any payment,
until Consultant demonstrates compliance with the requirements hereof; and/or
c. Terminate this Agreement.
Section 5. INDEMNIFICATION AND CONSULTANT’S RESPONSIBILITIES. To the fullest extent
permitted by law, Consultant shall, to the fullest extent allowed by law, with respect to all Services
performed in connection with this Agreement, indemnify, defend with counsel selected by the City, and hold
harmless the City and its officials, officers, employees, agents, and volunteers from and against any and all
losses, liability, claims, suits, actions, damages, and causes of action arising out of any personal injury,
Page 8 of 21
EXHIBIT A
bodily injury, loss of life, or damage to property, or any violation of any federal, state, or municipal law or
ordinance (“Claims”), to the extent caused, directly or indirectly, in whole or in part, by the willful misconduct
or negligent acts or omissions of Consultant or its employees, subcontractors, or agents. The foregoing
obligation of Consultant shall not apply when (1) the injury, loss of life, damage to property, or violation of
law arises wholly from the gross negligence or willful misconduct of the City or its officers, employees,
agents, or volunteers and (2) the actions of Consultant or its employees, subcontractor, or agents have
contributed in no part to the injury, loss of life, damage to property, or violation of law.
5.1 Insurance Not in Place of Indemnity. Acceptance by City of insurance certificates and
endorsements required under this Agreement does not relieve Consultant from liability
under this indemnification and hold harmless clause. This indemnification and hold
harmless clause shall apply to any damages or claims for damages whether or not such
insurance policies shall have been determined to apply. By execution of this Agreement,
Consultant acknowledges and agrees to the provisions of this Section and that it is a
material element of consideration.
5.2 PERS Liability. In the event that Consultant or any employee, agent, or subcontractor of
Consultant providing services under this Agreement is determined by a court of
competent jurisdiction or the California Public Employees Retirement System (PERS) to
be eligible for enrollment in PERS as an employee of City, Consultant shall indemnify,
defend, and hold harmless City for the payment of any employee and/or employer
contributions for PERS benefits on behalf of Consultant or its employees, agents, or
subcontractors, as well as for the payment of any penalties and interest on such
contributions, which would otherwise be the responsibility of City.
5.3 Third Party Claims. With respect to third party claims against the Consultant, the
Consultant waives any and all rights of any type of express or implied indemnity against
the Indemnitees.
Section 6. STATUS OF CONSULTANT.
6.1 Independent Contractor. At all times during the term of this Agreement, Consultant shall
be an independent contractor and shall not be an employee of City. City shall have the
right to control Consultant only insofar as the results of Consultant's services rendered
pursuant to this Agreement and assignment of personnel pursuant to Subparagraph 1.3;
however, otherwise City shall not have the right to control the means by which Consultant
accomplishes services rendered pursuant to this Agreement. Notwithstanding any other
City, state, or federal policy, rule, regulation, law, or ordinance to the contrary, Consultant
and any of its employees, agents, and subcontractors providing services under this
Agreement shall not qualify for or become entitled to, and hereby agree to waive any and
all claims to, any compensation, benefit, or any incident of employment by City, including
but not limited to eligibility to enroll in the California Public Employees Retirement System
(PERS) as an employee of City and entitlement to any contribution to be paid by City for
employer contributions and/or employee contributions for PERS benefits.
Page 9 of 21
EXHIBIT A
6.2 Consultant Not an Agent. Except as City may specify in writing, Consultant shall have no
authority, express or implied, to act on behalf of City in any capacity whatsoever as an
agent to bind City to any obligation whatsoever.
Section 7. LEGAL REQUIREMENTS.
7.1 Governing Law. The laws of the State of California shall govern this Agreement.
7.2 Compliance with Applicable Laws. Consultant and any subcontractors shall comply with
all federal, state and local laws and regulations applicable to the performance of the work
hereunder. Consultant’s failure to comply with such law(s) or regulation(s) shall constitute
a breach of contract.
7.3 Other Governmental Regulations. To the extent that this Agreement may be funded by
fiscal assistance from another governmental entity, Consultant and any subcontractors
shall comply with all applicable rules and regulations to which City is bound by the terms of
such fiscal assistance program.
7.4 Licenses and Permits. Consultant represents and warrants to City that Consultant and
its employees, agents, and any subcontractors have all licenses, permits, qualifications,
and approvals, including from City, of whatsoever nature that are legally required to
practice their respective professions. Consultant represents and warrants to City that
Consultant and its employees, agents, any subcontractors shall, at their sole cost and
expense, keep in effect at all times during the term of this Agreement any licenses,
permits, and approvals that are legally required to practice their respective professions. In
addition to the foregoing, Consultant and any subcontractors shall obtain and maintain
during the term of this Agreement valid Business Licenses from City.
7.5 Nondiscrimination and Equal Opportunity. Consultant shall not discriminate, on the
basis of a person’s race, religion, color, national origin, age, physical or mental handicap or
disability, medical condition, marital status, sex, or sexual orientation, against any
employee, applicant for employment, subcontractor, bidder for a subcontract, or participant
in, recipient of, or applicant for any services or programs provided by Consultant under this
Agreement. Consultant shall comply with all applicable federal, state, and local laws,
policies, rules, and requirements related to equal opportunity and nondiscrimination in
employment, contracting, and the provision of any services that are the subject of this
Agreement, including but not limited to the satisfaction of any positive obligations required
of Consultant thereby.
Consultant shall include the provisions of this Subsection in any subcontract approved by
the Contract Administrator or this Agreement.
Section 8. TERMINATION AND MODIFICATION.
8.1 Termination. City may cancel this Agreement at any time and without cause upon written
notification to Consultant.
Page 10 of 21
EXHIBIT A
Consultant may cancel this Agreement for cause upon thirty (30) days’ written notice to
City and shall include in such notice the reasons for cancellation.
In the event of termination, Consultant shall be entitled to compensation for services
performed to the effective date of notice of termination; City, however, may condition
payment of such compensation upon Consultant delivering to City all materials described
in Section 9.1.
8.2 Extension. City may, in its sole and exclusive discretion, extend the end date of this
Agreement beyond that provided for in Subsection 1.1. Any such extension shall require
Consultant to execute a written amendment to this Agreement, as provided for herein.
Consultant understands and agrees that, if City grants such an extension, City shall have
no obligation to provide Consultant with compensation beyond the maximum amount
provided for in this Agreement. Similarly, unless authorized by the Contract Administrator,
City shall have no obligation to reimburse Consultant for any otherwise reimbursable
expenses incurred during the extension period.
8.3 Amendments. The Parties may amend this Agreement only by a writing signed by all the
Parties.
8.4 Assignment and Subcontracting. City and Consultant recognize and agree that this
Agreement contemplates personal performance by Consultant and is based upon a
determination of Consultant’s unique personal competence, experience, and specialized
personal knowledge. Moreover, a substantial inducement to City for entering into this
Agreement was and is the professional reputation and competence of Consultant.
Consultant may not assign this Agreement or any interest therein without the prior written
approval of the Contract Administrator. Consultant shall not assign or subcontract any
portion of the performance contemplated and provided for herein, other than to the
subcontractors noted in the proposal, without prior written approval of the Contract
Administrator.
8.5 Survival. All obligations arising prior to the termination of this Agreement and all
provisions of this Agreement allocating liability between City and Consultant shall survive
the termination of this Agreement.
8.6 Options upon Breach by Consultant. If Consultant materially breaches any of the terms
of this Agreement, City’s remedies shall include, but not be limited to, the following:
8.6.1 Immediately terminate the Agreement;
8.6.2 Retain the plans, specifications, drawings, reports, design documents, and any
other work product prepared by Consultant pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant; or
Page 11 of 21
EXHIBIT A
8.6.4 Charge Consultant the difference between the cost to complete the work
described in Exhibit A that is unfinished at the time of breach and the amount that
City would have paid Consultant pursuant to Section 2 if Consultant had
completed the work.
Section 9. KEEPING AND STATUS OF RECORDS.
9.1 Records Created as Part of Consultant’s Performance. All reports, data, maps,
models, charts, studies, surveys, photographs, memoranda, plans, studies, specifications,
records, files, or any other documents or materials, in electronic or any other form, that
Consultant prepares or obtains pursuant to this Agreement and that relate to the matters
covered hereunder shall be the property of the City. Consultant hereby agrees to deliver
those documents to the City upon termination of the Agreement. It is understood and
agreed that the documents and other materials, including but not limited to those described
above, prepared pursuant to this Agreement are prepared specifically for the City and are
not necessarily suitable for any future or other use. City and Consultant agree that, until
final approval by City, all data, plans, specifications, reports and other documents are
confidential and will not be released to third parties without prior written consent of both
Parties except as required by law.
9.2 Consultant’s Books and Records. Consultant shall maintain any and all ledgers, books
of account, invoices, vouchers, canceled checks, and other records or documents
evidencing or relating to charges for services or expenditures and disbursements charged
to the City under this Agreement for a minimum of three (3) years, or for any longer period
required by law, from the date of final payment to the Consultant to this Agreement.
9.3 Inspection and Audit of Records. Any records or documents that Section 9.2 of this
Agreement requires Consultant to maintain shall be made available for inspection, audit,
and/or copying at any time during regular business hours, upon oral or written request of
the City. Under California Government Code Section 8546.7, if the amount of public funds
expended under this Agreement exceeds ten thousand ($10,000.00), the Agreement shall
be subject to the examination and audit of the State Auditor, at the request of City or as
part of any audit of the City, for a period of three (3) years after final payment under the
Agreement.
9.4 Records Submitted in Response to an Invitation to Bid or Request for Proposals. All
responses to a Request for Proposals (RFP) or invitation to bid issued by the City become
the exclusive property of the City. At such time as the City selects a bid, all proposals
received become a matter of public record, and shall be regarded as public records, with
the exception of those elements in each proposal that are defined by Consultant and
plainly marked as “Confidential,” "Business Secret" or “Trade Secret."
The City shall not be liable or in any way responsible for the disclosure of any such
proposal or portions thereof, if Consultant has not plainly marked it as a "Trade Secret" or
"Business Secret," or if disclosure is required under the Public Records Act.
Page 12 of 21
EXHIBIT A
Although the California Public Records Act 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 that a prospective bidder submits is a trade secret. If a request is
made for information marked "Trade Secret" or "Business Secret," and the requester takes
legal action seeking release of the materials it believes does not constitute trade secret
information, by submitting a proposal, Consultant agrees to indemnify, defend and hold
harmless the City, its agents and employees, from any judgment, fines, penalties, and
award of attorneys’ fees awarded against the City in favor of the party requesting the
information, and any and all costs connected with that defense. This obligation to
indemnify survives the City's award of the contract. Consultant agrees that this
indemnification survives as long as the trade secret information is in the City's possession,
which includes a minimum retention period for such documents.
Section 10 MISCELLANEOUS PROVISIONS.
10.1 Attorneys’ Fees. If a Party to this Agreement brings any action, including arbitration or an
action for declaratory relief, to enforce or interpret the provision of this Agreement, the
prevailing Party shall be entitled to reasonable attorneys’ fees in addition to any other relief
to which that Party may be entitled. The court may set such fees in the same action or in a
separate action brought for that purpose.
10.2 Venue. In the event that either Party brings any action against the other under this
Agreement, the Parties agree that trial of such action shall be vested exclusively in the
state courts of California in the County of San Mateo or in the United States District Court
for the Northern District of California.
10.3 Severability. If a court of competent jurisdiction finds or rules that any provision of this
Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so
adjudged shall remain in full force and effect. The invalidity in whole or in part of any
provision of this Agreement shall not void or affect the validity of any other provision of this
Agreement.
10.4 No Implied Waiver of Breach. The waiver of any breach of a specific provision of this
Agreement does not constitute a waiver of any other breach of that term or any other term
of this Agreement.
10.5 Successors and Assigns. The provisions of this Agreement shall inure to the benefit of
and shall apply to and bind the successors and assigns of the Parties.
10.6 Use of Recycled Products. Consultant shall prepare and submit all reports, written
studies and other printed material on recycled paper to the extent it is available at equal or
less cost than virgin paper.
10.7 Conflict of Interest. Consultant may serve other clients, but none whose activities within
the corporate limits of City or whose business, regardless of location, would place
Consultant in a “conflict of interest,” as that term is defined in the Political Reform Act,
codified at California Government Code Section 81000, et seq.
Page 13 of 21
EXHIBIT A
Consultant shall not employ any City official in the work performed pursuant to this
Agreement. No officer or employee of City shall have any financial interest in this
Agreement that would violate California Government Code Sections 1090, et seq.
Consultant hereby warrants that it is not now, nor has it been in the previous twelve (12)
months, an employee, agent, appointee, or official of the City. If Consultant was an
employee, agent, appointee, or official of the City in the previous twelve (12) months,
Consultant warrants that it did not participate in any manner in the forming of this
Agreement. Consultant understands that, if this Agreement is made in violation of
Government Code §1090, et seq., the entire Agreement is void and Consultant will not be
entitled to any compensation for services performed pursuant to this Agreement, including
reimbursement of expenses, and Consultant will be required to reimburse the City for any
sums paid to the Consultant. Consultant understands that, in addition to the foregoing, it
may be subject to criminal prosecution for a violation of Government Code § 1090 and, if
applicable, will be disqualified from holding public office in the State of California.
10.8 Solicitation. Consultant agrees not to solicit business at any meeting, focus group, or
interview related to this Agreement, either orally or through any written materials.
10.9 Contract Administration. This Agreement shall be administered by Patrick Caylao,
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
10.10 Notices. All notices and other communications which are required or may be given under
this Agreement shall be in writing and shall be deemed to have been duly given (i) when
received if personally delivered; (ii) when received if transmitted by telecopy, if received
during normal business hours on a business day (or if not, the next business day after
delivery) provided that such facsimile is legible and that at the time such facsimile is sent
the sending Party receives written confirmation of receipt; (iii) if sent for next day delivery
to a domestic address by recognized overnight delivery service (e.g., Federal Express);
and (iv) upon receipt, if sent by certified or registered mail, return receipt requested. In
each case notice shall be sent to the respective Parties as follows:
Consultant
DKS
1970 Broadway, Suite 740
Oakland, CA 94612-2219
City
NOTICES INVOICES
City Clerk Engineering
City of South San Francisco City of South San Francisco
400 Grand Avenue 315 Maple Ave
South San Francisco, CA 94080 South San Francisco, CA 94080
Page 14 of 21
EXHIBIT A
10.11 Professional Seal. Where applicable in the determination of the contract administrator,
the first page of a technical report, first page of design specifications, and each page of
construction drawings shall be stamped/sealed and signed by the licensed professional
responsible for the report/design preparation. The stamp/seal shall be in a block entitled
"Seal and Signature of Registered Professional with report/design responsibility," as in the
following example.
_________________________________________
Seal and Signature of Registered Professional with
report/design responsibility.
10.12 Integration. This Agreement, including the scope of work attached hereto and
incorporated herein as Exhibits A, B, and C represents the entire and integrated
agreement between City and Consultant and supersedes all prior negotiations,
representations, or agreements, either written or oral pertaining to the matters herein.
Exhibit A Scope of Services
Exhibit B Compensation Schedule
Exhibit C Form 590
10.13 Counterparts. This Agreement may be executed in counterparts and/or by facsimile or
other electronic means, and when each Party has signed and delivered at least one such
counterpart, each counterpart shall be deemed an original, and, when taken together with
other signed counterpart, shall constitute one Agreement, which shall be binding upon and
effective as to all Parties.
10.14 Construction. The headings in this Agreement are for the purpose of reference only and
shall not limit or otherwise affect any of the terms of this Agreement. The parties have had
an equal opportunity to participate in the drafting of this Agreement; therefore any
construction as against the drafting party shall not apply to this Agreement.
10.15 No Third Party Beneficiaries. This Agreement is made solely for the benefit of the
Parties hereto with no intent to benefit any non-signatory third parties.
[SIGNATURES ON FOLLOWING PAGE]
Page 15 of 21
EXHIBIT A
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager [NAME, TITLE]
Attest:
____________________________
City Clerk
Approved as to Form:
____________________________
City Attorney
2729964.1
Page 16 of 21
EXHIBIT A
EXHIBIT A
SCOPE OF SERVICES
Page 17 of 21
EXHIBIT A
Page 18 of 21
EXHIBIT A
Page 19 of 21
EXHIBIT A
EXHIBIT B
COMPENSATION SCHEDULE
Page 20 of 21
EXHIBIT A
EXHIBIT C
FORM 590
Page 21 of 21
EXHIBIT A