HomeMy WebLinkAbout2017-11-08 e-packet@6:00Wednesday, November 8, 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
November 8, 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,
November 8, 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 authorizing the City Manager to approve on-call
consulting services agreements with CSG Consulting, Inc., Swinerton Management &
Consulting and West Coast Code Consultants, Inc., for multi-disciplinary engineering
services for the City of South San Francisco’s Capital Improvement Program in an
amount not to exceed $1,700,000 for each firm, for a total amount of $5,100,000 for
a three year term. (Matthew Ruble, Senior Civil Engineer)
1.
Resolution authorizing the City Manager to approve on-call consulting services
agreements with CSG Consulting, Inc., Swinerton Management & Consulting, and
West Coast Code Consultants, Inc., for multi-disciplinary engineering services for the
City of South San Francisco’s Capital Improvement Program in an amount not to
exceed $1,700,000 for each firm, for a total amount of $5,100,000 for a three year
term.
1a.
Report regarding a resolution approving a consulting services agreement with e-Builder
Inc. of Plantation, Florida, for a five year term in a total not to exceed amount of
$616,316 for capital project management software, amending the Fiscal Year 2017-18
Capital Improvement Program, appropriating a project budget of $249,166, and
approving budget amendment 18.012. (Justin Lovell, Public Works Administrator)
2.
Resolution approving a consulting services agreement with e-Builder Inc. of
Plantation, Florida, for a five year term in a total not to exceed amount of $616,316
for capital project management software, amending the Fiscal Year 2017-18 Capital
Improvement Program, appropriating a project budget of $249,166, and approving
budget amendment 18.012.
2a.
CLOSED SESSION
Page 2 City of South San Francisco Printed on 12/7/2017
November 8, 2017Special City Council Special Meeting Agenda
Closed Session: (Pursuant to Government Code Section 54957)
PUBLIC EMPLOYEE PERFORMANCE EVALUATION
Title: City Attorney
3.
Adjournment.
Page 3 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 #:17-761 Agenda Date:11/8/2017
Version:1 Item #:1.
Report regarding a resolution authorizing the City Manager to approve on-call consulting services agreements
with CSG Consulting,Inc.,Swinerton Management &Consulting and West Coast Code Consultants,Inc.,for
multi-disciplinary engineering services for the City of South San Francisco’s Capital Improvement Program in
an amount not to exceed $1,700,000 for each firm,for a total amount of $5,100,000 for a three year term.(
Matthew Ruble, Senior Civil Engineer)
RECOMMENDATION
It is recommended that the City Council adopt a resolution authorizing the City Manager to approve on-
call consulting services agreements with CSG Consultants,Inc.,Swinerton Management &Consulting
and West Coast Code Consultants,Inc.for multi-disciplinary engineering services for the City of South
San Francisco’s Capital Improvement Program in a total amount not to exceed $1,700,000 for each firm
with a total amount of $5,100,000 for a three year term.
BACKGROUND/DISCUSSION
The City of South San Francisco (“City”)Public Works Department is responsible for developing,
implementing and delivering the Capital Improvement Program (CIP)on a timely basis and within the
approved budgets.The CIP projects vary in scope and breadth from street improvements,parks,playgrounds,
bicycle and pedestrian improvements,utilities,Water Quality Control Plant (WQCP)improvements,grant-
funded projects and studies,and various City-owned building/facility improvements.The adopted two-year
CIP,Fiscal Years (FY)2017-18 is one of the largest and most diverse CIPs in City’s history with eighty-one
(81)projects and a total value of $83.5 million,which does not include the Oyster Point Development and
construction costs of the Measure W-Civic Center Projects.FY 2018-19 is projected to have a value of $151.7
million,nearly doubling in value compared to FY 2017-18.Delivery of a large CIP will require consultant
support for the management,delivery and implementation the projects on a timely basis.The following table
shows the last six fiscal years and the increasing value and complexity of the Capital Improvement Program:
Fiscal Year # of Projects Amount Total CIP Appropriations
2012-13 71 $ 13.5M $ 33.5M
2013-14 63 $ 9.8M $ 37.3M
2014-15 88 $ 9.2M $ 43.8M
2015-16 53 $ 21.1M $ 40.4M
2016-17 89 $ 44.2M $ 44.2M
2017-18 81 $ 49.8M $ 83.5M
2018-19 83 $ 68.2M $151.7M
The Engineering Division currently has four (4)licensed engineers,with one vacancy,managing the CIP.Each
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The Engineering Division currently has four (4)licensed engineers,with one vacancy,managing the CIP.Each
engineer is overseeing a minimum of ten (10)CIP projects,as well as accommodating the needs of the public
and other City departments,such as plan checking from the Planning and Building Divisions,staff support for
the Oyster Point Development and Measure W Projects,additional non-CIP projects assigned to Engineering
Division,and addressing public traffic calming requests.It is difficult for staff to solely concentrate on the CIP.
As a comparison,the City of San Mateo’s CIP for Fiscal Year 2017-18 is $134M;however,they have twenty-
two (22) engineers working on projects.
Over the past three years,due to the growing number of CIP projects,the City has used Swinerton Management
&Consulting (Swinerton)for program management purposes.Swinerton was assigned twenty-six projects,of
which nineteen projects have been delivered as complete and seven projects are in progress.The contract with
Swinerton will expire June 30,2018.The work with Swinerton has been successful,but as a good business
practice staff elected to re-bid the contract rather than seek further extension of the existing contract.
In developing a new Request for Qualifications (RFQ)to replace the Swinerton contract;however,staff
reviewed performance over the past three years and concluded a more efficient and effective model would be to
contract not just for program management work,but instead to include all aspects of engineering required to
deliver a CIP project;project management,structural and civil engineering,surveying,geotechnical,
construction management,inspection,etc.Currently Public Works staff coordinates all these different elements
for each CIP project,taking significant staff time to coordinate the work of the various consultants without a
single point of contact.
By moving to a model whereby a consultant has the capability to handle all engineering aspects of project
delivery in conjunction with staff oversight,Public Works will be able to more efficiently deliver the eighty-one
CIP projects approved by Council.City staff will still manage the projects and provide direction,but using one-
stop-shopping consultants will provide better overall coordination and accountability from one consultant team
rather the current approach of using multiple consultants through separate contracts on each project.Without
augmenting City engineering staff as proposed,CIP projects will be delayed as existing City staff cannot
effectively manage the required volume of work.The alternative to using outside contractors would be to issue
request for proposals for the various services needed for each individual project,significantly delaying the CIP
project delivery process,increasing the coordination complexity of each project while not generating any
savings in time or money.
THE RFQ PROCESS
The CIP projects have competing priorities and require an extensive amount of engineering and management
resources over and above the existing staffing.In order to move a majority of the projects from preliminary
studies and design to construction within a 12-18 month period,staff sought proposals from firms to provide a
well-qualified,multi-disciplinary and success-oriented team to deliver comprehensive municipal engineering
services to support the City’s CIP.Municipal engineering services encompass multi-disciplinary engineering
design and construction services to match each project’s specific requirements.
Staff issued a Request for Qualifications (RFQ)for municipal engineering services on May 4,2017,on the
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Staff issued a Request for Qualifications (RFQ)for municipal engineering services on May 4,2017,on the
eBidboard website.Three proposals were received on the due date of June 6,2017.After reviewing the
submitted proposals,interviews were held for the three proposing consultant teams on July 17,2017 and July
19,2017.The panel consisted of members from Public Works:Sam Bautista,Principal Engineer;Richard Cho,
Senior Civil Engineer; and Patrick Caylao, Associate Civil Engineer.
Based on the interviews and qualifications submitted,all three multi-disciplinary consultant teams
demonstrated staffing availability and expertise to provide the municipal engineering services that the
Engineering Division needs for an effective CIP project delivery.Due to the large volume of projects,staff
recommends that all three teams --CSG Consultants,Inc.(CSG),Swinerton Management &Consulting
(SMC),and West Coast Code Consultants,Inc.(WC3)--undertake the municipal engineering services based
upon the firms’experience,resources,familiarity of South San Francisco and positive references.All three
teams currently provide services to the City.
City staff reviewed the current CIP and created a list of projects for the three consulting teams to manage,
deliver,and provide engineering support services.The sixty-nine (69)selected projects consist of a variety of
CIP projects,such as facilities,park,sanitary sewer and traffic.Staff will issue individual task orders for the
various CIP projects and related tasks assigned to the consultant based on each firms’strengths and ability to
deliver projects.The list of projects is attached to this staff report as Attachment 1.All three consultant teams
have dedicated the resources to perform multi-disciplinary engineering design and construction services
throughout design and construction period,as well as inspection services during construction in order to deliver
all projects on the list in a timely manner.Based on the anticipated workload,staff recommends executing a
consultant agreement with each consultant firm in an amount not to exceed $1,700,000 over the three year
length of the contract.Firms will be paid based upon the work assigned and completed,not on any retainer
basis or guarantee of work or payment.
Selection of consulting services is not based on the lowest bidder,but on the firm’s expertise,experience and
references.Once the most qualified firm is determined for a particular project,staff will negotiate a fee
proposal and any changes deemed necessary to obtain a reasonable cost for the scope of work.Because these
projects are locally funded,there are no Disadvantaged Business Enterprise (DBE)requirements.The overall
length of the consultant agreements is three years, from November 8, 2017 to November 7, 2020.
The total amount of consultant work to be requested and performed during the term for each consultant cannot
be well defined at the outset.However,the consultants will work on an on-call basis as defined by the City on a
project-by-project basis.Accordingly,all work performed under the agreements will be pursuant to individual
work orders that will have a specifically defined scope and schedule that will be negotiated on a project-by-
project basis.Further,the individual agreements will acknowledge that the individual work orders will dictate
the work done under each agreement,up to the not to exceed amount.These costs would be charged against the
various projects through their sources of funding.There is no city obligation to expend any funds under these
agreements.
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FUNDING
There are sufficient funds allocated in each of the projects listed in Attachment 1 to cover the engineering
design and construction costs.The Council approved all costs associated with the proposed consultant contracts
as part of the annual CIP budget adoption on June 28,2017.Costs for engineering services will be paid out of
each CIP project.Each CIP project has budget for design and project management.There is no new
expenditure required beyond the existing CIP budget.
No compensation beyond the not to exceed amount will be authorized without a mutually agreed upon level of
effort and corresponding contract amendment approved by City Council.The Engineering Division will be
overseeing the program management,and the cost of administration will be charged to each corresponding CIP
project. The proposed cost is shown below:
Municipal Engineering Services (CSG)$ 1,700,000
Municipal Engineering Services (Swinerton)$ 1,700,000
Municipal Engineering Services (WC3)$ 1,700,000
Total $ 5,100,000
CONCLUSION
Staff recommends the City Council adopt a resolution authorizing the City Manager to execute consulting
services agreements with multi-disciplinary consultant teams lead by CSG Consultants,Inc.,Swinerton
Management &Consulting,and West Coast Code Consultants,Inc.based on their qualifications,experience,
references and understanding of the projects.Award of this agreement will allow for the delivery of a variety of
CIP projects listed for FY 2017-18.
Attachments:
1.List of Program Management Projects
2.Interview Evaluation Rating Summary
3.CSG Profile and Project Team Sheet
4.Swinerton Profile and Project Team Sheet
5.WC3 Profile and Project Team Sheet
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#CATEGORY PROJECT # PROJECT NAME
1Public Facilitiespf1609 Magnolia Center & Siebecker Center Parking Lot
Resurfacing (merged with pf1610)
2Public Facilitiespf1703Energy Savings Program
3Public Facilitiespf1704Training Tower Maintenance
4Public Facilitiespf1705 City Hall Security Upgrades (Formerly City Hall
Modernization)
5Public Facilitiespf1801Parking Garage Number 2
6Public Facilitiespf1802Brentwood Parking Lot Improvements
7Public Facilitiespf1803Upgrades to Main Library Auditorium Exit
8Public Facilitiespf1804City Hall Roof Replacement
9Public Facilitiespf1805Fire Station 64 Dormitory and Bathroom Remodel
10Public Facilitiespf1806Orange Memorial Park Aquatic Center
11Parkspk1402 Orange Memorial Park Sports Field Renovation
(formerly Grandstand Conversion)
12Parkspk1601Adult Fitness Equipment Installation
13Parkspk1701 Gateway Monument Signs (Combined with
pk1503)
14Parkspk1702Sign Hill Improvements
15Parks pk1803Sellick Park Renovation Project
16Parks pk1804 Buri Buri Park Baseball and Basketball Court
Improvements
17Parks pk1805Avalon Park Improvements
18Parks pk1806Gardiner Park Playground Replacement
19Parks pk1807Hillside School Soccer Field Renovations
20Storm Drainsd1401Storm Water Trash Capture Devices
21Storm Drainssd1602Shaw Road Storm Line By-Pass
22Storm Drainsd1701Francisco Terrace Storm Drain
23Storm Drainssd1801 OMP Storm Capture Project
24Sanitary Sewerss1205WQCP Solar Photovoltaic System
25Sanitary Sewerss1301WQCP Digester Design and Construction
26Sanitary Sewerss1307 WQCP Plant-Wide Painting Program (Corrosion
Study)
27Sanitary Sewerss1502 Pump Station #4 Force Main Pipes Under Utah
Ave
28Sanitary Sewerss1503 Vactor Sweeper Waste Receiving Station
Improvements
29Sanitary Sewerss1601Sodium Hypochlorite Tank Replacement
30Sanitary Sewerss1602Sewer Pump Station No. 9 VFD Replacement
31Sanitary Sewerss1701WQCP Maintenance Building Roof Replacement
32Sanitary Sewerss1702Pump Station No. 2 Upgrade
33Sanitary Sewerss1703WQCP Secondary Clarifiers #1 and #2 Rehab
ATTACHMENT 1 ‐ Projects needing Engineering Services
Attachment 1Page 1 of 3
#CATEGORY PROJECT # PROJECT NAME
34Sanitary Sewerss1704WQCP Effluent Storage Basin Liner Replacement
35Sanitary Sewerss1705WQCP Switchgear & Cogen Controls Upgrade
36Sanitary Sewerss1801Sewer Master Plan
37Sanitary Sewerss1802Sea Level Rise Study and Planning at WQCP
38Streetsst1301South Airport Boulevard Bridge Replacement
39Streetsst1403 SSF Grand Boulevard Project (Chestnut to Arroyo)
(Phase I)
40Streetsst1502 SSF Grand Boulevard Project (Kaiser Way to
BART) (Phase II)
41Streetsst1601 Linden Ave. Complete Streets (California to
Aspen) Phase 1
42Streetsst1602 Linden Ave. Complete Streets (Aspen to Miller)
Phase 2 Spruce Ave (Lux Ave to Maple Ave)
43Streetsst1603Caltrain Plaza Improvements
44Streetsst1604Paint Restriping of City Streets
45Streetsst1605 Spruce Avenue Pedestrian Improvements (Lux to
Miller)
46Streetsst17012016 ADA Ramps
47Streetsst1703Bridge Preventative Maintenance Program
48Streetsst1704East of 101 Public Amenities & ROW Study
49Streetsst1705 2016 Street Rehabilitation Program & Slurry Seal
Project
50Streetsst1706Grand Avenue Pedestrian Crossing Improvements
51Streetsst1707 Demolition of Pedestrian Bridges (Mid Year
Request)
52Streetsst1801Grand Avenue Streetscape
53Streetsst1804 Bridge Preventative Maintenance Program - Grand
Avenue Overpass
54Streetsst1805 El Camino Real Gateway Sign and Median
Improvement (Noor to Spruce)
55Streetsst1806 North Access Road Bike and Pedestrian
Improvements
56Streetsst1807 Grand Boulevard Project Phase 3 (Arroyo Drive to
Kaiser Way)
57Traffictr1402 West Orange Avenue/Centennial Way Pedestrian
Xing Improvements
58Traffictr1404US 101 Produce Avenue Interchange
59Traffictr1501 Junipero Serra and King Drive Intersection
Improvements
60Traffictr1503 SR2T Bike Lane Striping (Formerly SSF Caltrain
Tunnel Study)
Attachment 1Page 2 of 3
#CATEGORY PROJECT # PROJECT NAME
61Traffictr1601Hickey/Junipero Serra Pedestrian Improvements
62Traffictr1602E. Grand, Gateway & Forbes Intersections
63Traffictr1603Oyster Point/Gateway/Veterans Intersections
64Traffictr1701 Sunshine Gardens Safety and Connectivity
Improvement Project
65Traffictr1702East of 101 Traffic Model Update
66Traffictr1703Avalon-Brentwood Park Neighborhood Traffic
67Traffictr1704Miscellaneous Traffic Improvements
68Traffictr1705Update Pedestrian and Bicycle Master Plan
69Traffictr1801Commerical and Spruce Signalized Intersection
Attachment 1Page 3 of 3
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Project Team / Staffing
Organizational Chart
As elaborated on in the organizational chart below and on the following pages, CSG’s team will be led by Dave Bishop, PE, Principal Engineer. Our team
will include highly qualified staff that have all performed work on projects of similar scope and size. Resumes of key personnel are provided in Section
8. Key personnel are labeled with an asterisk (*).
Dave Bishop, PE*
PROJECT MANAGER
3 SECTION
Cyrus Kianpour, PE, PLS
Ron Marquez, TE
Ed Slintak, PE
QA/QC TEAM
Hatem Ahmed, PE, PMP
PRINCIPAL IN CHARGE
LAND DEVELOPMENT
INSPECTION
Bassam Badr
Mojtaba Nahrvar, EIT
Joseluis Gonzales
Gaetano Cosentino
Ramon Bernardo
Curtis Brian
PERMIT TECHNICIAN
Georgina Diaz
Maria Lara
Greg Matszal
DEVELOPMENT REVIEW
Mark Lander, PE*
Sophie Truong, PE, PLS, QSD/P
Frank Navarro, PE, CFM, QSD/P
Mehdi Sharifi, PE
Eric Gonzales, PE, QSD/P
Rambod Hakhamaneshi, PE, QSD
Katherine Sheehan, PE, QSD/P
Babak Kedari
Catherine Chan, EIT
Chad Havens (MBI)
CAPITAL IMPROVEMENT PROJECTS
CIP UPDATES / STAFF
REPORTING
Mohinder Sharma, TE*
Son Hoang, EIT
Kathy Kim
Derek Wong (MBI)
PS&E REVIEW
Michael Fisher, PE, QSD/P*
Nabaz Saeeid, PE (MBI)*
Lawrence Lau, PE, PLS, QSD/P
Ed Slintak, PE
ENVIRONMENTAL REVIEW
Darcy Kremin, AICP
(MBI)*
Katrina Kardt-Holoch, AICP
(MBI)
CIP MANAGEMENT
Dave Bishop, PE*
Ferd Del Rosario, PE
Kevin O’Connell, PE
CONSTRUCTION & ADMINISTRATION
Ferd Del Rosario, PE*
Nourdin Khayata, PE*
Daniel Gonzales, PE
Joseluis Gonzales
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Key Personnel
Dave Bishop, PE, Principal Engineer, will serve as the Project Manager for this contract and will serve as the
single point of contact with the City, ensuring the appropriate staff and expertise are provided. Mr. Bishop
has over 20 years of municipal engineering experience, with a strong focus in capital improvement project
management for agencies throughout San Mateo County. He has served as the Assistant City Engineer for the
Town of Hillsborough, Project Manager for the City of San Mateo, and capital improvement project manager
for the Town of Colma. His experience includes identifying scoping, planning, budgeting, and managing
capital improvement projects.
Mr. Bishop is committed to his role and will be available to perform services either onsite or offsite, at 20
hours per week for the duration of the contract.
Michael Fisher, PE, QSD/P, will perform PS&E reviews. Mr. Fisher has over 24 years of experience in
managing and designing street and municipal improvement projects. He has managed 6 federally-funded
projects in the past several years as is very familiar with Local Assistance Procedures Manual and Caltrans
Local Assistance staff. He has recently served as the project manager for the Junipero Serra at King Drive
Intersection Improvements project.
Mo Sharma, TE, Principal Engineer, has over 40 years of engineering experience. Mr. Sharma has spent over
31 years serving as City Engineer for the Cities of Martinez, Daly City, Monte Sereno, and Half Moon Bay. He
has assisted in securing grant funding from state, federal, and regional agencies. He supervised timely
completion of design, environmental/right-of-way certifications, permits, construction inspections, and
contract administration of various capital improvement projects.
Ferdinand “Ferd” Del Rosario, PE, has experience coordinating with Caltrans, FHWA and other regulatory
agencies such as CTC, MTC, and County Agencies on the acquisition of federal funds and permits, and
processing of E-76, invoices, and agreements. He has served the cities of Millbrae, Albany, Milpitas, and
Marina with the management of their Capital Improvement Programs.
Nourdin Khayata, PE, Construction Manager, brings over 25 years of municipal and construction
management experience, and has served as the coordinator on multiple on-call contracts. He is a detailed
and thorough manager with great communication skills. He is familiar with the LAPM as many of his projects
were federally-funded.
Mark Lander, PE, Principal Engineer, will serve as the lead for development review services. Mr. Lander has
over 30 years of professional engineering experience with a focus on municipal engineering, land
development, and stormwater compliance. Mr. Lander previously served as City Engineer of the City of
Dublin, where his duties included oversight of new development compliance measures for the Municipal
Regional Permit for stormwater issued by the San Francisco Bay Regional Water Quality Control Board.
Subconsultant
Michael Baker International, Inc. (MBI) is a leader in engineering, consulting,
planning, and technical and professional services with a local focus and global
expertise. We offer a full continuum of innovative solutions in planning,
engineering, survey, architectural, environmental, construction management, and GIS/GIT. The company
provides a comprehensive range of services and solutions in support of federal, state, and municipal
governments, foreign allied governments, and a wide range of commercial clients. Additionally, MBI has
provided support services in the Bay Area for on-call services to agencies such as: Oakland, San Ramon,
Orinda, Sunnyvale, Concord, Livermore, Contra Costa County, Santa Clara County, Alameda County, Marin
County, Caltrans District 4, and many others.
Nabaz Saieed will provide utility coordination and review, and bid document preparation assistance for this
contract. Mr. Saieed is an Associate Vice President for Michael Baker and will manage the MBI staff
associated with this contract.
ATTACHMENT 3
Page 2 of 3
Familiarity with City of South San Francisco
CSG Consultants, Inc. (CSG) is a California company with our corporate office located in Foster City, less than
13 miles from South San Francisco City Hall. CSG has performed consulting services to the City of South San
Francisco since the early 1990s.
CSG has assisted the City with Federal Grant Administration for several transportation related projects. The
HSIP funded projects included the “Grand/Magnolia Traffic Signal” project, the “Evergreen/Mission Traffic
Signal” project, and the “Junipero Serra Boulevard at King Drive” project. Each of these HSIP funded projects
required CSG to complete the E76 process for both design and construction. The “Los Cerritos School
Crossing Improvements” project was a SRTS funded project, the “SSF Grand Blvd Project” is a CMAQ-OBAG
funded project, and the “El Camino High School Pedestrian Crossing” is a TDA grant funded project. In
addition to developing the documents and coordinating with Caltrans Local Assistance to secure grant
funding, CSG has assisted in developing RFPs, staff reports, and council resolutions.
CSG currently assists the City with stormwater program management and construction inspection. CSG also
served as the design consultant for the Junipero Serra Boulevard at King Drive Improvement project.
CSG has also provided building plan review and inspection services to the City for over 24 years.
MICHAEL BAKER INTERNATIONAL EXPERIENCE WITH SOUTH SAN FRANCISCO
MBI staff has South San Francisco and Bay Area experience in preparing civil engineering, environmental
analyses, planning, urban design, GIS/GIT, water/wastewater, and surveying/mapping projects. They have the
unique experience of providing extension of staff services in the processing of projects on behalf of cities and
counties. Projects specific to the City of South San Francisco have included Oyster Point Phase II Municipal
Services; the Community Development Block Grant (CDBG) Program On-Call Assistance; Community Civil
Campus; Greenhouse Gas (GHG) Emissions Inventory, Strategic Growth Council Grant Application, Climate
Action Plan and Pedestrian Master Plan; and Storm Drain Master Plan. Team members understand the City of
South San Francisco’s staff, policies, and procedures and can provide efficient on-call staff augmentation
services.
4 SECTION
ATTACHMENT 3
Page 3 of 3
MANAGEMENT
&CONSULTING
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
4. Project Team / Staffing
Integrity
Leadership
Passion
Excellence
SUSTAINING ENVIRONMENTS FOR CIVIC EXCELLENCE
TEAM DESCRIPTION / ROLES
Our proposed Team comes to City of South San Francisco with outstanding experience providing
program, project, construction management and municipal engineering services on large complex
development programs, including residential building, public areas, community facilities, infrastructure
and transportation improvements. Our goal is to become part of your team, provide quality services
and excellent customer service, and strive to become part of our client’s family; your goals for this
project will become our goals! The candidates we are proposing possess these qualities and will work
closely to meet your expectations of service. They will apply proven procedures leading to quality
and cost-effective delivery. We will support and work closely with your Staff to ensure the successful
completion of all project activities.
JEFFREY GEE, PRINCIPAL-IN-CHARGE. Mr. Gee has over 25 years of experience leading and directing
design, construction and development projects in the public sector and is a licensed Architect. Mr.
Gee has provided senior leadership management on over $1.8 billion of projects in the Bay Area. Mr.
Gee is a strategic problem-solver and clear communicator, who has developed strong working
relationships with various state and local agencies, utility companies and consultants. He
will ensure that our team has all the resources of the Swinerton family of companies available in the
successful delivery of this Program.
GREG ARMENDARIZ, P.E. QSD/QSP, PROJECT EXECUTIVE. Mr. Armendariz has over 30 years of
experience in civil and structural engineering analysis & design, project and construction management
of public infrastructure projects and is a licensed Professional Engineer and is QSD/QSP certified. He
has extensive experience with planning, design and construction of infrastructure type projects and has
a proven track record of managing projects of similar type and scale. As Program Executive he will
provide operational and senior management support to ensure the success of your program. He will be
responsible for providing additional resources and any technical expertise required. He will attend key
meetings, participate in partnering sessions and ensure that we commit the full attention of Swinerton’s
senior management to guarantee the success of our services.
PETER VORAMETSANTI, P.E., SENIOR PROJECT MANAGER. Mr. Vorametsanti has over 33 years of
engineering and construction management experience, is a licensed Professional Engineer and is a
certified Traffic Operations Engineer. Mr. Vorametsanti spent 20 years with the City of Redwood
City in numerous roles including Supervising Civil Engineer, Acting Engineer Manager and Civil
Engineer. In this capacity he managed a multiple of projects including municipal buildings, parks,
sports fields, infrastructure and transportation projects including roadway interchanges, waste water,
storm water, street and levee improvements. Mr. Vorametsanti has also managed the land development
section responsible for planning and entitlement process, map approvals, plan check and permitting
of private development projects. Mr. Vorametsanti is a highly skilled communicator and analyst, adept
at streamlining processes, managing an efficient program team and developing constructive working
relationships with multiple program constituents. Mr. Vorametsanti’s well-rounded industry experience
includes working as a practicing civil engineer, not just designing complex facilities, but also managing
and representing client’s with program and construction management expertise. He understands the
challenges and complexities of managing programs within a public environment and customizes his
strategies and approach to ensure the success of each project from its inception through close-out. Mr.
Vorametsanti will work as an extension of the City staff, overseeing the ProjectTeam and consultants,
participating in all key meetings, assisting in the establishment of the program including setting goals
MANAGEMENT
&CONSULTING
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
4. Project Team / Staffing
Integrity
Leadership
Passion
Excellence
SUSTAINING ENVIRONMENTS FOR CIVIC EXCELLENCE
and managing expectations, cost modeling, program definition documentation, assisting the City in
establishing any standards, and establishing communication protocols. He is our designated Senior
Project Manager, overseeing the day-to-day activities and will be our primary point-of-contact,
resolving issues and coordinating with the City project staff on a daily basis. He will be responsible
for overall performance of our staff, and will work closely with all team members to ensure the
highest level of communication, coordination and quality of work takes place.
JORGE BERMUDEZ, PROJECT MANAGER. Mr. Bermudez has over 20 years of experience in
design and construction of public infrastructure, while employed in both the public and private
sectors. Mr. Bermudez excels in project and construction management and construction contract
administration and has strong field skills in construction and project management including
the utilization of the latest project management tools to track and analyze project schedules,
construction costs, design revisions, changer orders, field work orders and contractor performance.
Mr. Bermudez will be focused on quality control and assurance, assuring the work complies with
the construction plans and specifications, has excellent forward vision, anticipating construction
problems and working with the entire team to resolve them, averting delays and extra costs. Mr.
Bermudez will support our team with project management expertise.
JEFF NEUENBURG, INSPECTOR. Mr. Neuenburg has over six years of experience as a Staff Engineer
and Field Technician in the practice of pavement inspection, soils observation and testing and
concrete testing. His variety of experience includes major public sector projects including
transportation, infrastructure, zoned embankment dams and water resources structure and
educational facilities. Mr. Neunburg brings specific experience inspecting projects for the City of
South San Francisco. He will continue to be focused on quality control and quality assurance, and
confirming the contractor’s work complies with the construction plans and specifications.
SUPPORT SPECIALISTS
KATHLEEN PHALEN, P.E. QSD/QSP, ENGINEERING SUPPORT. Ms. Phalen has over 30 years
of experience in civil and structural engineering analysis & design, project and construction
management of public infrastructure projects, is a licensed Professional Engineer and is QSD/
QSP certified. She has experience managing projects for the City of South San Francisco and has
extensive experience with planning, design and construction of infrastructure and building projects,
and has a proven track record of managing projects of similar type and scale to those in the City’s
CIP Program. Ms. Phalen will be available to lend engineering support services and expertise to our
Project team as required.
DALE MOLYNEUX, ESTIMATING MANAGER. Mr. Molyneux has over 30 years of experience in
project management and estimating. He has specialized in preconstruction services for the past 15
years. His construction management services have included conceptual estimating, bid estimating
and bid analysis , constructability reviews, sequencing and value engineering for a wide range
of projects, including infrastructure, public facility projects, high and low rise apartment/condo
structures and large site developments. Mr. Molyneux has also been a guest lecturer at San Jose State
and UC Berkeley to discuss conceptual estimating. Mr. Molyneux will support the Project Team with
estimating services at all phases of design including: schematic, conceptual, design development and
plan set document (90% construction documents).
MANAGEMENT
&CONSULTING
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
4. Project Team / Staffing
Integrity
Leadership
Passion
Excellence
SUSTAINING ENVIRONMENTS FOR CIVIC EXCELLENCE
MICHAEL MURPHY, SCHEDULE MANAGER. Mr. Murphy has over 27 years supporting program and
project teams in developing and/or reviewing schedules, analyzing project delays and productivity
impacts. Responsibilities include guidance in overall corporate scheduling practices, as well as
conducting job start-up reviews and ongoing project reviews. Performs entitlement and/or damages
reviews related to claim demands, as well as prepares comprehensive analysis which include developing
opinions for negotiations and/or alternative dispute resolution procedures. Mr. Murphy will work closely
with our Project Team in developing, managing and monitoring the master and project schedules on this
Program.
TOBI FENN, FINANCIAL CONTROLS MANAGER. Ms. Fenn is our “gate keeper” on program and project
budgets, and works very closely with Clients developing cash flow projections Ms. Fenn is available to
support our team with any financial control responsibilities that can include tracking all costs against
their funding sources and projects, reconciling project costs tracked in the project management software
program to actual City of South San Francisco costs. Ms. Fenn’s financial work is impeccable, earning
the praise and confidence of many of our clients including cities, schools and community college
business officers. She understands the importance of accounting for every single dollar and is relentless
in her pursuit to reconcile every financial report.
ADDITIONAL RESOURCES
Behind our Core Team are the resources of Swinerton, experts are available to answer and address any
need that may develop for this Project. The following expertise is available to our Project Team:
Procurement
Information Technology (IT)
Project Labor Agreement / Project Stabilization Agreement (PLA/PSA)
Sustainability/CalGreen / Alternative Energy
Estimating and Scheduling
Building Information Modeling
Alternative Delivery Methods
Insurance
Legal / Risk Management
Industrial Hygiene
Storm Water Protection Plan (SWPPP)
Quality Control
BEST PRACTICES / LESSONS LEARNED
We have formed an internal “Project Advisory Committee” comprised of Program and Project /
Construction Managers who are currently working on public facilities. The Advisory Committee will
be a resource to our Project Team on such issues as best practices, lessons learned, collaboration,
operational reviews and audits. We will hold periodic roundtables with the committee and the project
team to share experiences and exchange ideas and/or solutions, and consult on a variety of issues and
challenges.
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Greg Armendariz, P.E., QSD/QSP
Project Executive
Mr. Armendariz has over 30 years of experience in engineering, design, project management and
construction management of Capital Improvement Projects, including freeway grade-separations and in-
terchanges, public building facilities, parking garages, bridges, roadways, parks and trails, water, storm,
recycled water and sewer utilities, pump stations, reservoirs, and Light Rail Transit facilities. His experi-
ence includes civil and structural engineering analysis and design, cost estimating, project scheduling
and design manager. His construction management experience includes construction contract admin-
istration, constructability reviews, analysis and authorization of extra work and contract change orders,
quality control, progress payment review and approval, coordination of phased projects, construction
CPM schedule preparation, schedule delay analysis and schedule recovery; administration of Project
Labor Agreements, project inspection, punchlist coordination, project commissioning, closeout and war-
ranty period monitoring/coordination.
Mr. Armendariz also has experience as a City Engineer and Public Works Director, responsible for
the engineering, operations and maintenance, and planning of the City’s public works infrastructure,
parks and trails, public building and fleet operations. This includes development of asset management
systems for aging infrastructure, master planning, financing strategies to renovate and replace aging
infrastructure.
Interchange Improvements Experience
Mr. Armendariz has worked on the planning, design and management of several major highway
interchange improvements while working as City Engineer & Project Engineer for the City of Milpitas,
including the following projects:
Interstate 880/Tasman Drive Overcrossing, Milpitas, CA, $10 Million
Hwy 237/I-880 Interchange, Milpitas, CA, $75 Million
Interstate 880/Dixon Landing Road, Milpitas, CA, $30 Million
Professional Experience
BUILDINGS
City of Milpitas, Public Library and Parking Garage, Milpitas, CA
Comprehensive project management of a new 60,000 square, two story library and 4 story parking
garage. $50 Million.
City of Milpitas, Senior Center, Milpitas, CA
Comprehensive project management of a new 22,000 square-feet Senior Center. This green project
involved the “adaptive re-use” of the old City library building. $12 Million.
City of Milpitas, City Hall, Milpitas, CA
Construction Project Manager of a four story City Hall (60,000 square-feet) and an underground
parking garage. Project included Civic Center site improvements - parking lots and circulation
improvements, landscaping, pond, waterfall and water fountains and off-site street improvements.
$50 Million.
City of Milpitas Fire Stations, Milpitas, CA
Comprehensive project management of Fire Station No. 2 and Fire Station No. 3 kitchen, restroom
and ADA improvements. $1 Million.
YEARS OF EXPERIENCE
30+
EDUCATION
B.S., Civil Engineer-
ing, San Jose State
University
REGISTRATION
Registered Professional
Engineer
California License #
C40283
CERTIFICATION
QSD/QSP Certification
#23717
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Greg Armendariz, P.E., QSD/QSP
Project Executive
UTILITY IMPROVEMENTS
City of Milpitas, Gibraltar Water Pump Station and Reservoir, Milpitas, CA
Managed project staff through the project conceptual and final design, and re-construction of a
new water pump station controls building, and replacement of aging pump station infrastructure.
$20 Million.
City of Milpitas, Main Sewage Pump Station, Milpitas, CA
Comprehensive project management of a new Main Sewage Pump Station and an operator building
with offices and pump station controls. $20 Million.
BRIDGES, GRADE SEPARATIONS AND INTERCHANGES
Santa Clara County Transportation Agency, Multiple Bridges, Santa Clara County, CA
Project Manager for the Santa Clara County Transportation Agency, Responsibilities included
structural analysis, design and construction management of new bridge projects and bridge
rehabilitation. Responsible for the design and construction of a bridge replacement project on
Buena Vista Road over Llagas Creek in Gilroy, California. $50 Million.
BRIDGES - SEISMIC RETROFIT AND REHABILITATION
Mr. Armendariz performed seismic analyses, design and construction of seismic retrofit and repair
work to bridge foundations, columns, bridge railings, bridge abutments and superstructure.
Design Engineer and Resident Engineer on the following Bridges:
Wrights Station Bridge over Los Gatos Creek (historic bridge)
San Antonio Road bridge over Central Expressway, ramps, and UPRR overhead
San Tomas Expressway bridge over Winchester Boulevard
Whisman Road bridge over Central Expressway
Arques Road Bridge over Central Expressway
Lincoln Avenue on ramp over Almaden Expressway
STREET PAVEMENT / RESURFACING
City of Milpitas, CA
Responsible for annual Street Pavement Resurfacing Program, including annual pavement
condition assessment, programming projects, development of program funding and obtaining
grants, design and construction of annual projects, and Public Works street maintenance and
operations. $2 Million annually.
PUBLIC WORKS / CAPITAL IMPROVEMENT PROGRAM
City of Milpitas, CA
Five Year Capital Improvement Program: Responsible for the development of a comprehensive
Capital Improvement Program, which identifies and prioritizes capital needs, develops a financing
plan, and an implementation plan. The Capital Improvement Program included all of the City’s
buildings, Parks, Water, Storm, Sewer and Street facilities.
Coyote Creek Trail
A Two (2 ) mile long, 12 foot wide, multi-use Class 1 trail placed on the east Coyote Creek levee.
$2.5 Million.
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Greg Armendariz, P.E., QSD/QSP
Project Executive
Berryessa Creek Trail and Pedestrian Bridge
A 2,500 linear foot - 12 foot wide Class 1 Pedestrian Trail placed on Berryessa Creek levee, and a
125 foot single span truss pedestrian bridge (12’ wide.) $1 Million.
Calaveras Road Pedestrian Tail
A One (1) mile long, 10 foot wide Class 1 pedestrian trail along side Calaveras Road. Improvements
included Creek slope protection, vehicle guard rail, pathway paving and trail signage. $0.5 Million.
Hetch Hetchy Trail
A ½ mile long, 12 foot wide Class 1 trail placed on Hetch Hetchy right-of-way, through the City of
Milpitas. Other improvements included park benches, and trail heads, irrigation and landscaping.
$0.5 Million.
ROADWAY AND UTILITY IMPROVEMENTS
Mr. Armendariz worked on the planning, design and construction management of several major
roadway improvements including Federal and State grant administration, contract administration in
accordance with Caltrans LAPM and Caltrans Construction Manuals, Claim avoidance/mitigation,
multiple agency administration, coordination of utility relocation and undergrounding of overhead
utilities, public outreach, streetscape including bio-swales, and contract closeout. Projects include:
Montague Expressway Widening, including R/W Acquisition, Utilities & Landscaping, $20 Million.
Landess Ave. & Park Victoria Boulevard Reconstruction (all night work due to traffic), $5 Million.
Piedmont Road Realignment, $4 Million.
Abel Street Reconstruction, including Undergrounding & Upsizing all Utilities, including a
24” Sewer Line. $15 Million.
Main Street Reconstruction (multiple phases) including Undergrounding, $10 Million.
Alder Street (new construction), $5 Million.
Barber Street Widening, including Utility Relocations and a new 12” Sewer Pipeline, $6 Million.
First Street Reconstruction, including Utility Undergrounding and a new 18” Sewer Line,
$40 Million.
Hwy 237/I-880 Interchange, including Utilities, R/W Acquisition,a 48” Sewer Line and
Landscaping $75 Million
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Peter Vorametsanti, P.E., PTOE, CCM
Senior Project Manager
Mr. Vorametsanti has over 33 years of engineering and construction management experience, is a
licensed Professional Engineer and is a certified Traffic Operations Engineer. Mr. Vorametsanti spent
20 years with the City of Redwood City in numerous roles including Supervising Civil Engineer,
Acting Engineer Manager and Civil Engineer. In this capacity he managed a multiple of projects
including municipal buildings, parks, sports fields, infrastructure and transportation projects including
roadway interchanges, waste water, storm water, street and levee improvements. Mr. Vorametsanti has
also managed the land development section responsible for planning and entitlement process, map
approvals, plan check and permitting of private development projects.
Professional Experience
City of San Bruno, Staff Augmentation Services, San Bruno, CA
Staff augmentation services, providing management oversight, technical advise and support of
implementation of assigned tasks.
City of Daly City, Staff Augmentation Services - Interim City Engineer, Millbrae, CA
Interim City Engineer. Staff Augmentation services, providing management oversight, technical
advise and administration of the City’s Capital Improvement Program, as the City recruits for a
permanent City Engineer.
City of Millbrae, Staff Augmentation Services - Interim Public Works Director, Millbrae,
CA
Interim Public Works Director. Staff augmentation services, providing management oversight,
technical advise and administration of the City’s Capital Improvement Progra, as the City recruits
for a permanent Public Works Director. Manage the overall operation of the engineering, Capital
improvements, infrastructure maintenance, wastewater treatment and tnterdepartmental support.
Managed and participated in the recruitment of personnel including the permanent Public Works
Director. Assisted in the General Plan Update and the BART Station Specific Plan development
review and negotiation. Formulated the Capital Improvement Program and the Operational
Budgets for Fiscal Year 2016-17. Initiated the Park Master Plan. Participated in the wastewater
collection system inflow and infiltration reduction strategic plan to comply with the Baykeeper’s
Consent Decree. Responded to utility emergencies and managed media coverages. Managed
public and media inquiries during the contract extension of the Red Light Camera Detection
Program.
City of South San Francisco, Capital Improvement Program Management Services, South
San Francisco, CA
Project Manager. Program Management services on over 26 projects including park improvements,
sewer and stormwater drain utilities, traffic system improvements, bike lanes, roadway and
sidewalks, public facilities including: Citywide ADA improvements, restroom renovations, library
entrance and yard stockpile shelter. Working with the City staff on all aspects of the Capital
Improvement Program delivery, from project definition and feasibility studies to estimating,
obtaining permits, project coordination with City departments, design management, RFP
preparation, schedule and budget management, bid management including bid marketing,
solicitation and award, writing staff reports, meeting with stakeholders, managing the
construction and inspections, grant administration and project close-out. $43 Million. Projects
include:
Various Sewer and Storm Drain Utilities - $2.5 Million
Multiple Streets and Traffic System Improvements - $1.9 Million
Parks and Playground Renovations - $1.2 Million
Numerous Public Facilty Renovations - $1.3 Million
YEARS OF EXPERIENCE
33+
EDUCATION
B.S., Civil Engineering,
University of California
Berkeley
M.B.A., San Francisco
State University
REGISTRATION
Registered Professional
Engineer
California License
# C35630
CERTIFICATION
Profesional Traffic
Operation Engineer
(PTOE) Certification No.
2615
Certified Construction
Manager (CCM)
REFERENCES
Mr. Bradley McCulley
City Librarian
City of Burlingame
Burlingame, CA
(650) 558-7474
mcculley@plsinfo.org
Ms. Marcia Raines
City Manager
City of Millbrae
Millbrae, CA
(650) 259-2460
mraines@ci.millbrae.
ca.us
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Peter Vorametsanti, P.E., PTOE, CCM
Senior Project Manager
City of East Palo Alto, Project Development Services for the East Palo Alto Pedestrian
Overcross, Palo Alto, CA
Project Manager. Coordinated consultants and subconsultants to achieve timely deliveries of
Environmental Documents and Design Packages to meet constraint schedules. Managed State Grant
Funding request extension for approval by the California Transportation Commission. $9 Million.
Wetland and Endangered Species Habitat Restoration, Redwood City, CA
Project Manager/Owner’s Representative. Restored or established wetland and endangered species
habitat associated with projects along the bay front (Levee Improvement Projects, Police Facility
Project, Fifth Avenue Flood Plain Management, etc.) Worked with Federal and State agencies to
obtain permits in compliant with the Clean Water Act. Coordinated with US Fish and Wildlife
Services, US Corp of Engineers, State Fish and Game, EPA, FEMA, and Bay Conservation and
Development Commission.
Sewer District and Other Assessment Districs Administration and Formation, Redwood
City, CA
Project Manager/Owner’s Representative. Establish and administered special districts including
sewer districts within Redwood City’s Sphere of Influence. Identified and administered
modifications to district boundaries. Established district budgets and set assessments. Managed
district revenues and expenses.
Water / Wastewater / Recycled Water Main Extensions and Replacements, Redwood
City, CA
Owner’s Representative. Reviewed and approve water and sewer main extensions associated with
new developments in the City. Over saw the annual replacement and evaluation of water and sewer
systems. Oversaw the preparation of Water and Wastewater master plans and recycled water system
performance review.
Pavement Management for Various Projects, Redwood City, CA
Owner’s Representative. Over saw the annual paving projects. Collaborated the strategic use of
funding to maximize the life of pavements, utilizing different paving treatments. Projects included
cape sealing, chip sealing, slurry sealing, overlaying, on to complete reconstruction. Coordinated
paving projects with utility projects to ensure that newly treated pavements do not get trenched for
utility projects.
Fifth Avenue Flood Plain Management, Redwood City, CA
Project Manager/Owner’s Representative. Developed a multi-jurisdictional project to alleviate
flooding frequency along the bay front. Started a project that would bring storm water originating
from Woodside/Atherton which normally flood the low land in Redwood City and San Mateo
County and redirect it into a Federal wetland restoration project in Menlo Park. Water quality
and right of way were two major challenges that the project encountered. This project is still in
development.
San Francisco Unified School District, San Francisco, CA
Construction Manager. Swinerton Management & Consulting was one of four firms selected by the
San Francisco Unified School District to provide project and construction management services
for the District’s 2011 Bond Program. The scope of work includes more than 60 new construction,
modernization and renovation projects. $561 Million.
Lowell High School - Managed Phases 4 and 5 of the seismic improvements including
move management, project schedule, construction activities and coordination with the
Division of State Architect’s office. $3.5 Million.
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Peter Vorametsanti, P.E., PTOE, CCM
Senior Project Manager
Redwood Shore Lagoon Management and Maintenance, Redwood City, CA
Owner’s Representative. Over saw the dredging and maintenance of the Redwood Shores Lagoon
which also serve as storm retention basin. The operation and circulation of this water body is
challenged by the silting of the slough connecting the lagoon to the Bay. As the sloughs silt up, the
bottom of the sloughs become higher than the bottom of the lagoon thereby promoting silt to flow
into the lagoon. Reconfiguring the intake and discharge facilities and adding pumps were strategies
to combat this situation.
Parking District Administration and Management, Redwood City, CA
Project Manager/Owner’s Representative. Over saw the management of the parking district to
efficiently utilizing parking facilities of an ever growing community. Administered a newly installed
parking meter system utilizing high technology wireless network. Recommended parking fees
strategy to elected officials to promote proper distribution and management of parking demand.
City of Burlingame Main Library Renovation, Burlingame, CA
Project Manager/Owner’s Representative. Major renovation and repurposing of existing spaces
to accommodate modern uses of a vintage library. Managed the design consultant and the final
design of the project. Managed the budget and the day-to-day construction activities through
project close-out. Provided crucial guidance on the phasing plan so that the library was able to
remain open throughout the construction period and staff did not have to move into trailers as
originally planned. Delivered the project ahead of schedule and on budget. $3.5 Million.
Redwood City Main Library Renovation, Redwood City, CA
Project Manager/Owner’s Representative. Major renovation of the main library to update the
Children’s room, the Teen Center and the project READ area. Performed similar roles as above.
Installed a new computer lab. $1 Million.
Redwood City Schaberg Branch Library, Redwood City, CA
Project Manager/Owner’s Representative. Seismic retrofit the book stacks and renovate the branch
library to optimize the use of space. $1 Million.
Red Morton / Hoover Park / Fairoaks Sport Fields, Redwood City, CA
Project Manager/Owner’s Representative. Renovated and Updated City parks to fit modern day
uses of public parks. ADA compliance retrofit of play structures. Added water features, restrooms.
Redesign parks for better security. Each designed involved extensive public outreach to establish
local ownership. $5 Million.
Stafford, Spinas, Fleishman and Stulsaft Park, Redwood City, CA
Project Manager/Owner’s Representative. Renovated and Updated City parks to fit modern day
uses of public parks. ADA compliance retrofit of play structures. Added water features, restrooms.
Redesign parks for better security. Each designed involved extensive public outreach to establish
local ownership.$6 Million.
City of Redwood Ralston / 191 Interchange Reconfiguration and Island Parkway
Overpass, Redwood Shores / Belmont, CA
Project Manager/Owner’s Representative. Construction administration services in the
reconfiguration to Partial Cloverleaf of an existing interchange. Design development through
Caltrans process and environmental clearance. Seek funding with San Mateo Transportation
Authority and City/County Association of Governments. Managed the establishment of a local
Assessment District. Coordinated with Caltrans, local business, residents and Belmont including
Right of way acquisitions. $21 Million.
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Peter Vorametsanti, P.E., PTOE, CCM
Senior Project Manager
Redwood Shores Street Improvements, Redwood City, CA
Project Manager. Widen and lengthen turn lanes on major atrial in Redwood Shores to function
efficiently with the reconfigured interchange and to accommodate major increase in the workforce
in Redwood Shores. $3 Million.
.
City of Redwood City Levee Improvement and Flood Zone Management, Redwood
City, CA
Project Manager/Owner’s Representative. Managed to keep Redwood Shores from becoming
classified as a flood zone by FEMA. Improved and certified the levee around the Redwood shores
peninsula including portions in the County of San Mateo and the City of San Carlos. Worked
through an EIR/EIS including endangered species issues. $10 Million.
Waste Water Pump Station Rehabilitation, Redwood City, CA
Project Manager/Owner’s Representative. Rehabilitate and modernize pump stations including
remote operation management and control panels. Flow bypass strategy was a major challenge.
$5 Million.
Traffic Signal Interconnect from City of San Mateo to Redwood City, CA
Project Manager/Owner’s Representative. Installed interconnection between traffic signals on El
Camino Real (SR 82) through the cities of Redwood City, San Carlos, Belmont and San Mateo.
Installed centralized control for each city and master control by CalTrans. $2 Million.
Fair Oaks / 5th Avenue Storm Drain, Redwood City, CA
Project Manager/Owner’s Representative. Flood plain management of this low lying area of the
drainage basin. Upstream contributor includes Menlo Park and Woodside. Affected communities
include those in the County of San Mateo jurisdiction. $15 Million.
LAND DEVELOPMENT
City of Redwood City, New Development and Subdivisoin Review and Approval,
Development Section Manager, Redwood City, CA
Responsible for the management and review of new developments including the Subdivision
Maps, SWPPP, CEQA and related State and local regulatory requirements. Reviewed Subdivision
maps to ensure compliance with the Subdivision Map Act. Improvement Plans typically include
civil site improvements, off-site improvements in the public right-of-way, underground utility
plans, drainage plans, traffic control plans and landscaping plans. Planning process included
assuring that the new development fit in the larger context of the City of Redwood City’s
infrastructure, storm drainage basin ,water and traffic master plans. Responsible for timely plan
checking and project permitting.
SWINERTON MANAGEMENT & CONSULTING - 4 . PROJECT TEAM / STAFFING
Jorge I. Bermudez
Project Manager
Mr. Bermudez has over 20 years of management experience in design and construction of public
infrastructure, including roadwork, parks and trials, while employed in both the public and private
sectors. Mr. Bermudez excels in construction management, inspections and contract administration. In
addition to his strong field skills, he provides strong quality control and highly technical capabilities on
major public works and building projects. His construction and project management skills include the
utilization of the latest tools such as Microsoft Project, Prolog, Constructware and Primavera Suretrak,
to track and analyze project schedules, inspections, construction costs, design revisions, change orders,
field work orders and contractor performance. Mr. Bermudez is versed in AutoCAD to review, revise
and prepare design details as required to coordinate between the designer and contractor. Lastly, Mr.
Bermudez is highly effective as a Construction Manager and contract administrator because he has
excellent communication skills with the ability to work well with contractors through fair and honest
implementation of the construction contract documents.
Professional Experience
University of West Indies, Jamaica
Provided program and construction management services to North Star Development Jamaica
Limited, who is under contract with the University of West Indies to design and construct a clean
potable underground water system to the University’s Mona Campus in Kingston, Jamaica. Scope of
services for Phase One included the management of design and construction of one production well
10” in diameter with capacity of 500,000 gallon per day, approximately 820 feet deep and 3,000 feet
horizontal infrastructure to deliver the water to the University campus water system. Part of phase
one consisted in the design and construction of a permanent electrical system, permanent booster
system and the construction of a temporary water storage tank and disinfection system, design of
two 750,000 gallon permanent storage tanks. SMC’s role was to be North Star Development “boots
on the ground” in Jamaica providing construction management services in Jamaica. SMC also
managed the project design team in San Francisco and coordinated the various logistical issues
with all stakeholders and the University staff. Phase II consist on the construction of a second
production well and the installation of the 1.5 million gallon storage tanks with their associated
water level monitoring, water quality monitoring, revenue monitoring and treatment facilities.
$5 Million.
City of San Carlos, East Side Connect and Old County Road Undergrounding Project, San
Carlos, CA
Project Manager. Comprehensive construction management services improvements that included
undergrounding of overhead utilities, completion of continuous and consistent sidewalks along both
sides of Old Country Road, addition of pedestrian bulb outs to shorten crossing distances and slow
traffic, completion of wheelchair ramps at all corners, widening of sidewalks to 7 feet, installation
of decorative pavement at crossworks, planting of new street trees, installation of decorative, high-
efficiency street lights, planting areas to treat storm water, bicycle improvements on East San Carlos
Avenue and Old County Road, relocation and signalization of existing pedestrian crossing. This
project included funding sources from the Metropolitan Transportation Commission and from the
Transportation Development Act Article 3 Grant. $5.9 Million.
YEARS OF EXPERIENCE
20+
EDUCATION
B.S., Civil Engineer-
ing, San Francisco State
University
REFERENCES
Mr. Kamal Fallaha
City Engineer
City of East Palo Alto
(650) 853-3118
Mr. Mario Camorongan
CIP Manager
City of Concord
(925) 671-3021
Mr. Tawfic N. Halaby, P.E.
Associate Civil Engineer
City of Richmond
Engineering Services
Department,
(510) 621-1612
tawfic_halaby@ci.richmond.
ca.us
Mr. Sam Bautista, P.E.
Principal Civil Engineer
City of South San
Francisco
(650) 829-6668
Ms. Azalea Mitch
Engineering Service
Manager/City Engineer
City of Menlo Park
(650) 330-6742
aamitch@menlopark.org
Mr. Rene Punsalan
Associate Engineer
City of Menlo Park
650) 330-6758
rapunsalan@menlopark.org
Mr. Andrew Ramirez
Project Manager
North Star Development
Jamaica Limite
(415) 450-1762
aramirez@berkelypartners.
com
SWINERTON MANAGEMENT & CONSULTING - 4 . PROJECT TEAM / STAFFING
Jorge I. Bermudez
Project Manager
East Side Union High School District, Districtwide Projects, San Jose, CA
Project Manager. Comprehensive project/construction management services for districtwide projects
that affect all 23 school sites, including: swimming pool reconstruction, energy services contracts
(ESCO), security camera systems, fire alarm systems replacement, mechanical (HVAC, Electrical
(Switchgear and Electrical Panels) wireless network upgrades and roof replacements, utilizing the
design/build delivery method. Scope of services also includes project coordination with stakeholders,
school administrators, Division of the State Architect, Board of Trustees, replacement of portable
classrooms, building interior renovations, replacements and upgrades of domestic waterlines, exterior
painting, site lighting, ADA compliance upgrades to restrooms and interim housing. $75 Million. Key
projects include:
Fire Alarm Upgrades, $19 Million
Security Cameras, $9 Million
Swimming Pools, $22 Million
HVAC Improvements $11 Million
Photovoltaics and Energy Management Systems, $6 Million
Electrical Switchgear Improvements, $4 Million
Roof Replacements, $8.2 Million
City of Concord 2013 / 2014 Annual Slurry Maintenance Program, Concord, CA
Construction management services for the Annual Slurry Maintenance Program. Scope of work
consists of HMA digouts, slurry seal, concrete curb, gutter and sidewalk replacements, shoulder
backing, and striping on multiple streets, requiring coordination with utility company projects in the
work area, coordination of public notification and handling special access needs of certain residents.
Scope of work also included reviewing a parking lot at a municipal golf course which considered
slurry and overlays. Also coordinated with golf course operations. $1.5 Million.
City of Concord, Progam and Construction Management Services, Concord, CA
Providing ongoing comprehensive program and construction management services to the City of
Concord for various roadways, infrastructure, parks and building projects. Scope of services are
comprehensive and includes pre-planning, programming, project implementation and prioritization,
development of budgets and schedule, community outreach, design management, coordination with
City and regulatory agencies, prequalification, CalTrans, permitting, bid management, preparation
of RFQ’s and RFP’s to initiate environmental studies and design, construction management and
project close-out. The program involves roadways, building improvements, parks, trails and
pathway improvements, sewer rehabilitation, annual paving and street resurfacing program, ADA
improvements, sewer repairs, utilities, pavement resurfacing and restroom modifications. $25Million.
Monte Gardens Sewer Rehabilitation
Monument Trail
Sewer Rehabilitation Projects - Various Locations
2014 Annual Street Pavement and Resurfacing Program
Pine Hollow Retaining Wall
Cowell Road Sewer Repairs near BART
Purchaing Building Renovation
Farm Bureau Road Safe Routes to School
Cowell Smoke Stack
Utilities Coordination
SWINERTON MANAGEMENT & CONSULTING - 4 . PROJECT TEAM / STAFFING
Jorge I. Bermudez
Project Manager
City of South San Francisco, Capital Improvement Program Management Services, South
San Francisco, CA
Project Manager. Program Management and construction management services on over 20 projects
including park improvements, utility undergrounding, sewer and stormwater utilities, traffic
system improvements, bike lanes, roadway and sidewalks, public facilities including: Citywide ADA
improvements, restroom renovations, library entrance and corporation yard stockpile shelter. Working
with the City staff on all aspects of the Capital Improvement Program delivery, from project definition
and feasibility studies to estimating, obtaining permits, project coordination with City departments,
design management, RFP preparation, schedule and budget management, bid management including
bid marketing, solicitation and award, writing staff reports, meeting with stakeholders, managing
the construction and inspections, grant administration and project close-out. $12 Million. Projects
include:
Various Sewer and Storm Drain Utilities - $2.5 Million
Multiple Streets and Traffic System Improvements - $1.9 Million
Parks and Playground Renovations - $1.2 Million
Numerous Public Facility Renovations - $1.3 Million
City of Menlo Park Sharon Heights Pump Station, Menlo Park, CA
Project management services for the complete reconstruction of a Pump Station that provides
potable water to the Stanford Linear Accelerator and approximately 20% of the residential community
in the City of Menlo Park. The project involved complete pump station reconstruction, including
replacement of new underground steel reinforced piping, construction of new pump station CMU
block building, replacement of three pumps and motor assemblies rated at 250 hp, all automatic
controls and instrumentation, new PG&E electrical services, control and pressure reduction valves
and appurtenances. $3 Million.
City of Menlo Park US 101 Highway Interchange at Willow, Menlo Park, CA
Project Manager. Project and Construction Management Services for the City of Menlo Park and East
Palo Alto for the replacement of State Route 101 at Willow Road Interchange. Interagency coordination
with CalTans, cities, utility companies, West Bay Sanitation District and San Mateo County
Transportation Authority. Scope of services included construction inspection services and project
coordination with various agencies for various utilities relocation work within local streets. The liaison
for the City during the construction phase. $60 MIllion.
City of Menlo Park 2014 - 2015 Street Reconstruction, Menlo Park, CA
Project management and inspection services for the 2014 - 2015 street reconstruction program. Scope
of work included complete street reconstructions, ADA ramps installation and modifications, new
sidewalks, curb and gutter replacements, construction of storm drainage facilities, construction and
installation of speed bumps, utility adjustments and valley gutter replacements. $4.5 Million.
City of Concord Monte Garden Sewer Replacement, Concord, CA
Construction management services for the construction of a 8” PVC sewer mainline in a residential
neighborhood. A total of 2,700 LF with 70 laterals of sewer main was installed. Extensive public
outreach was necessary to coordinate service interruptions. Scope of work also included traffic
control and asphalt concrete pavement. Scope of services includes management and inspection of
the general contractor’s work, construction administration including documentation of the CalTrans
Local Procedures Manual and CalTrans Construction Manual, change order reviews, submittals, field
inspections, photographic documentation, utility coordination including QSP/QSD quality assurance
services to monitor general contractor’s implementation of the SWPPP plus SMARTS logging after
storm events, including documentation and draft of the SWPPP Plan review prior to bidding.
$0.95 Million.
SWINERTON MANAGEMENT & CONSULTING - 4 . PROJECT TEAM / STAFFING
Jorge I. Bermudez
Project Manager
City of Menlo Park, On-Call Services, Menlo Park, CA
Construction management Services for various projects including street resurfacing, sidewalk and
storm drainage replacement, construction of new underground water well and pump station, water
line replacements, and water storage tank roof replacement. Worked with City Staff on all aspects
of the Capital Improvement Program through various phases including project definition, project
coordination with various City departments, design and budget management, bid management,
managing construction and inspections. $12 Million. Projects Included:
Santa Cruz Avenue Sidewalk Project - $3.5 Million
2016-2017 Resurfacing Project - $4.0 Million
Corporation Yard Well Project - $0.5 Milli
Warner Range Water Line Replacement - $1.2 Million
Sand Hill Reservoir Roof Replacement - $1.5 Million
Independence Water Line Replacement - $1.5 Million
City of Milpitas, Milpitas, CA
Served 11 years with the City of Milpitas as an Assistant Civil Engineer with increasing levels of project
and construction management experience during that time. Managed major capital improvement
projects serving as Project Lead, from design through construction, implementing quality control
opportunities every step of the way for street improvement projects, buildings, sewer and water
pump station projects with SCADA, hazardous material abatement and site restoration, solar panel
installations, park improvements, audio visual rehabilitation, and many more. He was responsible
for development projects from concept phase, to design, through construction, and during contract
initiation, change order negotiation and documentation , review and approval of progress payments
and project close-out administration and document. He served as liaison with the Department of
Public Works to ensure improvement projects were consistent with city standards and satisfied future
maintenance functions and was responsible for coordinating with inspectors and contractors.
Projects with the City of Milpitas included:
City of Milpitas City Hall, $50 Million
City of Milpitas Main Library Improvements, $50 Million
McCarthy & Gibraltar Pump Stations Improvements with SCADA, $20 Million
City of Milpitas City Hall Audio Visual Upgrades, $1.5 Million
Solar Panels Design and Installation of 1.0 Megawatt at Three City Pump Station Facilities
Abel Street Utility Rehabilitation, $6 Million
Community Center HVAC Upgrade, $0.5 Million.
Jacklin Road Improvements, $1 Million
Windsor Street Realignment, $2.5 Million
Milpitas Boulevard Water Main Project, $6 Million
Annual Street Resurfacing Program, $5 Million
Ayer Water Pump Station Reconstruction, $2 Million
Cracolice Building HVAC and Re-roofing
City of Richmond’s Via Verdi Road Repair and San Pablo Creek Restoration, Richmond, CA
Construction Administrator and Inspector on the Via Verdi Repair and San Pablo Creek Culvert
Replacement Project. This project includes the restoration of a failed large diameter culvert pipe,
reconstruction of a new roadway, new utilities including PG&E gas and electric, water, storm and sewer
infrastructure. This project was funded entirely by Federal and State grants. Specific responsibilities
included assuring that all the documentation was in compliance with CalTrans Local Procedures
Manual and claims management. This project was performed on an accelerated schedule due to permit
restrictions on construction work that took place in navigable waterways of the US. $8 Million.
SWINERTON MANAGEMENT & CONSULTING - 4 . PROJECT TEAM / STAFFING
Jorge I. Bermudez
Project Manager
City of Concord Monument Trail, Concord, CA
Construction management services for the construction of a Class 1, Federally funded 2400-
feet Bicycle trail that parallels State Route 242. Scope of works includes traffic control, concrete
pavement and asphalt concrete pavement over lime-treated sub-base including bicyle trail
markings and signage, concrete curb and gutters, drainage facilities, landscape and irrigation,
electrical power pedestal and electrical lighting. Trail was constructed on top of an existing high
risk utility (Kinder Morgan Fuel Line) that runs the entire length of the trail project. Scope
of services includes management of the general contractor’s work, construction administration
including documentation of the CalTrans Local Procedures Manual and CalTrans Construction
Manual, change order reviews, submittals, field inspections, photographic documentation, utility
coordination including QSP/QSD quality assurance services to monitor general contractor’s
implementation of the SWPPP plus SMARTS logging after storm events, including documentation
and draft of the SWPPP Plan review prior to bidding. $0.5 Million.
Highway 101 and Highway 280 Seismic Retrofits on Multiple Projects, San Francisco,
CA
Construction Engineer for Kiewit Pacific providing construction engineering, field support and
inspection services for the seismic retrofit of Highway 101, Highway 280 and Highway 4 in the Bay
Area. He was responsible for cost estimates, designing falsework, producing trend charts to identify
schedule impact and correction, inspection and for purchasing construction materials for three
major projects. $32 Million.
OTHER PROJECTS INCLUDE:
San Mateo Sewer Treatment Plant Rehabilitation Projects, $20 Million
Several Highway 101 and Highway 280 Improvement Projects, $25 Million
Highway 4 Widening Project, $17 Million
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Jeffrey Neuenburg, E.I.T.
Inspector
Mr. Neuenburg has over five years of experience as a Staff Engineer and Field Technician in the practice
of pavement inspection, soils observation and testing and concrete testing. His variety of experience
includes major transportation infrastructure projects as well as zoned embankment dams and water
resources structures. In addition, he has worked on educational and public works projects throughout
the San Francisco Bay. His focus of work experience is in the construction quality control arena with an
emphasis on earthwork.
Professional Experience
City of San Bruno, Jenevein Avenue Sewer Replacement, San Bruno, CA
Construction Inspector. Construction management and inspection services a sewer replacement
project including horizontal directional drilling, over 2,000 feet of open trench sewer construction,
manhole replacement and roadway milling and overlay. $1.5 Million.
City of San Bruno, Trenton Sewer Replacement, San Bruno, CA
Construction Inspector. Construction management and inspection services sewer construction
and cure-in-place lining. Project included over 2,000 feet of open trench sewer construction, CIPP
lining, top-hat installation at re-instated sewer laterals, manhole rehabilitation and slurry seal of
roadway. $1.3 Million.
County of Santa Cruz, Various Street Projects, Santa Cruz, CA
Primary Technician providing observation and testing services for quality assurance during slurry
seal and chip seal for various locations in Santa Cruz County. Monitored the surface preparation
receiving chip seal before spraying emulsion, monitored spray rate and aggregate distribution for
uniformity. Provided sampling of the emulsion and aggregates for laboratory testing. $2 Million.
City of Concord, Concord Various Streets Preservation, Concord, CA
Pavement Inspector. Scope of work consisted of mobilization, traffic control, cold planing asphalt
concrete pavement, full depth reclamation (FDR), rubberized hot mix asphalt (RHMA) and hot mix
asphalt (HMA) paving, dig-outs, signing, striping and pavement delineation. This is a CalTrans
Local Assistance project. $1.2 Million.
City of Concord, Fiscal Year-End Pavement Rehabilitation, Concord, CA
Construction management and Inspection Services on a highly visible paving project that consisted
of Rubberized Hot Mix Asphalt (RHMA) and Cold-in-Place Recycling on two separate important
roadways in the City. The work included Community Outreach and close coordination with local
residents and businesses. The scope of work included installation of a new underground RCP storm
drain line, new underground fiber optic conduit, interconnect conduit and traffic loops. The work
on Salvio Street also included new ADA curb ramps, milling of existing pavement, and new RHMA.
The work on Oak Grove Road, included coordination with another City project to install a traffic
signal at Sierra Street, new ADA curb ramps, CIR (pavement removal and recycling onsite) and
placement of new Hot Mix Asphalt (HMA) pavement. New signage and pavement striping were also
included on both streets. Construction value: $1.8 Million.
City of South San Francisco, Capital Improvement Program Management Services, South
San Francisco, CA
Construction Inspector. Program Management and construction management services on over 20
projects including park improvements, utility undergrounding, sewer and stormwater utilities,
traffic system improvements, bike lanes, roadway and sidewalks, public facilities including:
Citywide ADA improvements, restroom renovations, library entrance and corporation yard
stockpile shelter. Working with the City staff on all aspects of the Capital Improvement Program
delivery, from project definition and feasibility studies to estimating, obtaining permits, project
YEARS OF EXPERIENCE
5+
EDUCATION
B.S. Civil Engineering, Uni-
versity of the Paciific
May 2011
California Certified
Engineer-In-Training
October 2010
CERTIFICATION
ACI Grade 1
Radiation Safety and Use of
Nuclear Gauge
REFERENCES
Mr. Robert T. Hahn, P.E.
Senior Civil Engineer
City of South San Francisco
South San Francisco, CA
(650) 829-6660
robert.hahn@ssf.net
Mr. Wing Wong
Senior Civil Engineer
City of San Bruno
San Bruno, CA
(650) 740-7368
WWong@sanbruno.ca.gov
SWINERTON MANAGEMENT & CONSULTING - 4. PROJECT TEAM / STAFFING
Jeffrey Neuenburg, E.I.T.
Inspector
coordination with City departments, design management, RFP preparation, schedule and
budget management, bid management including bid marketing, solicitation and award, writing
staff reports, meeting with stakeholders, managing the construction and inspections, grant
administration and project close-out. $12 Million. Projects include:
Various Sewer and Storm Drain Utilities - $2.5 Million
Multiple Streets and Traffic System Improvements - $1.9 Million
Parks and Playground Renovations - $1.2 Million
Numerous Public Facility Renovations - $1.3 Million
Contra Costa County, Upper Sand Creek Basin, Antioch, CA
Field Representative and Onsite Lab Manager for the quality assurance testing for the Division
of Safety of Dams Jurisdictional project. As part of the construction management team, was
responsible for performing observation and testing of each materials for the embankment
construction, cement treated base weir construction, obtaining structural concrete test specimens
and oversaw the onsite laboratory testing operations. Also responsible for data acquisition and
organization, engineering calculations, analysis and presentation. Field duties include sand cone
and nuclear gauge density testing, concrete and soils sampling. $10 Million.
SMART, Sonoma Marin Area Transit District, Sonoma, CA
Primary Earthwork Technician for the initial stages of the track and structure development for
the 70-mile long diesel mechanical unit railway project. Responsible for quality control testing
and monitoring of various railroad components, including railroad drainage systems in wetland
areas, railway bedding, retaining walls, structure backfill, AC testing and sampling at on-grade
crossings. . $690 Million.
City of Foster City, Lakeside Drive Improvements, Foster City, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
City of Berkeley, West Street Improvements, Berkeley, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
City of Berkeley, Ashby Avenue, Sewer Rehabilitation, Berkeley, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
City of Berkeley, Adeline Street, Sewer Rehabilitation, Berkeley, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
City of Berkeley, Ceder Street, Sewer Rehabilitation, Berkeley, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
City of Berkeley, Safe Routes to Transit, Berkeley, CA
Periodic nuclear gauge testing. Provided earthwork observation and testing services.
PROVIDING SEAMLESS SERVICE AND OUTSTANDING SOLUTIONS FOR YOUR COMMUNITY’S ENGINEERING DIVISION
4
C. Project Team / Staffing
Organizational Structure
West Coast Code Consultants, Inc.
Chris Rose
Project Manager
Nader Dahu, PE
Senior Civil Engineer
Jim Diggins, PE
DeBolt Civil Engineering
Civil Plan Review Engineer/Civil Engineer
Nanda Gottiparthy, PE
S&G Associates, Inc.
Civil Plan Review Engineer/Civil Engineer
Eric Schneiderjohn, PE, QSD
Stormwater Specialist
Marty Olsen
Inspector
Dennis McGowen
Inspector
As-Needed Support
Additional Staffing and/or Services
is Available On-Call
Giyan Senaratne, PE, SE, LEED, CASp
Principal in Charge | Q/A Q/C
C. Project Team
Staffing
ATTACHMENT 5
Page 1 of 3
PROVIDING SEAMLESS SERVICE AND OUTSTANDING SOLUTIONS FOR YOUR COMMUNITY’S ENGINEERING DIVISION
C. Project Team / Staffing (continued)
Giyan Senaratne, PE, SE, CASp, LEED AP, will serve as Principal-in-Charge. He
has experience working with some of the most complex mixed-use buildings and
industrial facili1es throughout the State. His knowledge of all codes adopted by
the State of California is sought by many building officials and design
professionals to assist in resolving difficult code issues. He is highly experienced
in successfully managing municipal departments and agency projects from top
to boGom including oversight of licensed engineers, architects and cer1fied
professionals holding excep1onal qualifica1ons and experience in assis1ng
government agencies in ensuring code compliance.
We propose the services of Mr. Chris Rose, Project Manager, as the main point
of contact for engineering support. Mr. Rose has over 17 years of experience in
construc1on, spanning from construc1on of residen1al and commercial
projects, to plan review of the on-site and off-site improvement plans,
budge1ng, value engineering, construc1on management and inspec1ons. He
will carry the overall responsibility to ensure an open and efficient line of
communica1on between City staff, WC3 staff and the City’s clients. He will
maintain the workflow and oversee quality to meet the needs of the City. His
comprehensive resume is included within the Appendix.
Nader Dahu, PE is a licensed civil engineer with over twenty seven years of
Municipal Government experience in Civil engineering, Streets, Storm Drain,
Water, Wastewater, Traffic, Transporta1on, Construc1on, and Structural
engineering. He has experience managing mul1-million-dollar Capital
Improvement Program (CIP) (Planning, Budge1ng, Designing, Inspec1ng and
Managing Construc1on and Close-Out) as well as worked as a Project Manager
of General CIP, Streets, Storm Drain, Water, Wastewater, Traffic, Transporta1on,
and Local, State, Federal Funded Projects from Incep1on through Construc1on
and Close-Out. His high level of experience allows him to provide senior level
management skills, and act as a staff liaison between West Coast Code
Consultants, Inc., city personnel, and other (Private and Public) agencies. His
comprehensive resume is included within the Appendix.
5
C. Project Team
Staffing
ATTACHMENT 5
Page 2 of 3
PROVIDING SEAMLESS SERVICE AND OUTSTANDING SOLUTIONS FOR YOUR COMMUNITY’S ENGINEERING DIVISION
C. Project Team / Staffing (continued)
Additional Support & Staff Collaboration
For this proposal, we have addi1onal support provided by DeBolt Civil
Engineering and S&G Associates, Inc. (SNG).
DeBolt Civil Engineering, delivers professional people with the exper1se and
prac1cal knowledge necessary for any size project. The diversity and variety of
projects ranges from solar power plants to single-family residences, with the
ability to meet aggressive schedules. Key personnel have all worked directly with
jurisdic1ons, contractors and developers and understand the importance of
providing superior engineering services in a 1mely manner. Debolt Civil
Engineering services cover all aspects of engineering review, design, and land
surveying. The following page contains a matrix lis1ng of projects on which WC3
and DeBolt Civil Engineering have successfully partnered. A comprehensive
resume is included within the Appendix.
S&G Associates, Inc. (SNG) was established in 1999, and assists agencies in
municipal engineering with a primary focus on land development, capital
improvement project design and project management, and construc1on
management. SNG services cover all aspects of engineering review, design,
project management and administra1on, bid services, construc1on inspec1ons,
and construc1on management for local agencies. A comprehensive resume is
included within the Appendix.
WC3 Team
Our employees are well known in the construc1on industry and have developed
long-standing rela1onships with not only our clients but also project owners,
architects, engineers, and contractors. We earn the confidence of all project
stakeholders by going the extra mile to resolve code issues, delivering services
on 1me, and assis1ng in ensuring projects will be designed and constructed in
accordance with the mul1ple codes, regula1ons, and ordinances. Complete
resumes are provided in the Appendix.
6
C. Project Team
Staffing
ATTACHMENT 5
Page 3 of 3
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-762 Agenda Date:11/8/2017
Version:1 Item #:1a.
Resolution authorizing the City Manager to approve on-call consulting services agreements with CSG
Consulting,Inc.,Swinerton Management &Consulting,and West Coast Code Consultants,Inc.,for multi-
disciplinary engineering services for the City of South San Francisco’s Capital Improvement Program in an
amount not to exceed $1,700,000 for each firm, for a total amount of $5,100,000 for a three year term.
WHEREAS,the City of South San Francisco (“City”)Public Works Department is responsible for developing,
implementing and delivering the Capital Improvement Program (CIP)on a timely basis and within the
approved budgets; and
WHEREAS,the CIP projects vary in scope and breadth from street improvements,parks,playgrounds,bicycle
and pedestrian improvements,utilities,Water Quality Control Plant improvements and various City-owned
building/facility improvements; and
WHEREAS,the Fiscal Year (FY)2017-18 CIP is one of the largest and most diverse CIPs in the City’s history
with eighty-one (81) projects and a total value of $83.5 million; and
WHEREAS,the CIP projects have competing priorities and require an extensive amount of engineering and
management resources over and above the existing staffing; and
WHEREAS,in order to deliver a majority of the CIP projects in this FY,staff sought proposals from firms to
provide a well-qualified,multi-disciplinary and success oriented team to deliver comprehensive engineering
services to support the City’s CIP; and
WHEREAS,on May 4,2017,City staff issued a Request for Qualifications (RFQ)for the selection of firms to
undertake the municipal engineering services; and
WHEREAS, on June 6, 2017, staff received proposals from three (3) firms; and
WHEREAS,after reviewing the proposals,staff selected three (3)firms for interviews on July 17,2017,and
July 19, 2017; and
WHEREAS,the panel consisted of members from the Public Works Department:Sam Bautista,Principal
Engineer; Richard Cho, Senior Civil Engineer and Patrick Caylao, Associate Civil Engineer; and
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WHEREAS,after reviewing and scoring the interviews of said three (3)firms,CSG Consultants,Inc.(CSG),
Swinerton Management &Consulting (SMC),and West Coast Code Consultants,Inc.(WC3),all three (3)were
selected based upon their experience, resources, familiarity of South San Francisco and positive references; and
WHEREAS,the selection of consulting services is not based on the lowest bidder,but on the firm’s expertise,
experience and references; and
WHEREAS,all three consultants have dedicated resources to perform municipal services in multi-disciplinary
engineering design and construction services throughout design and construction as well as inspection during
construction in order to deliver all projects in a timely manner; and
WHEREAS,the consultants will work on an on-call basis as defined by the City on a project-by-project basis
and all work performed under the agreements will be pursuant to individual work orders that will have a
specifically defined scope and schedule that will be negotiated on a project-by-project basis; and
WHEREAS,the individual agreements will acknowledge that the individual work orders will dictate the work
done under each agreement, up to the not to exceed amount; and
WHEREAS,these costs would be charged against the various projects through their sources of funding and
there is no City obligation to expend any funds under these agreements.
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 Exhibits A,B,and C for multi-
disciplinary engineering services for the City of South San Francisco’s Capital Improvement Program in a total
amount not to exceed $5,100,000 conditioned on CSG Consulting,Inc.,Swinerton Management &Consulting,
and West Coast Code Consultants,Inc.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 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 agreements and any
other related documents on behalf of the City upon timely submission by CSG Consulting,Inc.,Swinerton
Management &Consulting,and West Coast Code Consultants,Inc.signed contracts and all other documents,
subject to approval by the City Attorney.
*****
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ON CALL CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
CSG CONSULTANTS, INC.
THIS AGREEMENT for on-call consulting services is made by and between the City of South San
Francisco (“City”) and CSG Consultants, Inc. (“Consultant”) (together sometimes referred to as the
“Parties”) as of November 8, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide consulting services on an on-call basis to City as described in the Scope of Work attached
hereto and incorporated herein as Exhibit A, at the time and place and in the manner specified by the
respective executed Task Orders, a sample of is attached hereto and incorporated herein as Exhibit B. In
the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, and/or and
any executed Task Orders, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on November 8, 2020, 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 Task Order. Prior to execution of a Task Order, the City shall request a Task Order Scope
Proposal from the Consultant. Consultant shall provide the City with a Task Order Scope
Proposal, and if satisfactory, the City and Consultant shall execute a Task Order. Upon an
executed Task Order, Consultant shall perform the services listed in the Task Order and in
a manner consistent with this Agreement.
1.3 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.
1.4 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.
1.5 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 Section 1.3 above and to satisfy Consultant’s obligations hereunder.
1.6 Public Works Requirements. Because the services described in Exhibit A may include
“work performed during the design and preconstruction phases of construction including,
but not limited to, inspection and land surveying work,” the services may constitute a public
works within the definition of Section 1720(a)(1) of the California Labor Code. As a result,
EXHIBIT A
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Consultant is required to comply with the provisions set forth in Exhibit E, which is attached
hereto and incorporated herein.
Section 2. COMPENSATION. This On-call Services Agreement does not guarantee any amount of
work for the Consultant. Task Orders will be developed and executed as needed and provided for in this
Agreement. The Consultant shall be paid by the City only for completed services rendered under each
approved individual Task Order. Such payment shall be full compensation for payment shall be full
compensation for work performed or services rendered and for all labor, materials, supplies, equipment and
incidentals necessary to complete the work stated in the Task Order. Notwithstanding the foregoing,
Consultant shall not receive total compensation under this Agreement in an amount over One Million
Seven Hundred Thousand Dollars ($1,700,000). In the event of a conflict between this Agreement and
Consultant’s proposal, regarding the amount of compensation, the Agreement shall prevail. The payments
for completed work under an executed Task Order 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
EXHIBIT A
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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 C.
2.6 Reimbursable Expenses. Reimbursable expenses, as specified in Exhibit D, attached
hereto and incorporated herein, shall not exceed Five Thousand Dollars ($5,000).
Expenses not listed below are not chargeable to City. Reimbursable expenses are
included in the total amount of compensation provided under this Agreement that shall not
be exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes. Contractor
represents and warrants that Contractor is a resident of the State of California in
accordance with California Revenue & Taxation Code Section 18662, as it may be
amended, and is exempt from withholding. Contractor accepts sole responsible for
verifying the residency status of any subcontractors and withhold taxes from non-California
subcontractors.
EXHIBIT A
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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.
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
EXHIBIT A
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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.
EXHIBIT A
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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 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.
EXHIBIT A
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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
EXHIBIT A
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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. 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.
EXHIBIT A
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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.
EXHIBIT A
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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.
7.6 Contractor’s Residency and Tax Withholding Contractor declares that Contractor is a
resident of the State of California in accordance with the California Franchise Tax Board
form 590 (“Form 590”), as may be amended, attached hereto and incorporated herein as
Exhibit F. Unless provided with valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Contractor as required by
law. Contractor shall obtain, and maintain on file for three (3) years after the termination of
the Contract, Form 590s from all subcontractors. Contractor accepts sole responsibility for
withholding taxes from any non-California resident subcontractor and shall submit written
documentation of compliance with Contractor's withholding duty to City.
EXHIBIT A
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City of South San Francisco and CSG Consultants, Inc. Page 11 of 16
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
Contractor 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;
EXHIBIT A
Page 11 of 24
Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and CSG Consultants, Inc. Page 12 of 16
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
EXHIBIT A
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City of South San Francisco and CSG Consultants, Inc. Page 13 of 16
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.
EXHIBIT A
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City of South San Francisco and CSG Consultants, Inc. Page 14 of 16
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 Eunejune Kim, City
Engineer/Public Works Director ("Contract Administrator"). All correspondence shall be
directed to or through the Contract Administrator or his or her designee. Further, the
Contract Administrator has authority to approve Task Orders under this Agreement.
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:
EXHIBIT A
Page 14 of 24
Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and CSG Consultants, Inc. Page 15 of 16
Consultant
CSG Consultants, Inc.
550 Pilgrim Drive
Foster City, CA 94404
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, C, D, E, and F 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 Task Order
Exhibit C Compensation Schedule
Exhibit D Reimbursable Expenses
Exhibit E Public Works Requirements
Exhibit F Form 590
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
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
EXHIBIT A
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City of South San Francisco and CSG Consultants, Inc. Page 16 of 16
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.
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager Cyrus Kianpour, PE, PLS
President
CSG Consultants, Inc.
Attest:
____________________________
Krista Martinelli, City Clerk
Approved as to Form:
____________________________
City Attorney
EXHIBIT A
Page 16 of 24
Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit A- Page 1 of 2
EXHIBIT A
SCOPE OF SERVICES
1) Program Management
1.1 Program Management Plan
1.2 Monthly Project Progress Meetings
1.3 Monthly Memorandum Reports
2) Design Management
2.1 Prepare RFP’s for design services
2.2 Prepare staff reports on Council items
2.3 Manage design consultants
2.4 Conduct design coordination meetings with designer and City staff
2.5 Manage project budgets and schedules
2.6 Assist with obtaining permits regional & building permits
2.7 Utility coordination
2.8 Grant funding management & coordination
2.9 Document management
2.10 Public Outreach & City Department stakeholder coordination
3) Preconstruction Services
3.1 Constructability Reviews (Including bid ability reviews)
3.2 Bidding Assistance before and during bid period
3.3 Construction Management Work Plan
3.4 Storm Water Pollution Prevention Plan (SWPPPP)
3.5 Pre-bid walk through and meetings
3.6 Bid Review
3.7 Cash Flow Projections
3.8 Document Review
4) Construction Management
4.1 Pre-construction Conferences
4.2 Communications and Correspondence
4.3 Change Management
4.4 Monthly Construction Progress Reports
4.6 Schedule Monitoring
4. 7 Cost Monitoring
4.8 Progress I Coordination Meetings
4.9 Progress Payment Recommendations
4.10 Enforce Contractors Safety Plans
4.11 Environmental Coordination
4.12 Neighborhood Communication (Public Notices)
4.13 Submittal Management and Review
4.14 Request for Information (RFI) Management
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit A- Page 2 of 2
4.15 Document Management
4.16 Construction Change Order Assistance
4.17 Review Certified Payrolls
4.18 Falsework, Temporary Work Platform & Shoring Review
5) Construction Inspection Activities
5.1 Inspection and Documentation
5.3 Safety
5.4 Review and Maintain "As Constructed Schedule"
5.5 Maintain Photographic and Video Records of Construction Progress
5.6 Review and maintain "As Built" Drawings
5.7 Punchlist and Final Inspection
5.9 Final Acceptance
6) Construction Closeout Activities
6.1 Contract Closeout
6.2 Project Record Drawings
6.3 Final Project Report
6.4 Final Payment
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit B- Page 1 of 1
EXHIBIT B
TASK ORDER
On-Call Consulting Services Agreement
TASK ORDER ##
This Task Order pertains to the On-Call Consulting Services Agreement by and between the City of South
San Francisco ("City"), and [CONSULTANT FIRM NAME] ("CONSULTANT"), dated [AGREEMENT
EFFECTIVE DATE] ("the Agreement"). Task Order ## is generally described as:
1. Sub-task 1.
2. Sub-task 2.
3. Sub-task 3, etc.
Consultant shall perform the Consulting Services on the Project described below as provided herein and in
the On-Call Consulting Services Agreement. This Task Order shall not be binding until it has been properly
signed by both parties. Upon execution, this Task Order shall supplement the Agreement as it pertains to
the Project described below.
PROJECT NAME: Project Name
TASK ORDER NUMBER: #:#
Project Budget: $ Amount - numbers
Task Order Scope: See attached, Attachment 1. [attach specific task scope and cost]
This Task Order is executed this ____ day of ____________, YEAR.
CONSULTANT FIRM NAME
Approved: _________________________________________ Date: _________________________
Name Title
CITY OF SOUTH SAN FRANCISCO
Approved: _________________________________________ Date: _________________________
Eunejune Kim, City Engineer/Public Works Director
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit C - Page 1 of 2
EXHIBIT C
COMPENSATION SCHEDULE
Services are billed on a time and materials basis according to our Standard Rates, shown below.
Professional Engineering Services Hourly Rate
Analyst $115
Engineering Designer $125
Construction Inspector $125
Senior Analyst $135
Assistant Resident Engineer $150
Assistant Engineer $135
Associate Engineer $155
Senior Construction Inspector $145
Senior Engineer $180
Resident Engineer $180
Structure Representative $180
Senior Structural Engineer $185
Senior Project Manager $185
Principal Engineer $200
Senior Principal Engineer $225
Two-Person Survey Crew $300
All hourly rates reflect overhead costs including but not limited to salaries, benefits, Workers
Compensation Insurance and administrative costs such as local mileage, copying, fax, telephone,
mail, in-house printing, software, and computer usage. Reproduction and any subconsultants (if
required) are billed at cost plus 15%.
Rates will remain effective through June 30, 2018. Rates are subject to a 3% annual increase based
on CPI.
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit D - Page 1 of 1
EXHIBIT D
REIMBURSABLE EXPENSES
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 expense shall be attached by the Consultant for approval by the City and shall not exceed
Five Thousand Dollars ($5,000). Reimbursable expenses are included in the total amount of
compensation provided under this Agreement that shall not be exceeded.
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit E - Page 1 of 2
EXHIBIT E
PROVISIONS REQUIRED FOR PUBLIC WORKS CONTRACTS
I. HOURS OF WORK:
A. In accordance with California Labor Code Section 1810, eight (8) hours of labor in performance of
the services described in Exhibit A shall constitute a legal day’s work under this contract.
B. In accordance with California Labor Code Section 1811, the time of service of any worker
employed in performance of the services described in Exhibit A is limited to eight (8) hours during
any one (1) calendar day, and forty (40) hours during any one calendar week, except in
accordance with California Labor Code Section 1815, which provides that work in excess of eight
(8) hours during any one (1) calendar day and forty (40) hours during any one calendar week is
permitted upon compensation for all hours worked in excess of eight (8) hours during any one (1)
calendar day and forty (40) hours during any one (1) calendar week at not less than one-and-
one-half (1.5) times the basic rate of pay.
C. The Consultant and its subcontractors shall forfeit as a penalty to the City twenty five dollars
($25) for each worker employed in the performance of the services described in Exhibit A for
each calendar day during which the worker is required or permitted to work more than eight (8)
hours in any one (1) calendar day, or more than forty (40) hours in any one (1) calendar week, in
violation of the provisions of California Labor Code Section 1810, et seq..
II. WAGES:
A. In accordance with California Labor Code Section 1773.2, the Contractor and any subcontractors
shall pay not less than the general prevailing wages for each craft or type of work needed for
completion of the services described in Exhibit A, as published by the State of California
Department of Industrial Relations, Division of Labor Statistics and Research. A copy of this
publication is on file in the City Public Works Office and shall be made available on request.
B. Pursuant to Labor Code Section 1775, Contractor may be subject to a penalty of up to two
hundred dollars ($200) per day for each worker engaged in the performance of the services
described in Exhibit A that the Consultant or any subcontractor pays less than the specified
prevailing wage. The Consultant or subcontractor shall also pay the difference between the
prevailing wage rates and the amount paid to each worker for each calendar day or portion
thereof for which each worker was paid less than the prevailing wage rate.
C. Consultant shall comply with all of the following requirements:
1. contracts between the Consultant and the subcontractor for the performance of part of
the services described in Exhibit A shall include a copy of the provisions of California
Labor Code Sections 1771, 1775, 1776, 1777.5, 1813, and 1815.
EXHIBIT A
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City of South San Francisco and CSG Consultants, Inc. -Exhibit E - Page 2 of 2
2. The Consultant shall monitor payment of the specified general prevailing rate of per diem
wages by the subcontractor by periodic review of the subcontractor’s certified payroll
records.
3. Upon becoming aware of a subcontractor’s failure to pay the specified prevailing rate of
wages, the Consultant shall diligently take corrective action to halt or rectify the failure,
including, but not limited to, retaining sufficient funds due the subcontractor for
performance of the services described in Exhibit A.
4. Prior to making final payment to the subcontractor, the Consultant shall obtain an
affidavit signed under penalty of perjury from the subcontractor that the subcontractor
has paid the specified general prevailing rate of per diem wages for employees engaged
in the performance of the services described in Exhibit A and any amounts due pursuant
to California Labor Code Section 1813.
D. In accordance with California Labor Code Section 1776, the Consultant and each subcontractor
engaged in performance of the services described in Exhibit A shall keep accurate payroll
records showing the name, address, social security number, work, straight time and overtime
hours worked each day and week, and the actual per diem wages paid to each journeyman,
apprentice, worker, or other employee employed in performance of the services described in
Exhibit A. Each payroll record shall contain or be verified by a written declaration that it is made
under penalty of perjury, stating both of the following:
1. The information contained in the payroll record is true and correct.
2. The employer has complied with the requirements of Sections 1771, 1811, and 1815 for
any work performed by the employer’s employees on the public works project.
The payroll records required pursuant to California Labor Code Section 1776 shall be certified
and shall be available for inspection by the City and its authorized representatives, the Division of
Labor Standards Enforcement, the Division of Apprenticeship Standards of the Department of
Industrial Relations and shall otherwise be available for inspection in accordance with California
Labor Code Section 1776.
E. In accordance with California Labor Code Section 1777.5, the Consultant, on behalf of the
Consultant and any subcontractors engaged in performance of the services described in Exhibit
A, shall be responsible for ensuring compliance with California Labor Code Section 1777.5
governing employment and payment of apprentices on public works contracts.
EXHIBIT A
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and CSG Consultants, Inc. -Exhibit F - Page 1 of 1
EXHIBIT F
FORM 590
EXHIBIT A
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Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and Swinerton Management & Consulting Page 1 of 16
ON CALL CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
SWINERTON MANAGEMENT & CONSULTING
THIS AGREEMENT for on-call consulting services is made by and between the City of South San
Francisco (“City”) and Swinerton Management & Consulting (“Consultant”) (together sometimes referred to
as the “Parties”) as of November 8, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide consulting services on an on-call basis to City as described in the Scope of Work attached
hereto and incorporated herein as Exhibit A, at the time and place and in the manner specified by the
respective executed Task Orders, a sample of is attached hereto and incorporated herein as Exhibit B. In
the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, and/or and
any executed Task Orders, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on November 7, 2020, 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 Task Order. Prior to execution of a Task Order, the City shall request a Task Order Scope
Proposal from the Consultant. Consultant shall provide the City with a Task Order Scope
Proposal, and if satisfactory, the City and Consultant shall execute a Task Order. Upon an
executed Task Order, Consultant shall perform the services listed in the Task Order and in
a manner consistent with this Agreement.
1.3 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.
1.4 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.
1.5 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 Section 1.3 above and to satisfy Consultant’s obligations hereunder.
1.6 Public Works Requirements. Because the services described in Exhibit A may include
“work performed during the design and preconstruction phases of construction including,
but not limited to, inspection and land surveying work,” the services may constitute a public
works within the definition of Section 1720(a)(1) of the California Labor Code. As a result,
EXHIBIT B
Page 1 of 24
Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and Swinerton Management & Consulting Page 2 of 16
Consultant is required to comply with the provisions set forth in Exhibit E, which is attached
hereto and incorporated herein.
Section 2. COMPENSATION. This On-call Services Agreement does not guarantee any amount of
work for the Consultant. Task Orders will be developed and executed as needed and provided for in this
Agreement. The Consultant shall be paid by the City only for completed services rendered under each
approved individual Task Order. Such payment shall be full compensation for payment shall be full
compensation for work performed or services rendered and for all labor, materials, supplies, equipment and
incidentals necessary to complete the work stated in the Task Order. Notwithstanding the foregoing,
Consultant shall not receive total compensation under this Agreement in an amount over One Million
Seven Hundred Thousand Dollars ($1,700,000.00). In the event of a conflict between this Agreement and
Consultant’s proposal, regarding the amount of compensation, the Agreement shall prevail. The payments
for completed work under an executed Task Order 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
EXHIBIT B
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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 C.
2.6 Reimbursable Expenses. Reimbursable expenses, as specified in Exhibit D, attached
hereto and incorporated herein, shall not exceed Five Thousand Dollars ($5,000).
Expenses not listed below are not chargeable to City. Reimbursable expenses are
included in the total amount of compensation provided under this Agreement that shall not
be exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes. Contractor
represents and warrants that Contractor is a resident of the State of California in
accordance with California Revenue & Taxation Code Section 18662, as it may be
amended, and is exempt from withholding. Contractor accepts sole responsible for
verifying the residency status of any subcontractors and withhold taxes from non-California
subcontractors.
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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.
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
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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.
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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 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.
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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
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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. 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.
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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.
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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.
7.6 Contractor’s Residency and Tax Withholding Contractor declares that Contractor is a
resident of the State of California in accordance with the California Franchise Tax Board
form 590 (“Form 590”), as may be amended, attached hereto and incorporated herein as
Exhibit F. Unless provided with valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Contractor as required by
law. Contractor shall obtain, and maintain on file for three (3) years after the termination of
the Contract, Form 590s from all subcontractors. Contractor accepts sole responsibility for
withholding taxes from any non-California resident subcontractor and shall submit written
documentation of compliance with Contractor's withholding duty to City.
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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
Contractor 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;
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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
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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.
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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 Eunejune Kim, City
Engineer/Public Works Director ("Contract Administrator"). All correspondence shall be
directed to or through the Contract Administrator or his or her designee. Further, the
Contract Administrator has authority to approve Task Orders under this Agreement.
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:
EXHIBIT B
Page 14 of 24
Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and Swinerton Management & Consulting Page 15 of 16
Consultant
Swinerton Management & Consulting
260 Townsend Street
San Francisco, CA 94107
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, C, D, E, and F 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 Task Order
Exhibit C Compensation Schedule
Exhibit D Reimbursable Expenses
Exhibit E Public Works Requirements
Exhibit F Form 590
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
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
EXHIBIT B
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Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and Swinerton Management & Consulting Page 16 of 16
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.
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager Jeffrey Gee, AIA
Vice President / General Manager
Attest:
____________________________
Krista Martinelli, City Clerk
Approved as to Form:
____________________________
City Attorney
EXHIBIT B
Page 16 of 24
Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit A- Page 1 of 2
EXHIBIT A
SCOPE OF SERVICES
1) Program Management
1.1 Program Management Plan
1.2 Monthly Project Progress Meetings
1.3 Monthly Memorandum Reports
2) Design Management
2.1 Prepare RFP’s for design services
2.2 Prepare staff reports on Council items
2.3 Manage design consultants
2.4 Conduct design coordination meetings with designer and City staff
2.5 Manage project budgets and schedules
2.6 Assist with obtaining permits regional & building permits
2.7 Utility coordination
2.8 Grant funding management & coordination
2.9 Document management
2.10 Public Outreach & City Department stakeholder coordination
3) Preconstruction Services
3.1 Constructability Reviews (Including bid ability reviews)
3.2 Bidding Assistance before and during bid period
3.3 Construction Management Work Plan
3.4 Storm Water Pollution Prevention Plan (SWPPPP)
3.5 Pre-bid walk through and meetings
3.6 Bid Review
3.7 Cash Flow Projections
3.8 Document Review
4) Construction Management
4.1 Pre-construction Conferences
4.2 Communications and Correspondence
4.3 Change Management
4.4 Monthly Construction Progress Reports
4.6 Schedule Monitoring
4. 7 Cost Monitoring
4.8 Progress I Coordination Meetings
4.9 Progress Payment Recommendations
4.10 Enforce Contractors Safety Plans
4.11 Environmental Coordination
4.12 Neighborhood Communication (Public Notices)
4.13 Submittal Management and Review
4.14 Request for Information (RFI) Management
EXHIBIT B
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4.15 Document Management
4.16 Construction Change Order Assistance
4.17 Review Certified Payrolls
4.18 Falsework, Temporary Work Platform & Shoring Review
5) Construction Inspection Activities
5.1 Inspection and Documentation
5.3 Safety
5.4 Review and Maintain "As Constructed Schedule"
5.5 Maintain Photographic and Video Records of Construction Progress
5.6 Review and maintain "As Built" Drawings
5.7 Punchlist and Final Inspection
5.9 Final Acceptance
6) Construction Closeout Activities
6.1 Contract Closeout
6.2 Project Record Drawings
6.3 Final Project Report
6.4 Final Payment
EXHIBIT B
Page 18 of 24
Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit B- Page 1 of 1
EXHIBIT B
TASK ORDER
On-Call Consulting Services Agreement
TASK ORDER ##
This Task Order pertains to the On-Call Consulting Services Agreement by and between the City of South
San Francisco ("City"), and [CONSULTANT FIRM NAME] ("CONSULTANT"), dated [AGREEMENT
EFFECTIVE DATE] ("the Agreement"). Task Order ## is generally described as:
1. Sub-task 1.
2. Sub-task 2.
3. Sub-task 3, etc.
Consultant shall perform the Consulting Services on the Project described below as provided herein and in
the On-Call Consulting Services Agreement. This Task Order shall not be binding until it has been properly
signed by both parties. Upon execution, this Task Order shall supplement the Agreement as it pertains to
the Project described below.
PROJECT NAME: Project Name
TASK ORDER NUMBER: #:#
Project Budget: $ Amount - numbers
Task Order Scope: See attached, Attachment 1. [attach specific task scope and cost]
This Task Order is executed this ____ day of ____________, YEAR.
CONSULTANT FIRM NAME
Approved: _________________________________________ Date: _________________________
Name Title
CITY OF SOUTH SAN FRANCISCO
Approved: _________________________________________ Date: _________________________
Eunejune Kim, City Engineer/Public Works Director
EXHIBIT B
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit D - Page 1 of 1
EXHIBIT C
COMPENSATION SCHEDULE
EXHIBIT B
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit D - Page 1 of 1
EXHIBIT D
REIMBURSABLE EXPENSES
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 expense shall be attached by the Consultant for approval by the City and shall not exceed
Five Thousand Dollars ($5,000). Reimbursable expenses are included in the total amount of
compensation provided under this Agreement that shall not be exceeded.
EXHIBIT B
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit E - Page 1 of 2
EXHIBIT E
PROVISIONS REQUIRED FOR PUBLIC WORKS CONTRACTS
I. HOURS OF WORK:
A. In accordance with California Labor Code Section 1810, eight (8) hours of labor in performance of
the services described in Exhibit A shall constitute a legal day’s work under this contract.
B. In accordance with California Labor Code Section 1811, the time of service of any worker
employed in performance of the services described in Exhibit A is limited to eight (8) hours during
any one (1) calendar day, and forty (40) hours during any one calendar week, except in
accordance with California Labor Code Section 1815, which provides that work in excess of eight
(8) hours during any one (1) calendar day and forty (40) hours during any one calendar week is
permitted upon compensation for all hours worked in excess of eight (8) hours during any one (1)
calendar day and forty (40) hours during any one (1) calendar week at not less than one-and-
one-half (1.5) times the basic rate of pay.
C. The Consultant and its subcontractors shall forfeit as a penalty to the City twenty five dollars
($25) for each worker employed in the performance of the services described in Exhibit A for
each calendar day during which the worker is required or permitted to work more than eight (8)
hours in any one (1) calendar day, or more than forty (40) hours in any one (1) calendar week, in
violation of the provisions of California Labor Code Section 1810, et seq..
II. WAGES:
A. In accordance with California Labor Code Section 1773.2, the Contractor and any subcontractors
shall pay not less than the general prevailing wages for each craft or type of work needed for
completion of the services described in Exhibit A, as published by the State of California
Department of Industrial Relations, Division of Labor Statistics and Research. A copy of this
publication is on file in the City Public Works Office and shall be made available on request.
B. Pursuant to Labor Code Section 1775, Contractor may be subject to a penalty of up to two
hundred dollars ($200) per day for each worker engaged in the performance of the services
described in Exhibit A that the Consultant or any subcontractor pays less than the specified
prevailing wage. The Consultant or subcontractor shall also pay the difference between the
prevailing wage rates and the amount paid to each worker for each calendar day or portion
thereof for which each worker was paid less than the prevailing wage rate.
C. Consultant shall comply with all of the following requirements:
1. contracts between the Consultant and the subcontractor for the performance of part of
the services described in Exhibit A shall include a copy of the provisions of California
Labor Code Sections 1771, 1775, 1776, 1777.5, 1813, and 1815.
EXHIBIT B
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2. The Consultant shall monitor payment of the specified general prevailing rate of per diem
wages by the subcontractor by periodic review of the subcontractor’s certified payroll
records.
3. Upon becoming aware of a subcontractor’s failure to pay the specified prevailing rate of
wages, the Consultant shall diligently take corrective action to halt or rectify the failure,
including, but not limited to, retaining sufficient funds due the subcontractor for
performance of the services described in Exhibit A.
4. Prior to making final payment to the subcontractor, the Consultant shall obtain an
affidavit signed under penalty of perjury from the subcontractor that the subcontractor
has paid the specified general prevailing rate of per diem wages for employees engaged
in the performance of the services described in Exhibit A and any amounts due pursuant
to California Labor Code Section 1813.
D. In accordance with California Labor Code Section 1776, the Consultant and each subcontractor
engaged in performance of the services described in Exhibit A shall keep accurate payroll
records showing the name, address, social security number, work, straight time and overtime
hours worked each day and week, and the actual per diem wages paid to each journeyman,
apprentice, worker, or other employee employed in performance of the services described in
Exhibit A. Each payroll record shall contain or be verified by a written declaration that it is made
under penalty of perjury, stating both of the following:
1. The information contained in the payroll record is true and correct.
2. The employer has complied with the requirements of Sections 1771, 1811, and 1815 for
any work performed by the employer’s employees on the public works project.
The payroll records required pursuant to California Labor Code Section 1776 shall be certified
and shall be available for inspection by the City and its authorized representatives, the Division of
Labor Standards Enforcement, the Division of Apprenticeship Standards of the Department of
Industrial Relations and shall otherwise be available for inspection in accordance with California
Labor Code Section 1776.
E. In accordance with California Labor Code Section 1777.5, the Consultant, on behalf of the
Consultant and any subcontractors engaged in performance of the services described in Exhibit
A, shall be responsible for ensuring compliance with California Labor Code Section 1777.5
governing employment and payment of apprentices on public works contracts.
EXHIBIT B
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Consulting Services Agreement between November 8, 2017
City of South San Francisco and Swinerton Management & Consulting -Exhibit F - Page 1 of 1
EXHIBIT F
FORM 590
EXHIBIT B
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Consulting Services Agreement between [Rev:2.13.2014] November 8, 2017
City of South San Francisco and West Coast Code Consultants, Inc. Page 1 of 16
ON CALL CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
WEST COAST CODE CONSULTANTS, INC.
THIS AGREEMENT for on-call consulting services is made by and between the City of South San
Francisco (“City”) and West Coast Code Consultants, Inc. (“Consultant”) (together sometimes referred to as
the “Parties”) as of November 8, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement, Consultant
shall provide consulting services on an on-call basis to City as described in the Scope of Work attached
hereto and incorporated herein as Exhibit A, at the time and place and in the manner specified by the
respective executed Task Orders, a sample of is attached hereto and incorporated herein as Exhibit B. In
the event of a conflict in or inconsistency between the terms of this Agreement and Exhibit A, and/or and
any executed Task Orders, the Agreement shall prevail.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on November 7, 2020, 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 Task Order. Prior to execution of a Task Order, the City shall request a Task Order Scope
Proposal from the Consultant. Consultant shall provide the City with a Task Order Scope
Proposal, and if satisfactory, the City and Consultant shall execute a Task Order. Upon an
executed Task Order, Consultant shall perform the services listed in the Task Order and in
a manner consistent with this Agreement.
1.3 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.
1.4 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.
1.5 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 Section 1.3 above and to satisfy Consultant’s obligations hereunder.
1.6 Public Works Requirements. Because the services described in Exhibit A may include
“work performed during the design and preconstruction phases of construction including,
but not limited to, inspection and land surveying work,” the services may constitute a public
works within the definition of Section 1720(a)(1) of the California Labor Code. As a result,
EXHIBIT C
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Consultant is required to comply with the provisions set forth in Exhibit E, which is attached
hereto and incorporated herein.
Section 2. COMPENSATION. This On-call Services Agreement does not guarantee any amount of
work for the Consultant. Task Orders will be developed and executed as needed and provided for in this
Agreement. The Consultant shall be paid by the City only for completed services rendered under each
approved individual Task Order. Such payment shall be full compensation for payment shall be full
compensation for work performed or services rendered and for all labor, materials, supplies, equipment and
incidentals necessary to complete the work stated in the Task Order. Notwithstanding the foregoing,
Consultant shall not receive total compensation under this Agreement in an amount over One Million
Seven Hundred Thousand Dollars ($1,700,000.00). In the event of a conflict between this Agreement and
Consultant’s proposal, regarding the amount of compensation, the Agreement shall prevail. The payments
for completed work under an executed Task Order 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
EXHIBIT C
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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 C.
2.6 Reimbursable Expenses. Reimbursable expenses, as specified in Exhibit D, attached
hereto and incorporated herein, shall not exceed Five Thousand Dollars ($5,000).
Expenses not listed below are not chargeable to City. Reimbursable expenses are
included in the total amount of compensation provided under this Agreement that shall not
be exceeded.
2.7 Payment of Taxes. Consultant is solely responsible for the payment of employment taxes
incurred under this Agreement and any similar federal or state taxes. Contractor
represents and warrants that Contractor is a resident of the State of California in
accordance with California Revenue & Taxation Code Section 18662, as it may be
amended, and is exempt from withholding. Contractor accepts sole responsible for
verifying the residency status of any subcontractors and withhold taxes from non-California
subcontractors.
EXHIBIT C
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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.
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
EXHIBIT C
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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.
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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 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.
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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
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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. 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.
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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.
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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.
7.6 Contractor’s Residency and Tax Withholding Contractor declares that Contractor is a
resident of the State of California in accordance with the California Franchise Tax Board
form 590 (“Form 590”), as may be amended, attached hereto and incorporated herein as
Exhibit F. Unless provided with valid, written evidence of an exemption or waiver from
withholding, City may withhold California taxes from payments to Contractor as required by
law. Contractor shall obtain, and maintain on file for three (3) years after the termination of
the Contract, Form 590s from all subcontractors. Contractor accepts sole responsibility for
withholding taxes from any non-California resident subcontractor and shall submit written
documentation of compliance with Contractor's withholding duty to City.
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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
Contractor 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;
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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
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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.
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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 Eunejune Kim, City
Engineer/Public Works Director ("Contract Administrator"). All correspondence shall be
directed to or through the Contract Administrator or his or her designee. Further, the
Contract Administrator has authority to approve Task Orders under this Agreement.
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:
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Consultant
West Coast Code Consultants, Inc.
2400 Camino Ramon, Suite 240
San Ramon, CA 94583
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, C, D, E, and F 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 Task Order
Exhibit C Compensation Schedule
Exhibit D Reimbursable Expenses
Exhibit E Public Works Requirements
Exhibit F Form 590
10.13 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be an original and all of which together shall constitute one agreement.
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
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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.
The Parties have executed this Agreement as of the Effective Date.
CITY OF SOUTH SAN FRANCISCO CONSULTANT
____________________________ ______________________________
Mike Futrell, City Manager Giyan Senaratne, PE, SE, LEED AP, CASp
Principal / CEO
Attest:
____________________________
Krista Martinelli, City Clerk
Approved as to Form:
____________________________
City Attorney
EXHIBIT C
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EXHIBIT A
SCOPE OF SERVICES
1) Program Management
1.1 Program Management Plan
1.2 Monthly Project Progress Meetings
1.3 Monthly Memorandum Reports
2) Design Management
2.1 Prepare RFP’s for design services
2.2 Prepare staff reports on Council items
2.3 Manage design consultants
2.4 Conduct design coordination meetings with designer and City staff
2.5 Manage project budgets and schedules
2.6 Assist with obtaining permits regional & building permits
2.7 Utility coordination
2.8 Grant funding management & coordination
2.9 Document management
2.10 Public Outreach & City Department stakeholder coordination
3) Preconstruction Services
3.1 Constructability Reviews (Including bid ability reviews)
3.2 Bidding Assistance before and during bid period
3.3 Construction Management Work Plan
3.4 Storm Water Pollution Prevention Plan (SWPPPP)
3.5 Pre-bid walk through and meetings
3.6 Bid Review
3.7 Cash Flow Projections
3.8 Document Review
4) Construction Management
4.1 Pre-construction Conferences
4.2 Communications and Correspondence
4.3 Change Management
4.4 Monthly Construction Progress Reports
4.6 Schedule Monitoring
4. 7 Cost Monitoring
4.8 Progress I Coordination Meetings
4.9 Progress Payment Recommendations
4.10 Enforce Contractors Safety Plans
4.11 Environmental Coordination
4.12 Neighborhood Communication (Public Notices)
4.13 Submittal Management and Review
4.14 Request for Information (RFI) Management
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4.15 Document Management
4.16 Construction Change Order Assistance
4.17 Review Certified Payrolls
4.18 Falsework, Temporary Work Platform & Shoring Review
5) Construction Inspection Activities
5.1 Inspection and Documentation
5.3 Safety
5.4 Review and Maintain "As Constructed Schedule"
5.5 Maintain Photographic and Video Records of Construction Progress
5.6 Review and maintain "As Built" Drawings
5.7 Punchlist and Final Inspection
5.9 Final Acceptance
6) Construction Closeout Activities
6.1 Contract Closeout
6.2 Project Record Drawings
6.3 Final Project Report
6.4 Final Payment
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EXHIBIT B
TASK ORDER
On-Call Consulting Services Agreement
TASK ORDER ##
This Task Order pertains to the On-Call Consulting Services Agreement by and between the City of South
San Francisco ("City"), and [CONSULTANT FIRM NAME] ("CONSULTANT"), dated [AGREEMENT
EFFECTIVE DATE] ("the Agreement"). Task Order ## is generally described as:
1. Sub-task 1.
2. Sub-task 2.
3. Sub-task 3, etc.
Consultant shall perform the Consulting Services on the Project described below as provided herein and in
the On-Call Consulting Services Agreement. This Task Order shall not be binding until it has been properly
signed by both parties. Upon execution, this Task Order shall supplement the Agreement as it pertains to
the Project described below.
PROJECT NAME: Project Name
TASK ORDER NUMBER: #:#
Project Budget: $ Amount - numbers
Task Order Scope: See attached, Attachment 1. [attach specific task scope and cost]
This Task Order is executed this ____ day of ____________, YEAR.
CONSULTANT FIRM NAME
Approved: _________________________________________ Date: _________________________
Name Title
CITY OF SOUTH SAN FRANCISCO
Approved: _________________________________________ Date: _________________________
Eunejune Kim, City Engineer/Public Works Director
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EXHIBIT C
COMPENSATION SCHEDULE
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EXHIBIT D
REIMBURSABLE EXPENSES
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 expense shall be attached by the Consultant for approval by the City and shall not exceed
Five Thousand Dollars ($5,000). Reimbursable expenses are included in the total amount of
compensation provided under this Agreement that shall not be exceeded.
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EXHIBIT E
PROVISIONS REQUIRED FOR PUBLIC WORKS CONTRACTS
I. HOURS OF WORK:
A. In accordance with California Labor Code Section 1810, eight (8) hours of labor in performance of
the services described in Exhibit A shall constitute a legal day’s work under this contract.
B. In accordance with California Labor Code Section 1811, the time of service of any worker
employed in performance of the services described in Exhibit A is limited to eight (8) hours during
any one (1) calendar day, and forty (40) hours during any one calendar week, except in
accordance with California Labor Code Section 1815, which provides that work in excess of eight
(8) hours during any one (1) calendar day and forty (40) hours during any one calendar week is
permitted upon compensation for all hours worked in excess of eight (8) hours during any one (1)
calendar day and forty (40) hours during any one (1) calendar week at not less than one-and-
one-half (1.5) times the basic rate of pay.
C. The Consultant and its subcontractors shall forfeit as a penalty to the City twenty five dollars
($25) for each worker employed in the performance of the services described in Exhibit A for
each calendar day during which the worker is required or permitted to work more than eight (8)
hours in any one (1) calendar day, or more than forty (40) hours in any one (1) calendar week, in
violation of the provisions of California Labor Code Section 1810, et seq..
II. WAGES:
A. In accordance with California Labor Code Section 1773.2, the Contractor and any subcontractors
shall pay not less than the general prevailing wages for each craft or type of work needed for
completion of the services described in Exhibit A, as published by the State of California
Department of Industrial Relations, Division of Labor Statistics and Research. A copy of this
publication is on file in the City Public Works Office and shall be made available on request.
B. Pursuant to Labor Code Section 1775, Contractor may be subject to a penalty of up to two
hundred dollars ($200) per day for each worker engaged in the performance of the services
described in Exhibit A that the Consultant or any subcontractor pays less than the specified
prevailing wage. The Consultant or subcontractor shall also pay the difference between the
prevailing wage rates and the amount paid to each worker for each calendar day or portion
thereof for which each worker was paid less than the prevailing wage rate.
C. Consultant shall comply with all of the following requirements:
1. contracts between the Consultant and the subcontractor for the performance of part of
the services described in Exhibit A shall include a copy of the provisions of California
Labor Code Sections 1771, 1775, 1776, 1777.5, 1813, and 1815.
EXHIBIT C
Page 22 of 24
Consulting Services Agreement between November 8, 2017
City of South San Francisco and West Coast Code Consultants, Inc. -Exhibit E - Page 2 of 2
2. The Consultant shall monitor payment of the specified general prevailing rate of per diem
wages by the subcontractor by periodic review of the subcontractor’s certified payroll
records.
3. Upon becoming aware of a subcontractor’s failure to pay the specified prevailing rate of
wages, the Consultant shall diligently take corrective action to halt or rectify the failure,
including, but not limited to, retaining sufficient funds due the subcontractor for
performance of the services described in Exhibit A.
4. Prior to making final payment to the subcontractor, the Consultant shall obtain an
affidavit signed under penalty of perjury from the subcontractor that the subcontractor
has paid the specified general prevailing rate of per diem wages for employees engaged
in the performance of the services described in Exhibit A and any amounts due pursuant
to California Labor Code Section 1813.
D. In accordance with California Labor Code Section 1776, the Consultant and each subcontractor
engaged in performance of the services described in Exhibit A shall keep accurate payroll
records showing the name, address, social security number, work, straight time and overtime
hours worked each day and week, and the actual per diem wages paid to each journeyman,
apprentice, worker, or other employee employed in performance of the services described
in Exhibit A. Each payroll record shall contain or be verified by a written declaration that it is
made under penalty of perjury, stating both of the following:
1. The information contained in the payroll record is true and correct.
2. The employer has complied with the requirements of Sections 1771, 1811, and 1815 for
any work performed by the employer’s employees on the public works project.
The payroll records required pursuant to California Labor Code Section 1776 shall be certified
and shall be available for inspection by the City and its authorized representatives, the Division of
Labor Standards Enforcement, the Division of Apprenticeship Standards of the Department of
Industrial Relations and shall otherwise be available for inspection in accordance with California
Labor Code Section 1776.
E. In accordance with California Labor Code Section 1777.5, the Consultant, on behalf of the
Consultant and any subcontractors engaged in performance of the services described in Exhibit
A, shall be responsible for ensuring compliance with California Labor Code Section 1777.5
governing employment and payment of apprentices on public works contracts.
EXHIBIT C
Page 23 of 24
Consulting Services Agreement between November 8, 2017
City of South San Francisco and West Coast Code Consultants, Inc. -Exhibit F - Page 1 of 1
EXHIBIT F
FORM 590
EXHIBIT C
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 #:17-955 Agenda Date:11/8/2017
Version:1 Item #:2.
Report regarding a resolution approving a consulting services agreement with e-Builder Inc.of Plantation,
Florida,for a five year term in a total not to exceed amount of $616,316 for capital project management
software,amending the Fiscal Year 2017-18 Capital Improvement Program,appropriating a project budget of
$249,166, and approving budget amendment 18.012.(Justin Lovell, Public Works Administrator)
RECOMMENDATION
It is recommended that the City Council adopt a resolution approving a consulting services agreement
with e-Builder Inc.of Plantation,Florida,for a five year term in a total not to exceed amount of $616,316
for capital project management software,amending the Fiscal Year 2017-18 Capital Improvement
Program, appropriating a project budget of $249,166, and approving budget amendment 18.012.
BACKGROUND/DISCUSSION
The Public Works Department is responsible for developing the annual Capital Improvement Program (CIP)
and the successful implementation of its projects.The current CIP budget is more than $83 million,the largest
and most diverse CIP in the City’s history.Current CIP projections anticipates the CIP growing in size and
complexity over the next five years and staff is looking for a more efficient and collaborative project delivery
process.
The current process for project delivery includes numerous discrete processes that take place in unlinked
databases and programs for each phase of a project from initial inception,budget establishment,design,
construction,administration,and accounting.It is estimated that inefficiencies in this system currently represent
a loss of 50 staff hours per month.While the current practices and staff facilitate successful completion of
projects,the increased complexity and volume of projects (over 80)become difficult to manage in a paper,
individual file-based fashion.Staff feels that it is necessary to utilize current software technology to help
efficiently and accurately manage the CIP process from forecasting,scheduling,document control,workflow,
and communication management.
Needs Assessment
Staff assessed the current practices and processes associated with the administration,management,and
documentation of the current CIP project delivery system,and has determined that a software as a service (SaaS
or internet-based software)would provide a great improvement in all aspects of the CIP project delivery
system.Modern project management software increases accessibility to all users,allows for real-time updates
via mobile devices in the field,tracks tasks,scheduling,and creates an organized system for all
correspondences and documents for future reference.Additional needs include a platform that will allow for the
incorporation of fund budgeting structure and mirror current accounting practices.Basic elements of the
software include hosting a document repository with a single version of project documents,ability to track and
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software include hosting a document repository with a single version of project documents,ability to track and
store all communications,provide options for exporting documents,standardizing workflow processes,
scheduling, program management, and providing integrated reporting and dashboards.
Evaluation
The research,evaluation,and selection process consisted of two phases.In phase one,staff used the needs
assessment to research capital project management software platforms and performed an initial screening of
nine firms to further evaluate based on City’s needs.
·Aconex
·Buildertrend
·CM Fusion
·e-Builder
·E Sub Construction Software
·Premier Construction Software
·Primavera by Oracle
·Procore
·ProjectWise by Bentley
Upon review of the nine capital project management software firms,staff shortlisted three firms and invited the
firms to provide a proposal and demonstration addressing the City’s requirements..On August 11,2017,the
three firms presented their capital project management software product. The three shortlisted firms included:
·Procore Technologies, Incorporated of Carpinteria, CA;
·Bentley Systems, Incorporated (ProjectWise) of Exton, PA; and
·e-Builder of Plantation, FL
There are not many comparable capital project management software available,as each capital project
management software has a specialty niche.Staff invited a range of capital project management software firms
in order to see if the Public Works Department’s needs could be met with any range of capital project
management software.Each of the three shortlisted software firms that were selected had specialty niches with
regards to capital project management.Procore Technologies specializes in the contractors’side construction
management,focusing on the contractor/subcontractor relationship.Bentley Systems Project Wise specializes
in document management and scheduling for the design consultant.e-Builder specializes in owner-centric
capital project management including budget forecasting.
In phase two,staff reviewed the functional capabilities,technical requirements,ease of use,support and
maintenance practices for each of the software providers during the proposal presentations.The evaluation
committee was comprised of eight members of staff from the following departments:Public Works,Parks and
Recreation, and Finance Department:
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·Administrative Assistant I
·Administrative Assistant II
·Financial Services Manager
·Management Analyst I
·Parks Manager
·Principal Engineer
·Public Works Administrator
·Senior Civil Engineer
Staff evaluated each software firm against the specific needs for managing and documenting capital projects
(See Attachment 1).Selection of a software firm and consulting services is not based on the lowest bidder,but
on the firm’s expertise,experience and references.Once the most qualified firm is determined,staff negotiated
the scope and fee proposal and any changes deemed necessary to obtain reasonable cost for the scope of work.
After the software demonstrations,staff asked the three firms to provide bids based on the City’s stated
requirements.Bentley Systems Incorporated did not provide a quote and was deemed unresponsive.Procore
Technologies quoted an annual software subscription of $53,000.Procore Technologies did not offer
implementation and development services.e-Builder provided a quote for implementation,training and annual
software subscription that staff negotiated to $166,775 for implementation and development services and a
fixed price of $82,391 for the first three years of plus a five percent escalation for years four and five.
The evaluation committee unanimously selected e-Builder as the capital project management software that
could best address the needs for managing the Capital Improvement Program.Out of 100 possible points,the
average cumulative score awarded to e-Builder was 91.75.The scores for the unselected providers were 73.5
and 75.5.
Pursuant to South San Francisco Municipal Code section 4.04.080(a)(3)(A),agreements for professional
services,personal services,and/or specialized,the skill,ability,and expertise of the entity performing the
services is a key component of the selection criteria.Accordingly,theselection process for the new Capital
Improvement Program management software was based on demonstrated competence,overall value to the city,
and on the professional qualifications of the proposers.Cost was only one factor in determining the preferred
vendor.Based on the results of the evaluation criteria described above,e-Builder received the highest
evaluation score.
As part of the evaluation,staff conducted a reference check with a local e-Builder user,the City of Sunnyvale.
Public Works staff visited the City of Sunnyvale to hear firsthand the e-Builder implementation experience and
how the software works for a local government agency.Sunnyvale staff recommended e-Builder for use in CIP
management.Since Sunnyvale implemented e-Builder,they have been able to streamline internal process
workflows,improve CIP project delivery productivity,more easily produce status updates and reports for their
city council and the Sunnyvale community,and meet reporting requirements of various permitting agencies and
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File #:17-955 Agenda Date:11/8/2017
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grant fund agreements.
e-Builder
e-Builder provides a fully-integrated,owner-centric,cloud-based capital project software focused exclusively
on meeting the needs of facility owners and construction professionals.e-Builder is used in over 30 states with
more than 400 clients and 20,000 users in the university,health care,and government sectors (see attachment 2
for a company profile).
Staff recommends purchasing e-Builder capital project management software to provide a tool for the delivery
of CIP projects.As consultants are hired to augment engineering staff and provide support for project delivery,
it is important to have consistent documentation procedures as well as allow key staff the ability to access all
project information real-time.e-Builder provides a cloud-based management tool including,document control,
communications,workflow processes,reporting,and dashboards that will help staff better manage,deliver,and
communicate the progress of the City’s large CIP internally to executive staff,the City Council,and South San
Francisco community.
FISCAL IMPACT
e-Builder implementation,development,and ongoing annual licensing costs will paid from the Capital
Improvement Program budget,and the funds already appropriated for capital project management software.
The total not-to-exceed amount for a five year term is $616,316.
The year one costs for e-Builder is as follows:
One-time implementation & development services $166,775
Annual software subscription $ 82,391
Total Year One Costs:$249,166
Staff is proposing to add a CIP project to manage the implementation and development of e-Builder.By
creating a unique CIP project for the e-Builder implementation,staff can draw remaining appropriation from
completed projects and already budgeted funds for construction management software.Staff is recommending
transferring funds from the following projects into the new Capital Improvement Program Software project:
Project/Line Item Amount Funding Source
Engineering Operating Budget $ 75,000 General Fund
pf1702 FS63 Rollup Door $ 36,089 General Fund
pf1406 Corp Yard Soil Stockpile Covers $ 15,346 Storm Water
sd1401 Storm Drain Trash Capture Device $ 68,182 Solid Waste Fund
ss1016 GIS Mapping $ 19,447 Sewer Fund
ss1306 Flow Monitoring $ 5,383 Sewer Fund
ss1501 Turbo Blower#2 $ 29,719 Sewer Fund
Total $249,166
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File #:17-955 Agenda Date:11/8/2017
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The ongoing annual subscription fee will be applied and charged proportionally as a project management
expense to active CIP projects.The average cost per project for e-Builder will be $500-$1,500,which equates
to approximately 3-10 hours of staff time for project management.The costs for annual software subscription
for years two through five is as follows:
Year two: Annual Software Subscription $ 82,391
Year three: Annual Software Subscription $ 82,391
Year four: Annual Software Subscription $ 86,511
Year five: Annual Software Subscription $ 86,511
CONCLUSION
Implementing capital project management software provides an additional management tool for staff to be
more efficient,accurate and productive for CIP project delivery.Staff recommends that the City Council amend
the Fiscal Year 2017-18 CIP and adopt a resolution approving an agreement with e-Builder of Plantation,
Florida,in a not to exceed amount of $616,316 (including 5%contingency $26,346),for a term of five years,
for Capital Improvement Program management software.
Attachments:
1.Evaluation Score Sheet
2.e-Builder Information Sheet
3.PowerPoint Presentation e-Builder
City of South San Francisco Printed on 11/2/2017Page 5 of 5
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Attachment 1
Construction Mangement Software Evaluations by City of South San Francisco Staff
Category Rater 1Rater 2Rater 3Rater 4Rater 5Rater 6Rater 7Rater 8
Document Repository 101015915121413
Portfolio Management and Reporting 1510151217171715
Resource Management (time, cost, activity) 1010101015121410
Planning 1510201320232020
Communication and Collaboration 107121315141410
Ease of Use 7410888610
Total 6751826590868578
Cumulative Score
Category Rater 1Rater 2Rater 3Rater 4Rater 5Rater 6Rater 7Rater 8
Document Repository 101281115131412
Portfolio Management and Reporting 1510121518181615
Resource Management (time, cost, activity) 512121015131210
Planning 1515201521232020
Communication and Collaboration 101210121414105
Ease of Use 56288965
Total 6067647191907867
Cumulative Score
Category Rater 1Rater 2Rater 3Rater 4Rater 5Rater 6Rater 7Rater 8
Document Repository 1514151515151415
Portfolio Management and Reporting 1818181818202020
Resource Management (time, cost, activity) 1414131215151515
Planning 2020252322252022
Communication and Collaboration 1010131312151015
Ease of Use 108101010101010
Total 87849491921008997
Cumulative Score 91.75
Procore
Project Wise by Bentley Technologies, Inc
E‐Builder
75.5
73.5
e-Builder.net
The e-Builder Solution
Capital Construction Management Software
e-Builder.net 800.580.9322
info@e-builder.net
CAPITAL CONSTRUCTION MANAGEMENT SOFTWARE
INTRODUCTION TO E-BUILDER
e-Builder is a construction program management solution that
manages capital program cost, schedule, and documents through
a world-class workflow with business intelligence. e-Builder is
a complete solution designed at its core to deliver control and
reduce surprises for owners of capital programs. Take a brief
look at the videos in this document to learn how e-Builder can
help you reduce costs, increase transparency, and reach top
program performance.
CAPITAL PROGRAM PLANNING
Which construction projects best fit your strategic goals? Get
insight on planning schedules, budgets, and staff to decide which
projects are a go!
e-Builder.net 800.580.9322
info@e-builder.net
CAPITAL CONSTRUCTION MANAGEMENT SOFTWARE
CONSOLIDATED DOCUMENT MANAGEMENT
Tired of wasting time looking for the right documents? e-Builder
makes it quick and easy to find what you need.
PROCESS CONSISTENCY & PROJECT CONTROLS
Lack of standardized processes killing your productivity and
causing rework? e-Builder empowers you to take control of your
projects using configurable forms and workflows to replace your
disparate spreadsheets and documents.
e-Builder.net 800.580.9322
info@e-builder.net
CAPITAL CONSTRUCTION MANAGEMENT SOFTWARE
COMPREHENSIVE COST & FINANCE MANAGEMENT
Dealing with cost overruns? e-Builder combats this risk with
complete life cycle cost management.
REAL-TIME PERFORMANCE MEASUREMENT
Just how well is your construction program performing? e-Builder
delivers real-time business intelligence, dashboards, and reports to
find problems and correct course before they hit your bottom line.
e-Builder.net 800.580.9322
info@e-builder.net
CAPITAL CONSTRUCTION MANAGEMENT SOFTWARE
TRACK PROGRESS & STAY ON SCHEDULE
Getting hit by schedule delays? e-Builder’s schedule planning and
progress tracking keep you on time.
IMPROVE STAKEHOLDER ENGAGEMENT
Are stakeholders getting what they need? Leverage e-Builder’s
CAD drawing and 3D BIM viewers to ensure design meets your
organization’s requirements.
e-Builder.net 800.580.9322
info@e-builder.net
CAPITAL CONSTRUCTION MANAGEMENT SOFTWARE
TOP PERFORMING PROGRAMS
e-Builder has taken over 400 capital construction
programs to the next level of performance. Watch firsthand
testimonials of organizations like yourself. Visit our website
at http://e-builder.net/videos to see more.
Contact a Solution Executive at 800.580.9322
or visit us at e-builder.net
REQUEST DEMO
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City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-956 Agenda Date:11/8/2017
Version:1 Item #:2a.
Resolution approving a consulting services agreement with e-Builder Inc.of Plantation,Florida,for a five year
term in a total not to exceed amount of $616,316 for capital project management software,amending the Fiscal
Year 2017-18 Capital Improvement Program,appropriating a project budget of $249,166,and approving budget
amendment 18.012.
WHEREAS,the Department of Public Works is responsible for the delivery of the annual Capital Improvement
Program (CIP); and
WHEREAS,the CIP is increasing in size and complexity,requiring Public Works staff to improve project
delivery efficiencies; and
WHEREAS,an online based capital project management software is needed to better manage and efficiently
deliver CIP projects to the City of South San Francisco; and
WHEREAS,Public Works staff conducted and initial screening of qualifications from nine capital project
management software firms; and
WHEREAS,three capital project management software firms were shortlisted based on the software’s ability to
meet the needs of the Public Works staff; and
WHEREAS,staff members from Public Works,Finance,and Parks and Recreation Departments sought
proposals from the three shortlisted capital project management software firms; and
WHEREAS,staff members from Public Works,Finance,and Parks and Recreation Departments evaluated the
demonstrations from the three shortlisted capital project management software firms; and
WHEREAS,e-Builder of Plantation,Florida was selected by staff raters as the highest scored software and best
demonstrated its ability to meet needs for capital project management software; and
WHEREAS,staff recommends that the City approve a consulting services agreement with e-Builder of
Plantation, Florida for capital project management software.
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 with e-Builder Inc.,of Plantation,Florida in an
City of South San Francisco Printed on 11/15/2017Page 1 of 2
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File #:17-956 Agenda Date:11/8/2017
Version:1 Item #:2a.
Council hereby approves a consulting services agreement with e-Builder Inc.,of Plantation,Florida in an
amount not to exceed $616,316,conditioned on e-Builder’s timely execution of the contract,a draft attached
herewith as Exhibit A,and submission of all required documents,including but not limited to,certificates of
insurance and endorsements, in accordance with the contract requirements.
BE IT FURTHER RESOLVED that the City Manager is hereby authorized to execute the consulting services
agreement with e-Builder Inc.of Plantation,Florida on behalf of the City upon timely submission by e-Builder
Inc. the signed agreements and all other documents, subject to approval as to form by the City Attorney.
BE IT FURTHER RESOLVED,that the City Council does hereby approve amending the Fiscal Year 2017-18
Capital Improvement Program,appropriating a project budget of $249,166,and Budget Amendment 18.012
and authorizes the Finance Department to establish the Project Budget consistent with the information
contained in the staff report.
*****
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Consulting Services Agreement between [Rev:11.14.2016] November 8, 2017
City of South San Francisco and e-Builder Inc. Page 1 of 16
CONSULTING SERVICES AGREEMENT BETWEEN
THE CITY OF SOUTH SAN FRANCISCO AND
E-BUILDER, INC.
THIS AGREEMENT for consulting services is made by and between the City of South San
Francisco (“City”) and e-Builder, Inc. (“Consultant”) (together sometimes referred to as the “Parties”) as of
November 8, 2017 (the “Effective Date”).
Section 1. SERVICES. Subject to the terms and conditions set forth in this Agreement and Exhibit
E, Consultant shall provide to City the services described in the Scope of Work attached as Exhibit A,
attached hereto 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 any Exhibits, (unless
otherwise provided below) the document higher on this list shall prevail: (1) This Agreement; (2) Exhibit A;
(3) Exhibit B; (4) Exhibit C; and (5) Exhibit E.
1.1 Term of Services. The term of this Agreement shall begin on the Effective Date and shall
end on the sixty (60) month anniversary thereof, 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 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 six hundred
sixteen thousand three hundred sixteen dollars ($616,316.00), notwithstanding any contrary indications that
may be contained in the 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
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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 the milestones met 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 in accordance with Exhibit B, 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;
The amount and purpose of actual expenditures for which reimbursement is
sought;
The Consultant’s signature.
2.2 Payment of Exhibit B. City shall make payments in accordance with the milestone and
instructions found in Exhibit B, 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.
2.3 Reserved.
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.
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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: Travel and Expenses. Reimbursable expenses shall not exceed $20,700.
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. Unless otherwise provided herein or by law, pricing
provided in this Agreement and Exhibits does not include California state sales or use tax.
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. See Termination provisions in Section 8.
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 the
execution of this Agreement by both Parties.
2.10 Reserved.
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.
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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 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
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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
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 TWENTY FIVE THOUSAND DOLLARS $25,000 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 three (3) 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 three (3) 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.
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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 ACCORD certificate of insurance.
4.4.3 Notice of Reduction in or Cancellation of Coverage. Consultant shall not be
suspend, void, cancel , or reduce 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 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 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.
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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. Reserved.
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, LIMITATION OF LIABILITY AND 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
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misconduct or grossly negligent acts or omissions of Consultant or its employees, subcontractors, or
agents, by acts for which they could be held strictly liable. 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. Only the limitation of
liability provision found herein shall limit 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.
EXCEPT FOR BREACH OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, FOR ANY ONE OR
MORE BREACHES OF THIS AGREEMENT OR DEFAULTS HEREUNDER, THE ENTIRE LIABILITY OF
THE PARTY IN BREACH OR DEFAULT, AND THE EXCLUSIVE REMEDY OF THE OTHER PARTY,
SHALL BE PAYMENT OF THE ACTUAL DAMAGES PROXIMATELY CAUSED BY SUCH BREACH OR
DEFAULT, WHICH SHALL NOT EXCEED THE AMOUNT OF SIX (6) MONTH’S SUBSCRIPTION FEES
PAID BY CUSTOMER FOR THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM. EXCEPT FOR
GROSS NEGLIGENCE OR WILLLFUL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY BE
LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES,
LOSSES, OR EXPENSES INCLUDING, WITHOUT LIMITATION, LOST PROFITS, FAILURE TO REALIZE
EXPECTED SAVINGS OR ANY OTHER COMMERCIAL OR ECONOMIC LOSS OF ANY KIND ARISING
OUT OF OR RELATED TO THIS MSA. THESE LIMITATIONS ON THE LIABILITY OF EITHER PARTY
SHALL APPLY TO ANY AND ALL CAUSES OF ACTION THAT EITHER PARTY MAY HAVE AGAINST
THE OTHER, IRRESPECTIVE OF THE NATURE OF THE CAUSE OF ACTION UNDERLYING A CLAIM,
DEMAND OR ACTION, INCLUDING, WITHOUT LIMITATION, WHETHER IT SOUNDS IN CONTRACT OR
TORT.
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,
subject to the Limitation of Liability provision found herein, 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
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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 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. Consultant will be afforded the opportunity to review the
terms of the fiscal assistance, and provide City any change in price or schedule those
terms may cause Consultant.
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
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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 for Cause. Either Party may terminate this Agreement for cause on not less
than thirty (30) days’ written notice to the other Party hereto. Upon a termination under this
Paragraph for non-payment, Consultant may seek remedies for all sums earned but
unpaid as of the date of termination. If City terminated this Agreement for cause, it shall be
entitled to a refund of any prepaid, but unused fees.
8.2 Termination for Convenience. Either Party may terminate this Agreement for
convenience on not less than sixty (60) days’ written notice to the other Party hereto. If
City terminates this Agreement under this Paragraph, all previously paid subscription fees
(both used and unused) for the current contract year shall be non-refundable and forfeited.
Furthermore, all earned, but unpaid, fees for Professional Services must be paid in full
before the termination becomes effective, however, the City may condition payment of
such compensation upon Consultant delivering to City all materials described in Section
9.1.
8.3 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 the resulting
Amendment. Similarly, unless authorized by the Contract Administrator via the resulting
Amendment, City shall have no obligation to reimburse Consultant for any otherwise
reimbursable expenses incurred during the extension period. Upon any Extension,
Consultant has the right to increase Subscription Fees up to 5%.
8.4 Amendments. The parties may amend this Agreement only by a writing signed by all the
parties.
8.5 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
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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, generated
by the Consultant’s Software pursuant to this Agreement;
8.6.3 Retain a different consultant to complete the work described in Exhibit A not
finished by Consultant.
8.6.4 Reserved.
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 the
City inputs into Consultant’s system and/or are generated by the Consultant’s system
pursuant to this Agreement 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.
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,
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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.
9.4 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.
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City of South San Francisco and e-Builder Inc. Page 13 of 16
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 Justin Lovell
("Contract Administrator"). All correspondence shall be directed to or through the Contract
Administrator or his or her designee.
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City of South San Francisco and e-Builder Inc. Page 14 of 16
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:
Jeanne Prayther
CFO
1800 NW 69th Ave., Suite 201
Plantation, FL, 33313
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..
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City of South San Francisco and e-Builder Inc. Page 15 of 16
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.
The Parties have executed this Agreement as of the Effective Date.
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City of South San Francisco and e-Builder Inc. Page 16 of 16
CITY OF SOUTH SAN FRANCISCO e-Builder
____________________________ _____________________________________
City Manager NAME:
TITLE:
Attest:
_____________________________
City Clerk
Approved as to Form:
____________________________
City Attorney
2876765.1
EXHIBIT A [Rev:11.14.2016] November 8, 2017
Page 1 of 2
EXHIBIT A
SCOPE OF SERVICES
Phase & Deliverables Scope Comments
Project Kickoff & Discovery
Kick-off Meeting Included 2-4 weeks after contract execution
Implementation Goals Included Defined during Kickoff
Success Matrix Included Defined during Kickoff
Initial Project Schedule Included Defined during Discovery
Data Gathering Guide Included Defined during Discovery
Project Design & Requirements
Solution Document Included Requirements & Solution Design
Project Configuration & Testing
Core Modules
Home
Projects
Calendar
Contacts
Setup
Planning Module 1-Template
Cost & Funding Module 1-Template
Portfolio Level Cost Enhancement to Cost Module
Process Module 5-Processes Structured Workflow(s) (TBD)
Forms Module 1-Forms +60 Standard Forms
Document Module 1-Template
Dashboard Module 3-Dashboards 1- Program, 1- Project, 1- Admin Dashboard
Reports Module 5-Reports 5 Workflow logs
+120 Standard Reports
Import Toolkit Standard +Use Training
EZ File Transfer Tool Standard +Use Training
Project Training & Adoption
Admin Training 1- Session Onsite 3 days Duration/ 5 Users Maximum
End User Training 2- Sessions
Onsite
3 days Duration Each/15 Users Maximum
Train-the-Trainer 1- Session Onsite 2-days Duration/8 Users Maximum
Onsite Support Hands On 1- Session /4 Days Duration
Adoption Calls 4-Calls
EXHIBIT A [Rev:11.14.2016] November 8, 2017
Page 2 of 2
Easy File Transfer Tool (EZ-File)
EZ File is a supported file transfer service built into the e-Builder Enterprise architecture. It provides a “doorway” into
the folders and files stored on the e-Builder servers. Using the e-Builder EZ File, the City can upload and download
files and folders between e-Builder and their computers without having to work directly within the e-Builder
application in a browser. EZ File utilizes an industry standard file transfer method called WebDAV (Web-based
Distributed Authoring and Versioning). WebDAV is commonly used to publish and manage files and directories on a
remote web server. EZ File requires the client to use a 3rd party WebDAV user interface client to manage the upload
and download process. For both manual uploads and automated using the EZ File, the folder location(s) is
determined by the City.
Customer Responsibilities & Implementation Assumptions
The following responsibilities and assumptions are necessary for the successful completion of this implementation.
In the event that an item below does not occur in the manner or time frame defined, Consultant may request to meet
with the City and mutually agree upon an adjustment to the schedule, work activities and fees.
The City will make best efforts to ensure the committed participation of all appropriate technical and user
personnel throughout the project, including but not limited to periodic status reviews. The City resources
provided during the technical and functional sessions must be empowered to make decisions on project
direction.
The Consultant’s implementation team will work jointly with the City team to resolve all issues including
those impacting the scope and timeline. Issues that may impact the progress and the schedule will be
documented. If the issue is critical, Consultant will present the issue to the City in writing as quickly as
possible. Once the issue is presented in writing, the City is expected to respond within two (2) business
days. If the issue cannot be resolved within two days, they will notify Consultant and arrange a meeting with
all relevant personnel to resolve this issue. Failure to do so could impact the cost and schedule of the
implementation project.
All necessary content (data, text and graphics) will be provided to Consultant prior to the creative processes
(if applicable).
Unless specifically identified as deliverables within this document, the City will enter any historical data from
past projects to enable historical analysis.
Unless specifically identified as deliverables within this document, data migration, system integrations or
custom development of any kind is not included within the scope of the implementation project. These items
can be included through the change management process if identified as required items.
All change requests received and approved will be listed on a contract Addendum or Work Order. Each
Addendum or Work Order must be signed and accepted prior to initiating additional work by Consultant.
EXHIBIT B [Rev:11.14.2016] November 8, 2017
Page 1 of 2
EXHIBIT B
COMPENSATION SCHEDULE
Annual Software Subscription
Annual Item Scope Variable Annual Price
Number of Users Unlimited $79,396.00
EZ File Transfer Tool Annual Maintenance $2,995.00
Total Annual Software Subscription $82,391.00
One-Time Implementation Services
Item Scope Variable Price
e-Builder Enterprise
Implementation, Setup,
Deployment & Training
Per the Exhibit A Scope of Services $146,075.00
Travel Expenses Nine Trips at $2,300 per trip $20,700.00
Total Implementation Services $166,775.00
Total e-Builder Enterprise Investment – Year 1
Item Price
Total Annual Software Subscription $82,391.00
Total Implementation Services $166,775.00
Total Year 1 Investment $249,166.00
Total e-Builder Enterprise Costs – Initial Term
Item Price
Year 1 Annual Software Subscription and Implementation $249,166.00
Year 2 Annual Software Subscription $82,391.00
Year 3 Annual Software Subscription $82,391.00
Year 4 Annual Software Subscription $86,510.00
Year 5 Annual Software Subscription $86,510.00
Five year Costs $586,968.00
Contingency 5% $29,348.00
Total Initial Term Costs $616,316.00
EXHIBIT B [Rev:11.14.2016] November 8, 2017
Page 2 of 2
Payment Terms
Payment of the first (1st) year’s Annual Software Subscription is due upon signing of this Agreement.
Subsequent Annual Software Subscriptions will be invoiced thirty days prior to the anniversary date of the
execution of this Agreement, and payment is due upon the anniversary date of the execution of this
Agreement.
Payment for Implementation Services is as follows: (i) fifty (50%) percent on the Effective Date hereof; (ii)
twenty-five (25%) percent within sixty (60) days of the Effective Date; and (iii) twenty-five (25%) percent
upon commencement of training on use of the SaaS Service.
Travel and Expenses - Travel expenses and course material reproduction (if requested) are not included in
the above investment. These expenses are billed as incurred as actuals and are not to exceed $ 20,700.00
Annual Subscription Includes
Unlimited Projects
Unlimited Document Storage
24x7 Technical Support
Quarterly Enhancement/Upgrades
Maintenance Releases
Unlimited User License
The proposed annual subscription fees for unlimited e-Builder Enterprise Users is based on the City’s estimated
average annual capital construction spending of $35,000,000. e-Builder reserves the right to adjust the fee
accordingly to align with the Customer’s actual average annual capital construction spending.
Hourly Rate
Any Amendment for additional work shall be performed by Consultant with the following hourly rates:
Project Manager: $200.00 per hour
Business Analyst: $175.00 per hour
Development: $200.00 per hour
EXHIBIT C [Rev:11.14.2016] November 8, 2017
Page 1 of 1
EXHIBIT C
INSURANCE CERTIFICATES
EXHIBIT D [Rev:11.14.2016] November 8, 2017
Page 1 of 1
EXHIBIT D
FORM 590
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 1 of 6
EXHIBIT E
E-BUILDER MASTER SERVICES AND LICENSE AGREEMENT
This MASTER LICENSE AND SERVICES AGREEMENT, ( the “MSA”), is made and entered by the City of South
San Francisco ], (“Customer”); and e-BUILDER, INC., 1800 NW 69th Avenue, Suite 201, Plantation, Florida 33313
(“e-Builder”) Hereinafter, e-Builder or Customer may be referred to individually as a “Party,” or collectively as the
“Parties.” All terms not in this MSA are governed by the terms of the main Consulting Services Agreement.
1. INTRODUCTION Under this MSA, e-Builder will provide Customer with access (over the internet) to its
proprietary multi-user software and system developed, maintained and owned by e-Builder for use by customers
including, without limitation, the architecture, databases, infrastructure, software, basic software support, technology
and web services deployed by e-Builder. This MSA governs the terms of the relationship between e-Builder and
Customer.
2. DEFINITIONS The following terms (used in this MSA) will have the meanings specified below:
2.1 “Confidential Information” means: (i) any non-public information of a Party; (ii) all information relating to the
e-Builder Offerings, as well as e-Builder’s current or planned products and services, technology, techniques, know-
how, research, engineering, designs, finances, accounts, procurement requirements, manufacturing, customer lists,
business forecasts and marketing plans; (iii) Customer information received by e-Builder; (iv) other information of a
Party that is disclosed in writing and is conspicuously designated or disclosed orally as “Confidential” at the time of
disclosure; and (v) the terms and conditions of this MSA. Notwithstanding the foregoing, Confidential Information
shall not include information that: (i) is or becomes generally known or available by publication, commercial use or
otherwise through no fault of the receiving Party; (ii) was in the receiving party’s possession at the time of disclosure
without violation of any confidentiality restriction and without any restriction on the receiving Party’s further use or
disclosure; (iii) is required to be disclosed pursuant to law, including without limitation the California Public Records
Act; or (iv) is independently developed by the receiving Party without use of the disclosing Party’s Confidential
Information. For purposes of clarity, Confidential Information shall mean information in any median including hard
copy, electronically stored or stored in any other means or manner.
2.2 “e-Builder Offerings” means the products and services provided by e-Builder to Customer as defined in
Paragraph.9 and shall include, without limitation, any software or hardware configurations created by e-Builder for
Customer.
2.3 “Effective Date” is as defined in the Consultant Services Agreement between e-Builder and Customer.
2.4 Reserved.
2.5 “Materials” means all manuals, specifications, instructions, training documents and content provided by e-
Builder in connection with the e-Builder Offerings, whether in written form or on a URL.
2.6 “Order Form” means a form in which the specific services obtained from e-Builder will be identified, as well as
the pricing thereof. The Order Form is Exhibit A and B of the Consultant Services Agreement.
2.7 “Professional Services” means services provided by e-Builder as defined in the Consultant Services
Agreement and any Order Form as mutually agreed to by e-Builder and Customer for, among other things, consulting
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 2 of 6
services, technical assessment, system configuration, system setup, data conversion, data migration, interface
development, user training and applicable travel-related expenses.
2.8 Reserved
2.9 “SaaS Service(s)” means software-as-a-service, consisting of e-Builder’s proprietary multi-user system
developed, maintained and owned by e-Builder for use by customers including, without limitation, the architecture,
databases, infrastructure, software, basic software support, technology and web services deployed by e-Builder.
2.10 “Term” means the duration of this MSA as inclusive of the Initial Term and each Renewal Term, as applicable.
3. EXHIBITS. Exhibits that are annexed hereto are incorporated by reference, and shall constitute a material part
of the Agreement.
4. TERM, TERMINATION e-Builder will provide the e-Builder Offerings as described in an Order Form for the
prices set forth therein.
4.1 Term.
4.1.1 Seat Subscription. Reserved.
4.1.2 Construction Capital. The Term shall be as set forth in the Consulting Services Agreement. e-Builder
reserves the right to adjust the fee accordingly to align with the actual average annual capital spend. For purposes of
clarity, annual capital spend are the expenses incurred to demolish, build, repair, remodel and furnish a building or
site over a period of one year. The calculation of annual capital spend is the total net payments made from the e-
Builder system. The Average annual capital spend is an average of the five previous and completed fiscal years of
the customers annual capital spend. Any increase in fees is subject to the not to exceed amount specified in Section
2 of the Consultant Services Agreement.
4.1.3 Reserved.
4.2 Reserved.
4.3 Return of Data. After termination of this MSA, e-Builder shall export for Customer all Customer data in the e-
Builder database format, along with all Customer files uploaded to the Customer’s document libraries.
5. PAYMENTS; SUSPENSION; FEE CHANGES
5.1 Pro-Rated Purchases: If Customer increases its usage of one or more of the e-Builder Offerings (including
software licenses) during the Term, the increased usage fees shall be pro-rated for the remainder of the then current
Term.
5.2 Disputed Amounts. If Customer objects to an item on an e-Builder invoice, it shall deliver a written
objection thereof by no later than thirty (30) days after invoice transmission (the “Objection Notice”). If the Objection
Notice is not timely delivered, Customer shall waive its right to object. Notwithstanding delivery of an Objection
Notice, Customer will make payment of the undisputed invoice amount as specified in the invoice. If, after reasonable
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 3 of 6
investigation, e-Builder agrees (in whole or in part) with a dispute included within an Objection Notice, it shall credit
such amount against subsequent invoices issued to Customer. The notice shall detail the dispute and explain what
amounts owed are disputed and why. A hard copy shall be also be sent by overnight mail to the following address: e-
Builder, Attn.: Billings and Collections, e-Builder, Inc., 1800 NW 69th Avenue, Suite 201, Plantation, Florida 33313.
5.3 Reserved.
5.4 Suspension of Service. e-Builder may suspend access to the e-Builder Offerings if Customer fails to
timely remit payment or is otherwise in material default hereunder, and fails to timely cure such default. Any notices
of default/termination and suspension may be combined.
5.5 5.6 Customer Delays. Any material failure to perform, or any material delays caused by Customer, in
permitting or assisting e-Builder in the configuration or implementation of the Professional Services, shall be deemed
to be a material breach of this MSA by Customer. e-Builder shall be excused from project deadline commitments if
any delays are due to Customer’s failure to fulfill its obligations hereunder or under any exhibits hereto. E-Builder
shall give customer ten days to fulfill its obligations. After ten days, e-Builder may suspend the SaaS Services and
terminate this MSA . Notwithstanding any such delays, Customer shall continue to remit payment to e-Builder
hereunder on a timely basis. For purposes of clarity, the delays covered by this Paragraph include only those for
which Customer has discretion and control, and specifically excludes matters that are beyond Customer’s discretion
and control.
5.6 No Pricing Options: e-Builder cannot provide pricing commitments for e-Builder Offerings that Customer may
acquire in the future. Notwithstanding, when Customer determines to acquire additional e-Builder Offerings, e-
Builder will attempt to provide Customer with favorable pricing based on Customer’s usage, purchasing history,
purchasing needs and other factors. Notwithstanding, this Paragraph does not prohibit e-Builder and Customer from
agreeing on phased purchases or acquisitions of e-Builder Offerings for which there is an initial purchase by
Customer of an e-Builder Offering.
6. SYSTEM ACCESS AND USE; SUPPORT; UPDATES
6.1 License of Software. Customer’s use of the e-Builder Offerings includes a limited license to e-Builder
software, subject to the restrictions contained herein. Customer acknowledges that title to and copyright in the
software applications supplied by e-Builder (including but not limited to the e-Builder Enterprise™, e-Builder
Professional ™, e-Builder mobile applications, and other e-Builder add on software) are reserved by e-Builder.
Customer acquires no right in any software, copyrights, patents or any other intellectual property belonging to or
licensed by e-Builder, other than the limited rights to use the e-Builder Offerings. e-Builder is and shall remain the
sole owner of all copyrights, trademarks, patents and other proprietary rights in and to all aspects of the SaaS
Offerings (including, without limitation, all software, code, business process and designs used in providing the SaaS
Offerings). Customer acknowledges that the e-Builder software may be modified or upgraded from time to time, and
that the e-Builder Offerings shall include the most recent version thereof.
6.2 Limited Rights. Customer’s use of the e-Builder Offerings is provided on a limited, non-exclusive, non-
transferable basis during the Term. Except as authorized by e-Builder in writing, Customer will NOT: (i) access or use
the e-Builder Offerings to provide any products or services to third parties; (ii) access or use the e-Builder Offerings,
except through the terms hereof including only for the specific number of seats outlined in the Capital Spend Model
or Subscription Seat Model; (iii) resell, sublicense, lease, encumber, copy, distribute, publish, exhibit, transmit,
provide access to, or provide use of the e-Builder Offerings to any third party, nor use or allow them to be used in any
public system, public electronic bulletin board (unless agreed by e-Builder), multiple computer or user arrangement or
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 4 of 6
network that includes access by any third party; (iv) derive specifications from, reverse engineer, reverse compile,
disassemble, translate, record or create derivative works based on the e-Builder Offerings; or (v) use the e-Builder
Offerings, or any part or aspect thereof, for any unlawful purpose or to mislead or harass anyone. Use of or access to
the e-Builder Offerings in violation of the terms hereof is strictly prohibited. Permission to access or use the e-Builder
Offerings may be limited or suspended immediately if, in e-Builder’s discretion, this Section has been violated.
Customer agrees that a violation of this Section will cause e-Builder irreparable and immediate harm, and that e-
Builder is entitled to injunctive relief to prevent such violation. For purposes of this Paragraph, a third party shall not
include consultants, lawyers, accountants, and part-time or temporary workers.
6.3 Support: e-Builder maintains and staffs a customer service help desk (“Customer Care Team”) that
provides 24x7 customer support from the e-Builder Customer Care Team. The Customer will also be assigned
business and technical account managers within to ensure continued success.
6.4 SaaS License Updates. During the Term, e-Builder will provide Customer with the latest new releases,
updates, patches, fixes and changes to the e-Builder Enterprisetm software used to operate the SaaS Offerings at no
additional charge. The updates referenced herein do not include any new or different products provided by e-Builder
to its customer base for which additional fees apply.
7. CONFIDENTIAL INFORMATION
7.1 General Confidentiality Terms. Each Party, to the extent that it receives Confidential Information of the
other Party under this MSA, will take reasonable steps, and exercise reasonable care, to hold such Confidential
Information in confidence, and to not use it or disclose it (or willingly allow it to be used or disclosed) to any other
person or entity, except as may be required by law.
7.2 Customer Data. e-Builder collects data from clients and third parties in the course of delivering the SaaS
Service (the “Customer Data”). e-Builder aggregates the Customer Data that it collects from clients (the
“Aggregated Data”) to perform market analysis and to improve the SaaS Services (the “Data Purpose”). Customer
authorizes e-Builder to incorporate any Customer Data obtained in providing the SaaS Service to Customer into the
Aggregate Data, as long as the Customer Data and Aggregate Data are both in a de-identified and anonymized form,
and provided further that: (i) no confidential information (including the identity of Customer or its suppliers, customers
or employees) will be disclosed by e-Builder or be otherwise used or processed by e-Builder in a manner that
enables the identity of Customer to be deduced or extracted; and (ii) the Customer Data shall be used exclusively for
the incorporation into the Aggregate Data, which shall be used exclusively for the Data Purpose.
7.3 Press Releases. Customer acknowledges that e-Builder will market the solution to other organizations
digitally and in print. Specific to a Press Release, e-Builder may request that the customer participate in a joint press
release or case study and will seek mutual, written authorization before issuing a press release or case study
containing a description of the implementation or any success metrics.
8. CUSTOMER NON-SOLICITATION During the Term and for a period of two (2) years thereafter, Customer
will not, directly or indirectly, employ, offer employment to, or otherwise retain the services of, any officers, agents,
representatives or employees of e-Builder, without the prior written consent of the Chief Executive Officer of e-
Builder.
USAGE, OWNERSHIP Except for the limited right to use the “e-Builder Offerings” subject to the terms and conditions
contained herein, this MSA does not confer upon Customer a license or interest in, or ownership of, the e-Builder
Offerings. The e-Builder Offerings were developed exclusively at private expense by e-Builder. Customer agrees
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 5 of 6
that the e-Builder Offerings include, without limitation, enhancements, edits, improvements, additions, modifications
and derivations thereto, and will remain the exclusive property of e-Builder. e-Builder will have the unrestricted and
permanent right to use and implement all ideas, advice, recommendations or proposals of Customer with respect to
the e-Builder Offerings in any manner and in any media, which e-Builder shall own. . Should e-Builder provide
Professional Services to Customer that results in the creation of derivative works from the e-Builder Offerings or any
new technology, e-Builder shall own all right, title and interest therein, which Customer hereby assigns to e-Builder
9. REPRESENTATIONS, WARRANTIES AND LIMITATIONS
9.1 Reserved.
9.2 Customer Representations and Warranties. Customer represents, warrants and covenants the following
to e-Builder, that: (i) it currently possesses all necessary licenses, permits, insurance and approvals required to
execute, deliver and perform its duties under this MSA, and is qualified to do business in all jurisdictions where such
qualification is required for Customer's performance of its duties under this MSA; (ii) to the best of its knowledge and
ability, Customer will comply with, and will use its best efforts to cause each employee or subcontractor it may
engage to comply with all applicable federal and state laws and regulations in performing its and their respective
responsibilities under this MSA and any subcontracts; and (iii) no information provided to e-Builder or disseminated
through its software or systems shall infringe on or violate any trademark, copyright, trade secret, right of publicity or
privacy (including but not limited to defamation), patent or other proprietary right of any third party.
9.3 Joint Representations and Warranties.
9.3.1 No Disqualification. Customer and e-Builder each represent and warrant that neither they, nor any of their
personnel: (i) has been convicted of any crime arising from claims or other transactions, financial relationships or
financial dealings; or (ii) has been excluded from any federal or state program. Customer agrees to notify e-Builder
immediately upon Customer’s receipt of notice regarding an impending audit or review by government agencies.
9.3.2 Laws and Regulations. Customer and e-Builder each represent and warrant that they and their agents,
servants, employees, representatives and contractors, shall fulfill their obligations hereunder in compliance with all
applicable laws, rules and regulations to which they are subject.
9.4 e-Builder Disclaimers. E-BUILDER DOES NOT AND CANNOT CONTROL THE FLOW OF DATA TO OR
FROM ITS NETWORK AND OTHER PORTIONS OF THE INTERNET. SUCH FLOW DEPENDS IN LARGE PART
ON THE PERFORMANCE OF INTERNET SERVICES PROVIDED OR CONTROLLED BY THIRD PARTIES. AT
TIMES, ACTIONS OR INACTIONS OF SUCH THIRD PARTIES CAN IMPAIR OR DISRUPT CUSTOMER’S
CONNECTIONS TO THE INTERNET (OR PORTIONS THEREOF). ALTHOUGH E-BUILDER WILL USE
COMMERCIALLY REASONABLE EFFORTS TO TAKE ALL ACTIONS IT DEEMS APPROPRIATE TO REMEDY
AND AVOID SUCH EVENTS, E-BUILDER CANNOT GUARANTEE THAT SUCH EVENTS WILL NOT OCCUR.
ACCORDINGLY, E-BUILDER DISCLAIMS ANY AND ALL LIABILITY RESULTING FROM OR RELATED TO SUCH
EVENTS. EXCEPT TO THE EXTENT CAUSED BY THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF
E-BUILDER AND FOR THE WARRANTIES SPECIFICALLY AND EXPRESSLY MADE HEREIN, E-BUILDER
MAKES NO WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES
OF MERCHANTABILITY OR WARRANTIES OF FITNESS, AND ALL SUCH WARRANTIES ARE DISCLAIMED.
EXHIBIT E [Rev:11.14.2016] November 8, 2017
Page 6 of 6
12. FORCE MAJEURE No failure, delay or default in performance of any obligation under this MSA will
constitute a breach hereof if it is caused by strike, fire, shortage of materials, act of a public authority, unavoidable
casualty, civil disorder, riot, insurrection, vandalism, war, severe weather, natural disaster or other act of God, failure
of the Internet, failure or error of an Internet services provider or other provider of connectivity, any lines of
transmission, any other third party equipment or software through which Internet transmissions occur, or any
telecommunications carrier; hacking or electronic vandalism; terrorism; or other cause that is beyond the reasonable
control of the Party otherwise chargeable, for so long as such cause continues and for a reasonable period of time
thereafter.
13. AUDIT RIGHTS e-Builder will have the right, during normal business hours and upon at least five (5) days’
prior written notice, to have an independent firm audit the number of authorized users that the Customer has
compared to the licenses contracted or in a construction capital spend model the amount of Annual Capital Spend
that the customer has incurred. The audit will be conducted at e-Builder’s expense If the audit reveals that Customer
has not complied with its authorized user requirements, Customer will pay e-Builder any annual license fee
underpayment disclosed by the audit.
14. MISCELLANEOUS
14.1 Piggy-Back Rights. e-Builder does business with many government institutions whose state laws permit
them to join an existing contract between another state agency and vendor to acquire goods and services
thereunder. If applicable, e-Builder shall allow other agencies with whom Customer has a joint purchasing
relationship to join this MSA and order e-Builder Offerings hereunder, subject to applicable pricing of the e-Builder
Offerings.
City of South San Francisco
Legislation Text
P.O. Box 711 (City Hall, 400
Grand Avenue)
South San Francisco, CA
File #:17-1103 Agenda Date:11/8/2017
Version:1 Item #:3.
Closed Session: (Pursuant to Government Code Section 54957)
PUBLIC EMPLOYEE PERFORMANCE EVALUATION
Title: City Attorney
City of South San Francisco Printed on 11/2/2017Page 1 of 1
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