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AGMT - Southstar Engineering and Consulting Inc (Mgmt Svcs for Lampson Ave Bike Lane Gap Closure ST1811)
PROFESSIONAL SERVICES AGREEMENT for Professional Construction Management Services for Lampson Avenue Bike Lane Gap Closure (ST1811) between City of Seal Beach 211 - 8th Street Seal Beach, CA 90740 0 Southstar Engineering and Consulting, Inc. 1945 Chicago Avenue, Unit C-2 Riverside, CA 92507 (951) 342-3120 This Professional Service Agreement ("the Agreement") is made as of April 24, 2023 (the "Effective Date"), by and between Southstar Engineering and Consulting, Inc. ("Consultant"), a California corporation, and the City of Seal Beach ("City"), a California charter city, (collectively, "the Parties"). RECITALS A. City desires certain professional construction management services. B. Pursuant to the authority provided by its City Charter and Seal Beach Municipal Code § 3.20.025(C), City issued a Request for Proposals on December 13, 2022, for construction management services for the Lampson Avenue Bike Lane Gap Closure project (CIP ST1811) ("Project"). Consultant submitted a proposal dated January 18, 2023 in response to the RFP. C. Consultant represents that the principal members of its firm are qualified professional engineers and are fully qualified to perform the professional services contemplated by this Agreement by virtue of its experience, and the training, education and expertise of its principals and employees. D. City desires to retain Consultant as an independent contractor and Consultant desires to serve City to perform those services in accordance with the terms and conditions of this Agreement. NOW THEREFORE, in consideration of the Parties' performance of the promises, covenants, and conditions stated herein, the Parties hereto agree as follows. AGREEMENT 1.0 Scope of Services 1.1. Consultant shall provide those services (collectively "Services") set forth in the Request for Proposals ("RFP"), attached hereto as Exhibit A, and the Scope of Services contained in the Proposal dated January 18, 2023, attached hereto as Exhibit B, which such exhibits are incorporated herein by this reference. To the extent that there is any conflict between this Agreement and the RFP (Exhibit A), on the one hand, and the Proposal (Exhibit B) on the other hand, this Agreement and the RFP shall control. 1.2. Consultant shall perform all Services under this Agreement in accordance with the standard of care generally exercised by like professionals under similar circumstances and in a manner reasonably satisfactory to City. 1.3. In performing this Agreement, Consultant shall comply with all applicable provisions of federal, state, and local law. 1.4. As a material inducement to City to enter into this Agreement, Consultant hereby represents that it has the experience necessary to undertake the Services to be provided. In light of such status and experience, Consultant hereby covenants that it shall follow the customary professional standards in 2 of 20 performing all Services. The City relies upon the skill of Consultant, and Consultant's staff, if any, to do and perform the Services in a skillful, competent, and professional manner, and Consultant and Consultant's staff, shall perform the Services in such manner. Consultant shall, at all times, meet or exceed any and all applicable professional standards of care. The acceptance of Consultant's work by the City shall not operate as a release of Consultant from such standard of care and workmanship. 1.5. Consultant will not be compensated for any work performed not specified in the Scope of Services unless the City authorizes such work in advance and in writing. The City Manager may authorize extra work to fund unforeseen conditions up to the amount approved at the time of award by the City Council. Payment for additional work in excess of this amount requires prior City Council authorization. 2.0 Term 2.1. The term of this Agreement shall commence on April 24, 2023, and shall remain in full force and effect until December 31, 2025, unless sooner terminated as provided in Section 5.0 of this Agreement. 3.0 Consultant's Compensation 3.1. City will pay Consultant in accordance with the hourly rates shown on the fee schedule set forth in Exhibit A for the Services but in no event will the City pay more than the total not -to -exceed amount of $110,252.00 (One Hundred Ten Thousand Two Hundred Fifty -Two dollars and 00/100) for the Term. 4.0 Method of Payment 4.1. Consultant shall submit to City monthly invoices for all Services rendered pursuant to this Agreement. Such invoices shall be submitted within 15 days of the end of the month during which the Services were rendered and shall describe in detail the Services rendered during the period, the days worked, number of hours worked, the hourly rates charged, and the Services performed for each day in the period. City will pay Consultant within 30 days of receiving Consultant's invoice. City will not withhold any applicable federal or state payroll and other required taxes, or other authorized deductions from payments made to Consultant. 4.2. Upon 24-hour notice from City, Consultant shall allow City or City's agents or representatives to inspect at Consultant's offices during reasonable business hours all records, invoices, time cards, cost control sheets and other records maintained by Consultant in connection with this Agreement. City's rights under this Section 4.2 shall survive for three (3) years following the termination of this Agreement. 3 of 20 5.0 Termination 5.1. This Agreement may be terminated by City, without cause, or by Consultant based on reasonable cause, upon giving the other party written notice thereof not less than 30 days prior to the date of termination. 5.2. This Agreement may be terminated by City upon 10 days' notice to Consultant if Consultant fails to provide satisfactory evidence of renewal or replacement of comprehensive general liability insurance as required by this Agreement at least 20 days before the expiration date of the previous policy. 5.3. Obligations upon termination. Unless otherwise specified in the notice of termination, Consultant shall cease all work under this Agreement immediately upon receipt of notice of termination from City under Subsection 5.1, or immediately upon City's acknowledgment of receipt of Consultant's notice of termination to City under Subsection 5.1. Upon termination, City shall be immediately given title to and possession of all Work Product (as defined in Subsection 12.1 of this Agreement) produced or developed pursuant to this Agreement up to the date of termination. Provided that Consultant is not then in breach, City shall pay Consultant for any portion of the Services completed prior to termination, based on the reasonable value of the Services rendered. City shall not be liable for any costs other than the charges or portions thereof which are specified herein. In no event shall Consultant be entitled to payment for unperformed services or services within the Scope of Services performed prior to the effective date of this Agreement; and Consultant shall not be entitled to receive more than the amount that would be paid to Consultant for the full performance of the Services up to date of termination. Consultant shall have no other claim against City by reason of such termination, including any claim for compensation or damages. 6.0 Party Representatives 6.1. The City Manager is the City's representative for purposes of this Agreement. 6.2. Jason Bennecke is the Consultant's primary representative for purposes of this Agreement. Jason Bennecke shall be responsible during the term of this Agreement for directing all activities of Consultant and devoting sufficient time to personally supervise the Services hereunder. Consultant may not change its representative without the prior written approval of City, which approval shall not be unreasonably withheld. 7.0 Notices 4 of 20 7.1. All notices permitted or required under this Agreement shall be deemed made when personally delivered or when mailed 48 hours after deposit in the United States Mail, first class postage prepaid and addressed to the party at the following addresses: To City: City of Seal Beach 211 -8th Street Seal Beach, California 90740 Attn: City Manager To Consultant: Southstar Engineering and Consulting, Inc. r 1945 Chicago Avenue, Unit C-2 Riverside, CA 92507 Attn: Jason Bennecke 7.2. Actual notice shall be deemed adequate notice on the date actual notice occurred, regardless of the method of service. 8.0 Permits and Licenses Consultant and all of Consultant's employees and other personnel shall obtain and maintain during the Agreement term all necessary licenses, permits and certificates required by law for the provision of the Services under this Agreement, including a business license as required by the Seal Beach Municipal Code. 9.0 Independent Contractor 9.1. Consultant is an independent contractor and not an employee of the City. All work or other Services provided pursuant to this Agreement shall be performed by Consultant or by Consultant's employees or other personnel under Consultant's supervision. Consultant will determine the means, methods, and details by which Consultant's employees and other personnel will perform the Services. Consultant shall be solely responsible for the satisfactory work performance of all personnel engaged in performing the Services and compliance with the customary professional standards. 9.2. All of Consultant's employees and other personnel performing any of the Services under this Agreement on behalf of Consultant shall also not be employees of City and shall at all times be under Consultant's exclusive direction and control. Consultant and Consultant's personnel shall not supervise any of City's employees; and City's employees shall not supervise Consultant's personnel. Consultant's personnel shall not wear or display any City uniform, badge, identification number, or other information identifying such individual as an employee of City; and Consultant's personnel shall not use any City e-mail address or City telephone number in the performance of any of the Services 5 of 20 under this Agreement. Consultant shall acquire and maintain at its sole cost and expense such vehicles, equipment and supplies as Consultant's personnel require to perform any of the Services required by this Agreement. Consultant shall perform all Services off of City premises at locations of Consultant's choice, except (1) as otherwise required for the performance of Services on City real property, vehicles or equipment; (2) as otherwise may from time to time be necessary in order for Consultant's personnel to receive projects from City, review plans on file at City, pick up or deliver any work product related to Consultant's performance of any Services under this Agreement, or (3) as may be necessary to inspect or visit City locations and/or private property to perform such Services. City may make a computer available to Consultant from time to time for Consultant's personnel to obtain information about or to check on the status of projects pertaining to the Services under this Agreement. 9.3. Consultant shall be responsible for and pay all wages, salaries, benefits and other amounts due to Consultant's personnel in connection with their performance of any Services under this Agreement and as required by law. Consultant shall be responsible for all reports and obligations respecting such additional personnel, including, but not limited to: Social Security taxes, other retirement or pension benefits, income tax withholding, unemployment insurance, disability insurance, and workers' compensation insurance. Notwithstanding any other agency, State, or federal policy, rule, regulation, statute or ordinance to the contrary, Consultant and any of its officers, employees, agents, and subcontractors providing any of the Services under this Agreement shall not become entitled to, and hereby waive any claims to, any wages, salaries, compensation, benefit or any incident of employment by City, including but not limited to, eligibility to enroll in, or reinstate to membership 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 or employee contributions for PERS benefits. 9.4. Consultant shall indemnify and hold harmless City and its elected and appointed officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Consultant's personnel practices. or to the extent arising from, caused by or relating to the violation of any of the provisions of this Section 9.0. In addition to all other remedies available under law, City shall have the right to offset against the amount of any fees due to Consultant under this Agreement any amount due to City from Consultant as a result of Consultant's failure to promptly pay to City any reimbursement or indemnification arising under this Section. This duty of indemnification is in addition to Consultant's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Consultant's indemnifications and obligations under this Section shall survive the expiration or termination of this Agreement. 6 of 20 10.0 PERS Compliance and Indemnification 10.1. General Requirements. The Parties acknowledge that City is a local agency member of PERS, and as such has certain pension reporting and contribution obligations to PERS on behalf of qualifying employees. Consultant agrees that, in providing its employees and any other personnel to City to perform any work or other Services under this Agreement, Consultant shall assure compliance with the Public Employees' Retirement Law (`PERE"), commencing at Government Code § 20000, as amended by the Public Employees' Pension Reform Act of 2013 ("PEPRA" ),. and the regulations of PERS. Without limitation to the foregoing, Consultant shall assure compliance with regard to personnel who have active or inactive membership in PERS and to those who are retired annuitants and in performing this Agreement shall not assign or utilize any of its personnel in a manner that will cause City to be in violation of the PERL, PEPRA or any other applicable retirement laws and regulations. 10.2. Indemnification. Consultant shall defend (with legal counsel approved by City, whose approval shall not be unreasonably withheld), indemnify and hold harmless City, and its City and its elected and appointed officials, officers, employees, servants, designated volunteers, and agents serving as independent contractors in the role of City officials, from any and all liability, damages, claims, costs and expenses of any nature to the extent arising from, caused by, or relating to Consultant's violation of any provisions of this Section 10.0. This duty of indemnification is in addition to Consultant's duty to defend, indemnify and hold harmless as set forth in any other provision of this Agreement. Consultant's indemnification and obligations under this Section shall survive the expiration or termination of this Agreement. 11.0 Confidentiality 11.1. Consultant covenants that all data, reports, documents, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, other information or other Work Product (as defined in Subsection 12.1) developed or received by Consultant or provided for performance of this Agreement are deemed confidential and shall not be disclosed by Consultant without prior written authorization by City. City shall grant such authorization if applicable law requires disclosure. Consultant, its officers, employees, agents, or subcontractors shall not without written authorization from the City Manager or unless requested in writing by the City Attorney, voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the Services performed under this Agreement or relating to any project or property located within the City. Response to a subpoena or court order shall not be considered "voluntary," provided Consultant gives City notice of such court order or subpoena. 7 of 20 11.2. Consultant shall promptly notify City should Consultant, its officers, employees, agents or subcontractors be served with any summons, complaint, subpoena, notice of deposition, request for documents, interrogatories, request for admissions or other discovery request, court order or subpoena from any party regarding this Agreement and the work performed thereunder or with respect to any project or property located within the City. City may, but has no obligation to, represent Consultant or be present at any deposition, hearing or similar proceeding. Consultant agrees to cooperate fully with City and to provide City with the opportunity to review any response to discovery requests provided by Consultant. However, City's right to review any such response does not imply or mean the right by City to control, direct or rewrite the response. 11.3. Consultant's covenants under this Section shall survive the termination or expiration of this Agreement. 12.0 Ownership of Work Product 12.1. All field notes, draft and final reports, drawings, specifications, data, surveys, studies, drawings, plans, maps, models, photographs, images, video files, media, discussion, information, documents and written material of any kind, and any and all images, ideas, concepts, designs including website designs, source code, object code, electronic data and files, and/or other media whatsoever created or developed by Consultant in the performance of this Agreement (collectively "Work Product") shall be considered "works made for hire," and all Work Product and any and all intellectual property rights arising from their creation, including, but not limited to, all copyrights and other proprietary rights, shall be and remain the property of City without restriction or limitation upon their use, duplication or dissemination by City upon final payment being made in accordance with Subsection 5.3, and may be used, reused or otherwise disposed of by City for any purpose without Consultant's consent. Any use, reuse or modification of the Work Product by City for any purpose other than the purpose for which the Work Product was prepared or provided under this Agreement shall be at City's own risk. Consultant shall not obtain or attempt to obtain copyright protection as to any of the Work Product. 12.2. Consultant hereby assigns to City all ownership and any and all intellectual property rights to the Work Product that are not otherwise vested in City pursuant to the paragraph directly above this one. 12.3. Consultant warrants and represents that it has secured all necessary licenses, consents or approvals to use any instrumentality, thing or component as to which any intellectual property right exists, including computer software, used in the rendering of the Services and the production of all Work Product produced under this Agreement, and that City has full legal title to and the right to reproduce the Work Product. Consultant shall defend, indemnify and 8 of 20 hold City, and its elected and appointed officials, officers, employees, servants, attorneys, designated volunteers, and agents serving as independent contractors in the role of City officials, harmless from any loss, claim or liability in any way related to a claim that City's use of any of the Work Product is violating federal, state or local laws, or any contractual provisions, or any laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products or inventions. Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Services and Work Product produced under this Agreement. In the event the use of any of the Work Products or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: (1) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (2) modify the Work Product and other deliverables so that they become non - infringing while remaining in compliance with the requirements of this Agreement. These covenants shall survive the expiration and/or termination of this Agreement. 12.4. Upon expiration or termination of the Agreement, Consultant shall deliver to City all Work Product and other deliverables related to any Services performed pursuant to this Agreement without additional cost or expense to City. If Consultant prepares a document on a computer, Consultant shall provide City with said document both in a printed format and in an electronic format that is acceptable to City. 13.0 Subcontractors No portion of this Agreement shall be subcontracted without the prior written approval of the City. Consultant is fully responsible to City for the performance of any and all subcontractors. 14.0 Prohibition Against Assignment or Delegation Consultant shall not assign any of its rights or delegate any of its duties under this Agreement, either in whole or in part, without City's prior written consent. Any purported assignment or delegation in violation of this Section shall be void and without effect, and shall entitle City to terminate this Agreement. As used in this Section, "assignment" and "delegation" means any sale, gift, pledge, hypothecation, encumbrance or other transfer of all or any portion of the rights, obligations, or liabilities in or arising from this Agreement to any person or entity, whether by operation of law or otherwise, and regardless of the legal form of the transaction in which the attempted transfer occurs. 15.0 Inspection and Audit of Records 9 of 20 Consultant shall maintain complete and accurate records with respect to all Services and other matters covered under this Agreement, including but expressly not limited to, all Services performed, salaries, wages, invoices, time cards, cost control sheets, costs, expenses, receipts and other records with respect to this Agreement. Consultant shall maintain adequate records on the Services provided in sufficient detail to permit an evaluation of all Services in connection therewith. All such records shall be clearly identified and readily accessible. At all times during regular business hours, Consultant shall provide City with free access to such records, and the right to examine and audit the same and to make copies and transcripts as City deems necessary, and shall allow inspection of all program data, information, documents, proceedings and activities and all other matters related to the performance of the Services under this Agreement. Consultant shall retain all financial and program service records and all other records related to the Services and performance of this Agreement for at least three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. City's rights under this Section 15.0 shall survive for three (3) years after expiration, termination or final payment under this Agreement, whichever occurs later. 16.0 Safety Requirements All work performed under this Agreement shall be performed in such a manner as to provide safety to the public and to meet or exceed the safety standards outlined by CAL OSHA and other applicable state and federal laws. City may issue restraint or cease and desist orders to Consultant when unsafe or harmful acts are observed or reported relative to the performance of the Services. Consultant shall maintain the work sites free of hazards to persons and property resulting from its operations. Consultant shall immediately report to the City any hazardous condition noted by Contractor. 17.0 Insurance 17.1. General Requirements. Consultant shall not commence work under this Agreement until it has provided evidence satisfactory to the City that Consultant has secured all insurance required under this Section. 17.2. Minimum Scope and Limits of Insurance. Consultant shall, at its sole cost and expense, procure, maintain and keep in full force and effect for the duration of the Agreement, insurance against claims for injuries to persons or damages to property that may arise from or in connection with the performance of this Agreement, as follows: 17.2.1. Commercial General Liability Insurance: Consultant shall maintain limits no less than $2,000,000 per occurrence for bodily injury, personal injury and property damage; and if Commercial General Liability Insurance or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement/location or the general aggregate 10 of 20 limit shall be twice the required occurrence limit: Coverage shall be at least as broad as the latest version of Insurance Services Office Commercial General Liability coverage (occurrence form CG 0001). If Consultant is a limited liability company, the commercial general liability coverage shall be amended so that Consultant and its managers, affiliates, employees, agents and other persons necessary or incidental to its operation are insureds; 17.2.2. Automobile Liability Insurance: Consultant shall maintain limits no less than $1,000,000 per accident for bodily injury and property damage. Coverage shall be at least as broad as Automobile Liability: Insurance Services Office Business Auto Coverage form number CA 0001, code 1 (any auto). 17.2.3. Workers' Compensation Insurance in the amount required by law; and Employer's Liability: $1,000,000 per accident and in the aggregate for bodily injury or disease; 17.2.4. Professional Liability (or Errors and Omissions Liability) with minimum limits of $1,000,000 per claim/aggregate. If a "claims made" policy is provided, then the policy shall be endorsed to provide an extended reporting period of not less than three years. 17.3. Acceptability of Insurers. The Insurance policies required under this Section shall be placed with insurers with a current A.M. Best's rating no less than A:VIII, licensed to do business in California, and satisfactory to the City. 17.4. Additional Insured. 17.4.1. For general liability insurance, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be covered as additional insureds with respect to the services or operations performed by or on behalf of the Consultant, including materials, parts or equipment furnished in connection with such work. 17.4.2. For automobile liability, City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials, shall be covered as additional insureds with respect to the ownership, operation, maintenance, use, loading or unloading of any auto owned, leased, hired or borrowed by the Consultant or for which the Consultant is responsible. 17.4.3. These additional insured provisions shall also apply to any excess/umbrella liability policies. 11 of 20 17.5. Cancellations or Modifications to Coverage. The insurance policies shall contain the following provisions, or Consultant shall provide endorsements on forms supplied or approved by City to state: (1) coverage shall not be suspended, voided, reduced or canceled except after 30 days prior written notice by certified mail, return receipt requested, has been given to City; (2) any failure to comply with reporting or other provisions of the policies, including breaches of warranties, shall not affect coverage provided to City, its elected and appointed officials, officers, employees, agents, designated volunteers, and those City agents serving as independent contractors in the role of City officials; 17.6. Primary and Non -Contributing. Coverage shall be primary insurance as respects the City, its elected and appointed officials, officers, employees, agents, designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, or if excess, shall stand in an unbroken chain of coverage excess of the Consultant's scheduled underlying coverage and that any insurance or self-insurance maintained by the City, its elected and appointed officials, officers, employees, agents. designated volunteers designated volunteers and agents serving as independent contractors in the role of City officials, shall be excess of the Consultant's insurance and shall not be called upon to contribute with it; 17.7. Separation of Insureds. All insurance required by this Section shall contain standard separation of insureds provisions and shall not contain any special limitations on the scope of protection afforded to City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. 17.8. Deductibles and Self -Insured Retentions. Any deductibles or self- insured retentions shall be declared to and approved by City. Consultant guarantees that, at the option of City, either: (1) the insurer shall reduce or eliminate such deductibles or self-insured retentions as respects City, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials; or (2) Consultant shall procure a bond guaranteeing payment of losses and related investigation costs, claims and administrative and defense expenses. 17.9. Waiver of Subrogation. Each insurance policy required by this Agreement shall expressly waive the insurer's right of subrogation against City and its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents serving as independent contractors in the role of City officials. Consultant hereby waives all rights of subrogation against City. 17.10. City Remedy for Noncompliance. If Consultant does not maintain the policies of insurance required under this Section in full force and effect during the term of this Agreement, or in the event any of Consultant's policies do not 12 of 20 comply with the requirements under this Section, City may either immediately terminate this Agreement or, if insurance is available at a reasonable cost, City may, but has no duty to, take out the necessary insurance and pay, at Consultant's expense, the premium thereon. Consultant shall promptly reimburse City for any premium paid by City or City may withhold amounts sufficient to pay the premiums from payments due to Consultant. 17.11. Evidence of Insurance. Prior to the performance of Services under this Agreement, Consultant shall furnish City with original certificates of insurance and all original endorsements evidencing and effecting the coverages required under this Section on forms satisfactory to and approved by City. The certificates and endorsements for each insurance policy shall be signed by a person authorized by that insurer to bind coverage on its behalf, and shall be on forms provided by City if requested. Consultant may provide complete, certified copies of all required insurance policies to City. Consultant shall maintain current endorsements on file with City's Risk Manager. All certificates and endorsements shall be received and approved by the City before work commences. City reserves the right to require complete, certified copies of all required insurance policies, at any time. Consultant shall also provide proof to City that insurance policies expiring during the term of this Agreement have been renewed or replaced with other policies providing at least the same coverage. Consultant shall furnish such proof at least two weeks prior to the expiration of the coverages. 17.12. Indemnity Requirements Not Limiting. Procurement of insurance by Consultant shall not be construed as a limitation of Consultant's liability or as full performance of Consultant's duty to indemnify City under Section 18.0. 17.13. Broader Coverage/Higher Limits. If Consultant maintains broader coverage and/or higher limits than the minimums required above, City requires and shall be entitled to the broader coverage and/or the higher limits maintained by Consultant. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to City. 17.14. Subcontractor Insurance Requirements. Consultant shall require each of its subcontractors that perform Services under this Agreement to maintain insurance coverage that meets all of the requirements of this Section. 18.0 Indemnification, Hold Harmless, and Duty to Defend 18.1. Indemnity for Design Professional Services. To the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, indemnify and hold harmless City and its elected and appointed officials, officers, attorneys, agents, employees, designated volunteers, successors, assigns and those City agents serving as independent contractors in the role of City officials (collectively "Indemnitees" in this Section 18.0), from and against any and all 13 of 20 damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens, and losses of any nature whatsoever, including but not limited to fees of attorneys, accountants and other professionals and all costs associated therewith, and reimbursement of attorneys' fees and costs of defense (collectively "Claims"), in law or in equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to, in whole or in part, the negligence, recklessness or willful misconduct of Consultant, its officers, directors, agents, servants, employees, subcontractors, contractors or their officers, directors, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of design professional services under this Agreement by a "design professional," as the term is defined under California Civil Code § 2782.8(c). Notwithstanding the foregoing and as required by Civil Code § 2782.8(a), in no event shall the cost to defend the Indemnitees that is charged to Consultant exceed Consultant's proportionate percentage of fault. 18.2. Other Indemnities. 18.2.1. Other than in the performance of design professional services and to the fullest extent permitted by law, Consultant shall, at its sole cost and expense, protect, defend, hold harmless and indemnify the Indemnitees from and against any and all damages, costs, expenses, liabilities, claims, demands, causes of action, proceedings, judgments, penalties, bid protests, stop notices, liens and losses of any nature whatsoever, including but not limited to fees of accountants, attorneys and other professionals, and all costs associated therewith, and the payment of all consequential damages (collectively "Liabilities"), in law or equity, whether actual, alleged or threatened, which arise out of, pertain to, or relate to the acts or omissions of Consultant, its officers, agents, servants, employees, subcontractors, materialmen, suppliers, or contractors, or their officers, agents, servants or employees (or any entity or individual that Consultant shall bear the legal liability thereof) in the performance of this Agreement, including the Indemnitees' active or passive negligence, except for Liabilities arising from the sole negligence or willful misconduct of the Indemnitees, as determined by final arbitration or court decision or by the agreement of the Parties. Consultant shall defend the Indemnitees in any action or actions filed in connection with any Liabilities with counsel of the Indemnitees' choice, and shall pay all costs and expenses, including all attorneys' fees and experts' costs actually incurred in connection with such defense. Consultant shall reimburse the Indemnitees for any and all legal expenses and costs incurred by the Indemnitees in connection therewith. 18.2.2. Consultant shall defend, indemnify and hold harmless City in accordance with Sections 9.0 and 10.0. 18.3. Subcontractor Indemnification. Consultant shall obtain executed indemnity agreements with provisions identical to those in this Section 18.0 from 14 of 20 each and every, subcontractor or, any other person or entity involved by,, for,. with or -on behalf of Consultant in the: -performance of Ahis Agreement. If Consultant: fails. to. obtain such ,indemnities, Consultant shall be fully responsible, and indemnify; hold harmless and, defend .the Indemnitees from and against' -any. -and all Claims or Liabilities-- in law or equity, whether actual, :alleged or threatened, whic'-arise.;out:. of; are, claimed- to arise out of, pertain, to;, or relate to the acts or om ass ons tof ;:Consultant's subcontractor, its officers, agents, servants, employees, subcontractors, .materi•almen, zcontractors or their :officers, agents, servants oremployees (orany entity or, individual that,Consultant's subcontractor shall...bear the -.legal liability thereof) in the performance of this Agreement,, including. the .Indemnitees' active or passive ..negligence, except for .Claims or Liabilities arising from- the sole, negligence or willful 'misconduct of the Indemnitees, as determined by final. arbitration or court decision or by the agreemenf-o' f .the Parties. 18.4. Workers' . Compensation Acts. . Not. Limiting. Consultant's indemnification, obligations under' this ,Section, . or `-any`other provision of: this Agreement,:. shall not be- limited by the provisions of any workers' compensation act or similar act. Consultant expressly waives its -statutory immunity. under.,such statutes or laws as to -City, its :elected and appointed',officers, officials, agents, employees, designated :volunteers and. those City agents serving as independent., contractors in the role of Cit "I 18.5. Insurance Requirements: Not. Limiting City does not, and shall: not, Waive .any rights that' it may. `possess against Consultant because of the acceptance by -City, or deposit,,with City; of any,=insurance policy or certifcafe required . pursuant to this Agreement. The indemnities,, and obligations in . this Section`. shall' apply regardless_ of whether ,or not any insurance policies ;are determined ..to be applicable ,to,;the Claims -or Liabilities asserted against City or any'of.theother Inde"rnnitees. 18.6. -.Survival .of. Terms. Consultant's indemnifications and obligations. under this Section` 18:0' shall survive the 'expiration or termination of. this. Agreement: 19.0Ron-Discrimination and Equal ;Employment Opportunity Consultant affirmatively represents. that it is an -equal opportunity employer._ In the performance _ of this Agreement; • Consultant shall not discriminate against any subcontractor:,, employee, or applicant for employment 'because of race,. religion, color, national:origin, handicap,. an, sex -,,gender,. sexual orientation, gender identity, gender expression, marital';status, national origin; ancestry, age, physical disability, _merital disability,. medical. condition, genetic .information, ::or any other basis p'rdhibitia by law•. Consultant will take-�affirrnative action to. ensure ,that .subcontractors.. and applicants are employed, .,:and that employees are treated during employment, without regard: to their race, color, religious creed, sex,., 15of20 ..,v.®Y;;, , G.u''G'�,.,. �-�`r.F• .� : ��»:w....r .;a,..:_-.`s::i�":��,'si:.c`a..`�.r.. �.•.'.v:k: ;,, .,r. � ,fit .. .•i'� `:(�3. •. s„ .. , .. gender, gender identity, gender expression, marital status, national origin, ancestry, age, physical disability, mental disability, medical condition, genetic information or sexual orientation, or any other basis prohibited by law. 20.0 Labor Certification By its signature hereunder, Consultant certifies that it is aware of the provisions of Section 3700 of the California Labor Code that require every employer to be insured against liability for Workers' Compensation or to undertake self-insurance in accordance with the provisions of that Code, and agrees to comply with such provisions before commencing the performance of the Services. 21.0 Prevailing Wage and Payroll Records To the extent that this Agreement calls for services that, in whole or in part, constitute "public works" as defined in the California Labor Code, Consultant shall comply in all respects with all applicable provisions of the California Labor Code, including those set forth in Exhibit C, attached hereto and incorporated by reference herein. 22.0 Entire Agreement This Agreement contains the entire agreement of the Parties with respect to the subject matter hereof, and supersedes all prior negotiations, understandings, or agreements. This Agreement may only be modified by a writing signed by both Parties. 23.0 Severability The invalidity in whole or in part of any provisions of this Agreement shall not void or affect the validity of the other provisions of this Agreement. 24.0 Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California, except that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not be applied in interpreting this Agreement. Any dispute that arises under or relates to this Agreement (whether contract, tort or both) shall be resolved in a superior court with geographic jurisdiction over the City of Seal Beach. 25.0 No Third Party Beneficiaries This Agreement is made solely for the benefit of the Parties to this Agreement and their respective successors and assigns, and no other person or entity shall be deemed to have any rights hereunder against either party by virtue of this Agreement. 16 of 20 26.0 Waiver No delay or omission to exercise any right, power or remedy accruing to City under this Agreement shall impair any right, power or remedy of City, nor shall it be construed as a waiver of, or consent to, any breach or default. No waiver of any breach, any failure of a condition, or any right or remedy under this Agreement shall be (1) effective unless it is in writing and signed by the Party making the waiver, (2) deemed to be a waiver of, or consent to, any other breach, failure of a condition, or right or remedy, or (3) deemed to constitute a continuing waiver unless the writing expressly so states. 27.0 Prohibited Interests; Conflict of Interest 27.1. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which may be affected by the Services, or which would conflict in any manner with the performance of the Services. Consultant further covenants that, in performance of this Agreement, no person having any such interest shall be employed by it. Furthermore, Consultant shall avoid the appearance of having any interest, which would conflict in any manner with the performance of the Services. Consultant shall not accept any employment or representation during the term of this Agreement which is or may likely make Consultant "financially interested" (as provided in California Government Code §§ 1090 and 87100) in any decision made by City on any matter in connection with which Consultant has been retained. 27.2. Consultant further warrants and maintains that it has not employed or retained any person or entity, other than a bona fide employee working exclusively for Consultant, to solicit or obtain this Agreement. Nor has Consultant paid or agreed to pay any person or entity, other than a bona fide employee working exclusively for Consultant, any fee, commission, gift, percentage, or any other consideration contingent upon the execution of this Agreement. Upon any breach or violation of this warranty, City shall have the right, at its sole and absolute discretion, to terminate this Agreement without further liability, or to deduct from any sums payable to Consultant hereunder the full amount or value of any such fee, commission, percentage or gift. 27.3. Consultant warrants and maintains that it has no knowledge that any officer or employee of City has any interest, whether contractual, non - contractual, financial, proprietary, or otherwise, in this transaction or in the business of Consultant, and that if any such interest comes to the knowledge of Consultant at any time during the term of this Agreement, Consultant shall immediately make a complete, written disclosure of such interest to City, even if such interest would not be deemed a prohibited "conflict of interest" under applicable laws as described in this Section. 17 of 20 28.0 Final Payment Acceptance Constitutes Release The acceptance by Consultant of the final payment made under this Agreement shall operate as and be a release of City from all claims and liabilities for compensation to Consultant for anything done, furnished or relating to Consultant's work or services. Acceptance of payment shall be any negotiation of City's check or the failure to make a written extra compensation claim within ten calendar days of the receipt of that check. However, approval or payment by City shall not constitute, nor be deemed, a release of the responsibility and liability of Consultant, its employees, subcontractors and agents for the accuracy and competency of the information provided and/or work performed; nor shall such approval or payment be deemed to be an assumption of such responsibility or liability by City for any defect or error in the work prepared by Consultant, its employees, subcontractors and agents. 29.0 Corrections In addition to the indemnification obligations set forth above, Consultant shall correct, at its expense, all errors in the work which may be disclosed during City's review of Consultant's report or plans. Should Consultant fail to make such correction in a reasonably timely manner, such correction may be made by City, and the cost thereof shall be charged to Consultant. In addition to all other available remedies, City may deduct the cost of such correction from any retention amount held by City or may withhold payment otherwise owed Consultant under this Agreement up to the amount of the cost of correction. 30.0 Non Appropriation of Funds Payments to be made to Consultant by City for any Services performed within the current fiscal year are within the current fiscal budget and within an available, unexhausted fund. ,In the event that City does not appropriate sufficient funds for payment of Consultant's Services beyond the current fiscal year, this Agreement shall cover payment for Consultant's Services only to the conclusion of the last fiscal year in which City appropriates sufficient funds and shall automatically terminate at the conclusion of such fiscal year. 31.0 Mutual Cooperation 31.1. City's Cooperation. City shall provide Consultant with all pertinent Data, documents and other requested information as is reasonably available for Consultant's proper performance of the Services required under this Agreement. 31.2. Consultant's Cooperation. In the event any claim or action is brought against City relating to Consultant's performance of Services rendered under this Agreement, Consultant shall render any reasonable assistance that City requires. 18 of 20 32.0 Time of the Essence Time is of the essence in respect to all provisions of this Agreement that specify a time for performance; .provided, however, that the foregoing shall not be construed to limit or deprive a Party of the benefits of any grace or use period allowed in this Agreement. 33.0 Attorneys' Fees If either party commences an action against the other party, either legal, administrative or otherwise, arising out of or in connection with this Agreement, the prevailing party in such litigation shall be entitled to have and recover from the losing party all of its attorneys' fees and other costs incurred in connection therewith. 34.0 Titles and Headings The titles and headings used in this Agreement are for convenience only and shall in no way define, limit or describe the scope or intent of this Agreement or any part of it. 35.0 Exhibits All exhibits referenced in this Agreement are hereby incorporated into the Agreement as if set forth in full herein. In the event of any material discrepancy between the terms of any exhibit so incorporated and the terms of this Agreement, the terms of this Agreement shall control. 36.0 Corporate Authority The person executing this Agreement on behalf of Consultant warrants that he or she is duly authorized to execute this Agreement on behalf of said party and that by his or her execution, the Consultant is formally bound to the provisions of this Agreement. IN WITNESS WHEREOF, the Parties hereto, through their respective authorized representatives have executed this Agreement as of the date and year first above written. 19 of 20 CITY OF SEAL BEACH ,, By: P(VA if ff 'K, rrj A10 -h R. Ingrat iyrMan r Atte: CONSULTANT: Southstar Engineering and Consulting, Inc., a California corporation By. Approved as to Form: Yvette Kirrin Chief Executive Officer Daniel Ciacchella Secretary (Please note, two signatures required for corporations pursuant to California By: Corporations Code Section 393 from Nicholas R. Ghirelli, City Attorney each of the following categories: (i) the chairperson of the board, the president or any vice president, and (ii) the secretary, any assistant secretary, the chief financial officer or any assistant treasurer of such corporation.) PROOF OF AUTHORITY TO BIND CONTRACTING PARTY REQUIRED 20 of 20 EXHIBIT Request for Proposals City of Seal Beach Request for Proposals for Lampson Avenue Bike Lane Gap Closure Construction Management Services (ST1 81 1/ATPSB1 L-5229(017)) 0 OFOR RFP responses to be received until 2:00 P.M., January 18, 2023 in the Public Works Department ATTN: Iris Lee, Deputy Director of Public Works/City Engineer Approved for Advertising: Iris Lee City Engineer Date Issued: December 13, 2022 Table of Contents I. INTRODUCTION II. QUALIFICATIONS III. SCOPE OF SERVICES IV. PRE -PROPOSAL QUESTIONS V. SCHEDULE VI. SUBMITTAL REQUIREMENTS VII. FEE & COST PROPOSAL VIII. INTERVIEW IX. SELECTION PROCESS X. GENERAL CONDITIONS EXHIBIT A _ Sample Professional Services Agreement EXHIBIT B — Design Plan Excerpt 2 REQUEST FOR PROPOSALS FOR LAMPSON AVENUE BIKE LANE GAP CLOSURE (ST1811) CONSTRUCTION MANAGEMENT SERVICES ALL INTERESTED PARTIES MUST REGISTER BY EMAILING ilee(c_�sealbeachca.goy. COMMUNICATION AND ADDENDA, IF ANY, WILL BE DISTRIBUTED TO REGISTERED PARTIES VIA. EMAIL PROVIDED. I. INTRODUCTION Alternative and active modes of transportations are encouraged within the City of Seal Beach where there is a desire to move forward with improving roadways with on -street bike lanes. As such, the City of Seal Beach has applied and received an Active Transportation Program (ATP) for the Lampson Avenue Bike Lane Gap Closure project (Project). The Project will provide a Class II bike lane along Lampson Avenue between Basswood Street and Seal Beach Boulevard, connecting to the existing bike lane along Lampson Avenue from Basswood Street going east. Lampson Avenue is classified as a four -lane divided secondary arterial on the Orange County Master Plan of Arterial Highway (OC MPAH). The City is soliciting proposals from qualified consultants to provide construction management services for the Project. The project generally includes striping, signing, traffic signal modifications, landscaping modifications, and limited roadway modifications, as necessary to accommodate the Project. The National Environmental Policy Act (NEPA) and California Environmental Quality Act (CEQA) documents for the project have been approved with no specific conditions. The ATP grant will be funded with Federal dollars, which will require the Consultant to follow all pertinent local, State and Federal laws and regulations. The selected Consultant will be responsible for managing all construction start-up/close-out aspects of the Project, and preparing all required reporting documents and submitting in a timely fashion. Project design excerpts have been provided as part of Exhibit A. Complete plans, specifications, and estimates are available for viewing upon request. Estimated construction value is at $1.5 million, and is subject to Buy American Build American requirements Construction allocation request is scheduled for January 2023, where an E-76 approval will follow thereafter II. QUALIFICATIONS Minimum Qualifications • Valid California license and/or certification for the discipline of Work. 3 • Valid City of Seal Beach business license for the term of the Agreement, if selected. • Minimum ten (10) years of professional construction management, or demonstrated equivalent experience, in similar improvement settings. • Knowledge and experience working as a lead on federally -funded active transportation or similar roadway improvements. • Proficiency with applicable regulatory agencies' rules and regulations, or ability to subcontract a firm to provide such services. • Minimum of five (5) years of professional working history with similar sized municipalities, with satisfactory references. Desirable Qualifications • Knowledge and experience with the City of Seal Beach's standards, provisions, and practices. • Adequate availability of key team members. I11. SCOPE OF SERVICES The following is an envisioned approach but is subject to change based on the Consultant's project understanding and recommended approach. 1. Construction Management and Reporting — Consultant shall provide project coordination starting at California Transportation Commission construction fund allocation to project close-out, which would at a minimum include coordinating with design consultant, final bid package assembly and review, bid support; coordinating on-site work and inspection; preparing all required reporting documents and submitting in a timely manner. 2. Meetings - Coordinate and conduct meetings with design consultant, inspector, permitting agencies, any regulatory/governing body, and contractor. Consultant should anticipate developing agendas and minutes for each meeting. 3. Schedule & Budget — Ensure on-time and within budget project delivery. This will include regular schedule updates and budget reports. 4. Submittals & RFI's — Coordinate review and response to RFI's with design consultant, as necessary. Evaluate merit of any potential claims. 5. Public Relations — Coordinate construction notifications, proactively respond to public inquires and possibly conduct/facilitate public outreach workshops. 4 6. Progress Payments & Change Orders — Coordinate and validate contractor change orders and monthly progress payments. 7. Close Out — Coordinate and review all construction closeout documentation with warranties. Coordinating and submitting project close-out documentations with agencies having jurisdiction. IV. PRE -PROPOSAL QUESTIONS For answers to questions or particulars regarding this Request for Proposal, all interested parties are to contact: Iris Lee, City Engineer City of Seal Beach — Public Works Department 211 Eighth Street Seal Beach, CA 90740 ilee(o-)sealbeachca.gov (562) 431-2527 ext. 1322 The City will respond to all questions and requests for clarification received by January 9, 2023. V. SCHEDULE The following dates reflect the anticipated schedule: ■ Request for Proposal Solicitation ■ Pre -Proposal Question Deadline ■ Proposal Submittal Deadline ■ Consultant Interview (if conducted) ■ Contract Award by City Council ■ Notice to Proceed VI. SUBMITTAL REQUIREMENTS Acceptance of Submittals 12/13/2022 1/9/2023 1/18/2023, 2:00p.m. February 2023 February 2023 March 2023 Proposals are due by 2:00 PM on January 18, 2023 to the following. Postmarks will not be accepted. Iris Lee City Engineer City of Seal Beach — Public Works Department 211 Eighth Street Seal Beach, CA 90740 ilee(cD-seal beachca.gov 5 (562) 431-2527 ext. 1322 Please submit three (3) bound hard copies, and one (1) electronic copy of the Consultant's Proposal. Proposals received after the date and time listed above will not be accepted or considered for this Project. There is no expressed or implied obligation for City to reimburse firms for any expenses incurred in preparing proposals in response to this request. Materials submitted by respondents are subject to public inspection under the California Public Records Act (Government Code Sec. 6250 et seq.). Any language purporting to render the entire proposal confidential or propriety will be ineffective and will be disregarded. The City reserves the right to retain all proposals submitted, and to use any idea in a proposal regardless of whether the proposal was selected. Submission of a proposal indicates acceptance by the firm of the conditions contained in the RFP, unless clearly and specifically noted in the proposal submitted and confirmed in the contract between the City and the selected Consultant. All property rights, including publication rights of all reports produced by the selected Consultant in connection with services performed under this Agreement shall be vested in the City. Information to be Submitted The following information shall be provided, at a minimum: Cover Letter Table of Contents Company Qualifications Local Staffing List Understanding/Approach References Fee & Cost Proposal Exceptions Business Entity Contract Signatories Cover Letter: Cover letter shall not exceed two pages. It shall provide an executive summary of the proposal, and designate the firm's authorized representative regarding this RFP. Table of Contents: The table of contents shall list the following sections with page numbers and information in each section shall be provided. Company Qualifications: Provide a summary of the Consultant's qualifications, including background and experience. Local Staffing List: Provide an organizational chart showing the names, positions, responsibilities, and availability of the individual(s) that would be assigned to this Agreement, including sub -Consultants. Identify the individual(s) authorized to negotiate the contract on behalf of the Consultant's firm and the Consultant's project manager. Understanding/Approach: Describe the Consultant's understanding of the Work requested in this RFP, any key issues that may need special attention. Describe how the Consultant will approach the scope of services and each task needed to complete the project. Any task assumptions and/or exclusions shall be clearly identified. References: Consultant. should, provide a minimum of three .(3) references from public .agencies the Consultant.has performed work for -within the last seven: -(7) years. Information-shall..include, at a:minum • Agency. name • Scope .of work and/or services provided, prime/sub-Consultant. • Project outcome • Construction and/or contract value • Dates • Ciient,:broject manager name, valid telephone number, and email Fee & Cost Proposal: A Fee & Cost .Proposal'.shall- be sub.mitted,in a separate, sealed enve,.loperand marked as "Lamp'son Avenue, Bike ;Lame Gap Closure — Construction Management Services -Proposal". The information and detail; included in the fee proposal`. shall conform to the, provisions of Section VII, Fee Proposal; of this RFP!. Please .note that. part of the evaluation criteria -takes into consideration the responsiveness of.,a proposal;. proposals: missingrthe.required--components willbe,evaluated. accordingly. Exceptions: The Consultant shall review this WP and attached samplecontract. Exceptions to anyportion of the=.RFP'Yand/or City's standard agreement will needto be clearly identified. Identification of:.exception s does not constitute Cityconcurrence and acceptance. Exceptions:maytie negotiated wifh;the top-rankede,46` : Business Entity: Clearly, indicate the firm's business entity type (i.e., a California .corporation). Contract .Signatories: Provide the two binding signatories for the firm, pursuant to California .Corporation . Code. section '31.3. VII. FEE $COST PROPOSAL In preparingthe Fee &-Cost Proposal for this project, the Consultant shall, take into consideration the following: 1. Unless specially.noted, compensation for any services.providedwill be.on a.time-and-materials. 2. .Fee -and =cost . proposal, and billing rates shall remain effective for the term of the Agreement.. Any. ,anticipated billing/rate' adjustme,nts sha_II be. clearily:identifed in the lPrbposal. 3. 'The "Consultant's ,standard, overtime, and 'double-timing, billing ,rates for all classifications. of staff=likely to be.involved shall be included wifttheJee proposaI along"with :the mark-up rate.for any nonr.labor.expenses. and. sub=Consultants. Any ar ticipated feq adjustmenis shall:be.clearly noted. 4.:. The City will negotiate the final' fee with the ;top-ranking Consultant(s), if necessary. VIII::: INTERVIEW ..: o .w, _.8k3M.k.�dm�.33�� :x`:�- "�;�;;'",::-.a�aii.,.1 — i-'..u�:':;.��,�.' . "-r. �:L�i��`.. . " ?a..�-.,�::.'�w �b �-iu).: •x.. _, _... .. .. J Top ranked Consultant team(s) may be interviewed by the selection committee. Proposed key personnel from the Consultant's team may be requested to present the teams' and their qualifications at an interview. IX. SELECTION PROCESS Proposals will be evaluated on the basis of the response to all provisions of this RFP. The City may use some or all of the following criterion in its evaluation and comparison of proposals submitted. The criteria listed are not necessarily an all-inclusive list. The order in which they appear is not intended to indicate their relative importance. The City reserves the right to modify the evaluation criterion and percentage of score as deemed appropriate prior to the commencement of evaluation. The City reserves the right to determine whether or not a proposal meets the specifications and requirements of this RFP and reject any proposal that, in the City's sole opinion, fails to meet the detail or intent of the requirements. The City reserves the right to reject any and all proposals. POTENTIAL EVALUATION CRITERIA I. Completeness of Response (Pass/Fail) Responses to this RFP must be complete. Responses that do not include the proposal content requirements identified within this RFP and subsequent addenda and do not address each of the requested items will be considered incomplete, may be rated a Fail in the Evaluation Criteria, and may receive no further consideration. 2. Qualifications & Experience (55 points) a. Local Presence - A statement addressing firm's ability to effectively conduct the Work for the City based on the Firm's location. b. Relevant experience, specific qualifications, and technical expertise of the Consultant and sub -Consultants to perform the work. c. Quality of references - name of at least three (3) agencies the Consultant currently or have previously consulted for in the past seven (7) years. d. Experience/knowledge of federally -funded project procedures and regulations. e. Familiarity with City standards and practices. 3. Organization $ Approach (40 points) a. Consultant's understanding of requested Work and proposed scope of work. b. Consultant's project team and quality of key individuals. Availability and allocation of key individuals. c. Consultant's understanding of the nature of public sector work and its decision-making process. d. Proposed schedule and hours. Description of project management and cost control mechanism. 4. Conformity (5 points) a. Quality, clarity, and responsiveness to RFP. b. Conformity to the sample PSA. M The City reserves the right to determine whether or not a proposal meets the specifications and requirements of this RFP and reject any proposal that, in the City's sole opinion, fails to meet the detail or intent of the requirements. The City reserves the right to reject any and all proposals. All proposals received as specified will be evaluated by City staff in accordance with the abovementioned. During the evaluation period, the City may do any or all of the following: generate a "short list' and conduct interviews with the top candidates; conduct on-site visits and/or tours of the candidates' places of business. Consultants should be aware that award may be made without Consultant visits, interviews, or further discussion or negotiations. X. GENERAL CONDITIONS A. Signature The Letter Proposal shall be signed by an individual authorized to bind the Consultant. B. Other Considerations: The City shall not be liable for any pre -contractual expenses incurred by any firm considering submitting a proposal in response to this RFP. The City reserves the right to accept or reject any and all proposals, or any part of, or waive any informalities or irregularities. The City reserves the right to withdraw, to cancel this RFP at any time without prior notice and the City makes no representations that any contract will be awarded to any firm responding this RFP. C. Business License Required The Seal Beach Municipal Code requires all businesses operating in the City to pay a business license tax. For more information, go to www.sealbeachca.gov. D. Prevailing Wage All work performed in connection with execution of this contract work shall be performed in compliance with all applicable laws, ordinances, rules and regulations of federal, state, county or municipal governments or agencies (including, without limitation, all applicable federal and state labor standards, including the prevailing wage provisions of sections 1770 et seq. of the California Labor Code), and (b) all directions, rules and regulations of any fire marshal, health officer, building inspector, or other officer of every governmental agency now having or hereafter acquiring jurisdiction. The Consultant shall indemnify, defend and hold the City harmless from any and all claims, causes of action and liabilities based upon or arising from the failure of any work related to the Agreement to comply with all such applicable legal requirements, including, without limitation, any such claims, causes of action or liabilities that may be asserted against or incurred by City with respect to or in any way arising from the Project's compliance with or failure to comply with applicable laws, including all applicable federal and state labor requirements including, without limitation, the requirements of California Labor Code section 1770 et seq. Consultant agrees that all public work (as defined in California Labor Code section (1720) performed pursuant to this Agreement (the "Public Work"), if any, shall comply with the requirements of California Labor Code sections 1770 et seq. City makes no representation or statement that the project or any portion thereof, is or is not a "public work" as defined in California Labor Code section 1720. In all bid specifications, contracts and subcontracts for any such Public Work, Consultant shall obtain the general prevailing rate of per diem wages and the general prevailing rate for holiday and overtime work in this locality for each craft, classification or type of worker needed to perform the Public Work, and shall include such rates in the bid specifications, contract or subcontract. Such bid specifications, contract or subcontract must contain the following provision: It shall be mandatory for the Consultant to pay not less than the said prevailing rate of wages to all workers employed by the Consultant in the execution of this contract. The Consultant expressly agrees to comply with the penalty provisions of California Labor Code section 1775 and the payroll record keeping requirements of California Labor Code section 1771." E. Registration with the Department of Industrial Relations In accordance with Labor Code Sections 1725.5 and 1771.1, no Consultant or Subconsultant shall be qualified to bid on, be listed in a proposal, subject to the requirements of Section 4104 of the Public Contract Code, or engage in the performance of any contract for public work, unless currently registered and qualified to perform public work pursuant to Section 1725.5 [with limited exceptions for bid purposes only under Labor Code Section 1771.1(a)]. The Department of Industrial Relations Registration Number shall be listed for the Consultant and each Subconsultant, if any, in the proposal. 10 EXHIBIT A LAMPSON AVENUE BIKE PLAN GAP CLOSURE - DESIGN PLAN EXCERPT 11 ��¢gN�aBs 434- Aei1cl.l a ` g Hilt g 9 AWN oSPIN LLJ CVD E d Lu z Of j O un) o k ; A A O OQ Wpb R� Q J U) O 3�S3W��zB U (n z 9 9 Q 9 9 9 99 GN W < CO a a : m�P O w W LU a •''� V W> J o J J muj Dw 9 J Wco z m s#�a�aaa�aa�it^�l��eern�a=:a 0 m g y a U)Cf)w O 4 a sa (� �1! g' s z - 9;1 #g : U � a a7 qjI will SHHHVI ���ga e �g�Y�:L���m��ba�e$badd 3�6 Ws�a �yWe bN �b b�b s AR 6 e g �$ab ag g tot,gg lion!€ a�>-W$�r- o gad ��€ L IL9 LII OOOSw «II m'ma8 ' v ¢c su OO'OSap 51 49 SII mmw Si e9L11 ara+c (K SU M m+C SJ NLStI mM+9 51 K9YU m'ma9 W y IN Su � muss a 0 SI In "I F Si 41911 N -1w Sl 192 LII m m+r 9 133HS 33S 00+M 'VIS 3•AIHOlVW s Y 19L e � ; aQ po �yaY59 k 2 g9 R _ 3 d $ FP� < VVV 9 $ C # E t 52 Y lit 511Lf'911 1i oil fi111'111R 11-11 $1 I I 188 6.1- mux 06 00 S S @@ 00 ® ©000ao 0000000® O I �s 5,1m all , 9 133•-'s lvw m'mro1 OO+OI 'V is If.911 r _ 11 r � M \ SJ If9'CU ' Of B ]8 OC f9�B LroN m a, U 4LLII 1 ;n mma9 m mOS C \�i _I 51s1 m9�su ¢ ' b w WYK+9 � Z I1 LL 33tl�' - J LK2 SU V1R'SU �y arrow + 9f i9 w % S SC 11.059 J Z 5! 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Wa G OIS�Su 00'OS«tt G 165911 a'afzL G 1Y9911 aK z G 6Y9u 009phLZ _ G 6994 Op'OOaLt G IK 911 ww+u G B9'Su G IL6'9u G 604 m � maf z a3 w%+a i G 199'Su G1S�L0�� GvLI maaf6 a a0 aflt •.. w a6'60na o �u' w a G I9p-9U G rcl Lu G [4 Ll OO L9wi � � OOMhOZ o 1 OD'OSfOi G IOL'911 - 00'OOWL w Gt81 [II U ¢ 00'OOML a N 136 G OL'Li 000 = v�5 1G IY911 U Z G In 111 Z Si 9L'Ll a'OShgl 0o'awt 61 Z x ¢ w � 3 OO af81 R G Itl9U ' 000pf81 y Sf 195'[4 N 0pY0hel � B0 G LS'LI 00'00+61 G Ilt'9u 0005.81 0 Sf 25'Lll If •.......91 yy G ILY'LII 00Mw1 G I/8'SII a'OOw1 . il ;S9'LU 00'00«91 '9:OOwl'. 00+8 rolS 3 -1HO1Vw 9 I33aS 33S [L 9u p9pfLL if 699u 0005!12 i aomau N i a Q G 65911 � / CO/DShOZ/ I G1099U W"OO+Oz � < N a yw� 5f 11B YU i of C0 00'aa61 w � N � G Iwz9 o Gl�zu arawl 9 13Syp1dWI II �-3lLBLBLI b L09f M•' vI an ass 93B nrn e I ' 9n 'a6n axL I — 4 r aarosaYz � g R f - 90M .1 ily. .1 � SL LL I + uRe V. � /1630/061 �i ' I 0 y i 3a9 .I uw1 nw.l I awl 1 aoswl I _ I 00+81 'VIS 3 nHC)1VW 9 133HS 33S v�su 00'00�9L . 09t9Z 'VIS 3NIlHOIVW L 133HS 33S Osz1a. t bis ,: of N L _ A6 bg i� P51 S 91 lYli— OpOSITY Sf IKSI, oonc r ao Sf t0� 9U5U ar�,2L aaawzc �2�u k 5! 111511 a0'««lt :,1,11 oom.1L vv o_Jw j S! 110511 m os.0 00'00.+2 I I 1 SU arao.9L a N o o 151 U2'SI) G "' aoowc2 � u v re1;511 — 40'OOa(L W 51 2150 Op -2 v�su 00'00�9L . 09t9Z 'VIS 3NIlHOIVW L 133HS 33S Osz1a. t bis ,: of N L _ A6 bg i� P51 �2�u k tl $ �o 3 � EXHIBIT B SAMPLE PROFESSIONAL SERVICES AGREEMENT Removed from reference for clarification 12 EXHIBIT B Consultant's Scope of Services W' ®® SOUTHSTAR ENG IN E E IZIN G 1945 Chicago Ave, Unit 'C-2' Riverside CA 92507 T951.342.3120 F951.342.3148 fr�aurap %%rt /ta 4.ue,, Project March 21, 2023 City of Seal Beach Public Works Department 211 Eight Street Seal Beach, CA 90740 ATTN: Iris Lee - City Engineer RE: City of Seal Beach — RFP for Lampson Avenue Bike Lane Gap Closure Construction Management Services Dear Ms. Lee, Southstar Engineering & Consulting, Inc. (Southstar) greatly appreciates the City of Seal Beach for granting us the opportunity to submit this cost proposal to provide construction management services for the Lampson Avenue Bike Lane Gap Closure Project. The total revised estimated fee for the proposed scope of services is $110,252.00. The following pages include our fee proposal along with our subconsultant's cost information. The revisions made to the original cost proposal are made based on our discussion on March 14, 2023 and follow up email on March 20, 2023. We have reduced the budgeted hours for public outreach and labor compliance based on the City's anticipated needs in these services. We also increased budgeted hours for the construction manager to include budget for closeout and final audit with Caltrans Local Assistance oversight. As discussed in our meeting, these are only budgeted hours. We will only charge the City for hours worked and will not exceed our budget without prior authorization and with an agreed upon change in scope of services. We look forward to working with the City of Seal Beach. Sincerely, Jason Bennecke, PE, MBA, PMP Executive Vice President Southstar Engineering & Consulting, Inc. 0 0 0 0 T� Ln cm O N O O N O e-1 ei WL O O y cn to O N-i wIn V N lV 00 O Ol 14 v} vi- ei N o ot m '^' V1. c rl to -4 ti ,4 Ln O U u a m N C H L4 ra c m c v ° t O o i 'am 3 .,_. O U a W 00 c N S 6J w ch m ° co O d ya1 m E * 0ai • LL 3 ~ LU Y � V O m = H iCJ GJ O 7 m a1 0 C M C m al CL c 3 H N H pp 'o °_ c O. �— W i/} i/Y i/} i/} N � 'c/i• V U O m y 0 0 0 0 m'O m 3 N x, C) QI to N m L.: i m i Ln N to N to N to 'I O °- al �o �2 0 O O 7 0 to I6 L u O .. a ws a+ c am+ cis F O N t0 e~i m j to O t C }i to C_ O O O F a = to Z m N O m CO u m CLna o a c :!=m t. O 0 m i m 0; d O v N C = u to IC6 =�+ •� �"_ -� y m y' -a It O W 00 O N aJ O C d Q �' ° N QJ N V n to O 0 O 3 E O a R V O VY m d al LO U OO U al 0) LL L C. al t 7 C A ++ m O y MO J Y m O CA N y LL 00 00 co aC m p 3 3 C 0 m N N N N m v o Ou � O Y O c U CL y V y N m 3 '° C OC p W O II a C C m y U C V c ? m a toba E 4 O m v o � o 0 m Ci A Z oU C m w O i 00 C a� > W C QJ C m C 3 O m V 4! C 2 a U = y C t` C m p a) a w$ m 7 uYi u m al m to O '^ a m c o m m O i mO u p P m m `0 al cu U n T W y G L GJ C U C m mp m a0i O U 'm ami Q tin E 3 u c W E c Et ( m CL C m 7 O u O U Y ba a/ O to p O m 3 ¢ c aaa o Y O °0 v ar o m a z ti o y to d o � 3. C m C V 7 U Zar a o E o. o o Y d n -o .V y " w a c° m to2 w a m a o v a mW a v m a) CL C ° a1 al v a tOn 2 ° Y N aci m ` a L m m C L N O N mtw m 7 U E E s 0 m .0 Q A N C Otpi. =U) j in = C m Q. : C Q > *a * m o± Field Technician - Subgrade & Aggregate Base 80 hours @ $ 110.00 /hour $ 8,800.00 Field Technician - Asphalt Concrete 24 hours @ $ 110.00 /hour $ 2,640.00 ACI Field Technician - Concrete 8 hours @ $ 115.00 /hour $ 920.00 Field Vehicle and Equipment Usage 112 hours @ $ 15.00 /hour $ 1,680.00 Subtotal $ 14,040.00 Laboratory Proctor Density, D 1557, D 698 4 tests @ $ 220.00 /test $ 880.00 Compression Tests, 6x12 Cylinder, C 39 8 tests @ $ 35.00 /test $ 280.00 Extraction, % Asphalt, incl. Gradation, D 2172, CT 382 2 tests @ $ 250.00 /test $ 500.00 Hveem Stability and Unit Weight, D 1560, T 246, CT 366 2 tests @ $ 225.00 /test $ 450.00 Subtotal $ 2,110.00 Coordination,Project ..-Support Project Engineer/Geologist/Environmental Scientist 10 hours @ $ 185.00 /hour $ 1,850.00 Geotechnical Assistant/Dispatcher 4 hours @ $ 75.00 /hour $ 300.00 Subtotal $ 2,150.00 ESTIMATED FEE $ 18,300 .00 Professional Staff Principal Engineer/Geologist/Environmental Scientist/Certified Industrial Hygienist. $ 210 Senior Engineer/Geologist/Environmental Scientist ...... $ 200 Senior Project Engineer/Geologist/Environmental Scientist.. $ 195 Project Engineer/Geologist/Environmental Scientist. - $ 185 Senior Staff Engineer/Geologist/Environmental Scientist $ 170 Staff Engineer/Geologist/Environmental Scientist. $ 155 GIS Analyst $ 130 Technical Illustrator/CAD Operator $ 110 Field Staff Certified Asbestos/Lead Technician $ 195 Field Operations Manager $ 130 Nondestructive Examination Technician (LT, MT, LP) $ 125 Supervisory Technician $ 120 Special Inspector (Concrete, Masonry, Structural Steel, Welding, and Fireproofing) - $ 115 Senior Technician $ 110 Technician $ 110 Administrative Staff Information Specialist $ 90 Geotechnical/EnvironmentaULaboratory Assistant $ 95 Data Processor $ 75 Other Charges Concrete Coring Equipment (includes technician). $ 190/hr Anchor Load Test Equipment (includes technician) $ 190/hr GPR Equipment. $ $ 180/hr 100/hr Inclinometer $ 80/hr Hand Auger Equipment $ 25/hr Rebar Locator (Pachometer) $ 65/kit Vapor Emission Kit $ 12/hr Nuclear Density Gauge $ 70/hr X -Ray Fluorescence $ 25/hr PID/FID $ 10/hr Air Sampling Pump $ 15/hr Field Vehicle $ 450/hr Expert Witness Testimony Cost plus 15 % Direct Expenses Special equipment charges will be provided upon request. For field and laboratory technicians and special inspectors, overtime rates at 1.5 times the regular rates will be charged for work performed in excess of 8 hours in one day Monday through Friday and all day on Saturday. Rates at twice the regular rates will be charged for all work in excess of 12 hours in one day, all day Sunday and on holidays. Field technician and special inspection hours are charged at a 4 -hour minimum, and 8 -hour minimum for hours exceeding 4 hours. Invoices are payable upon receipt. A service charge of 1.5 percent per month may be charged on accounts not paid within 30 days. Our rates will be adjusted in conjunction with the increase in the Prevailing Wage Determination during the life of the project, as applicable. The terms and conditions are included in Ninyo & Moore's Work Authorization and Agreement form. Ninyo & Moore I Lampson Avenue Bike Lane Gap Closure Project„ Seal Beach, California 1 04-03909 1 January 16, 2023 SOILS CONCRETE Atterberg Limits, D 4318, CT 204 $ 170 Compression Tests, 6x12 Cylinder, C 39 $ 35 California Bearing Ratio (CBR), D 1883 $ 550 Concrete Mix Design Review, Job Spec $ 300 Chloride and Sulfate Content, CT 417 & CT 422 $ 175 Concrete Mix Design, per Trial Batch, 6 cylinder, ACI $ 850 Consolidation, D 2435, CT 219 $ 300 Concrete Cores, Compression (excludes sampling), C 42 $ 120 Consolidation, Hydro -Collapse only, D 2435 $ 150 Drying Shrinkage, C 157 $ 400 Consolidation - Time Rate, D 2435, CT 219 $ 200 Flexural Test, C 78 $ 85 Direct Shear- Remolded, D 3080 $ 350 Flexural Test, C 293 $ 85 Direct Shear- Undisturbed, D 3080 $ 300 Flexural Test, CT 523 $ 95 Durability Index, CT 229 $ 175 Gunite/Shotcrete, Panels, 3 cut cores per panel and test, ACI $ 275 Expansion Index, D 4829, IBC 18-3 $ 190 Lightweight Concrete Fill, Compression, C 495 $ 80 Expansion Potential (Method A), D 4546 $ 170 Petrographic Analysis, C 856 $ 2,000 Geofabdc Tensile and Elongation Test, D 4632 $ 200 Restrained Expansion of Shrinkage Compensation $ 450 Hydraulic Conductivity, D 5084 $ 350 Splitting Tensile Strength, C 496 $ 100 Hydrometer Analysis, D 6913, CT 203 $ 220 3x6 Grout, (CLSM), C 39 $ 55 Moisture, Ash, & Organic Matter of Peat/Organic Soils $ 120 2x2x2 Non -Shrink Grout, C 109 $ 55 Moisture Only, D 2216, CT 226 $ 35 Moisture and Density, D 2937 $ 45 ASPHALT Permeability, CH, D 2434, CT 220 $ 300 Air Voids, T 269 $ 85 pH and Resistivity, CT 643 $ 175 Asphalt Mix Design, Caltrans (incl. Aggregate Quality) $ 4,500 Proctor Density D1557, D 698, CT 216, AASHTO T-180 $ 220 Asphalt Mix Design Review, Job Spec $ 180 Proctor Density with Rock Correction D 1557 $ 340 Dust Proportioning, CT LP -4 $ 85 R -value, D 2844, CT 301 $ 375 Extraction, % Asphalt, including Gradation, D 2172, CT 382 $ 250 Sand Equivalent, D 2419, CT 217 $ 125 Extraction, % Asphalt without Gradation, D 2172, CT 382 $ 150 Sieve Analysis, D 6913, CT 202 $ 145 Film Stripping, CT 302 $ 120 Sieve Analysis, 200 Wash, D 1140, CT 202 $ 100 Hveem Stability and Unit Weight D 1560, T 246, CT 366 $ 225 Specific Gravity, D 854 $ 125 Marshall Stability, Flow and Unit Weight, T 245 $ 240 Thermal Resistivity (ASTM 5334, IEEE 442) $ 925 Maximum Theoretical Unit Weight, D 2041, CT 309 $ 150 Triaxial Shear, C.D, D 4767, T 297 $ 550 Moisture Content, CT 370 $ 95 Triaxial Shear, C.U., w/pore pressure, D 4767, T 2297 per pt $ 450 Moisture Susceptibility and Tensile Stress Ratio, T 238, CT 371 $ 1,000 Triaxial Shear, C.U., w/o pore pressure, D 4767, T 2297 per pt $ 350 Slurry Wet Track Abrasion, D 3910 $ 150 Triaxial Shear, U.U., D 2850 $ 250 Superpave, Asphalt Mix Verification (incl. Aggregate Quality) $ 4,900 Unconfined Compression, D 2166, T 208 $ 180 Superpave, Gyratory Unit Wt., T 312 $ 100 Superpave, Hamburg Wheel, 20,000 passes, T 324 $ 1,000 MASONRY Unit Weight sample or core, D 2726, CT 308 $ 100 Brick Absorption, 24-hour submersion, 5 -hr boiling, 7 -day, C 67 $ 70 Voids in Mineral Aggregate, (VMA) CT LP -2 $ 90 Brick Compression Test, C 67 $ 55 Voids filled with Asphalt, (VFA) CT LP -3 $ 90 Brick Efflorescence, C 67 $ 55 Wax Density, D 1188 $ 140 Brick Modulus of Rupture, C 67 $ 50 Brick Moisture as received, C 67 $ 45 AGGREGATES Brick Saturation Coefficient, C 67 $ 60 Clay Lumps and Friable Particles, C 142 $ 180 Concrete Block Compression Test, 8x8x16, C 140 $ 70 Cleanness Value, CT 227 $ 180 Concrete Block Conformance Package, C 90 $ 500 Crushed Particles, CT 205 $ 175 Concrete Block Linear Shrinkage, C 426 $ 200 Durability, Coarse or Fine, CT 229 $ 205 Concrete Block Unit Weight and Absorption, C 140 $ 70 Fine Aggregate Angularity, ASTM C 1252, T 304, CT 234 $ 180 Cores, Compression or Shear Bond, CA Code $ 70 Flat and Elongated Particle, D 4791 $ 220 Masonry Grout, 3x3x6 prism compression, C 39 $ 45 Lightweight Particles, C 123 $ 180 Masonry Mortar, 2x4 cylinder compression, C 109 $ 35 Los Angeles Abrasion, C 131 or C 535 $ 200 Masonry Prism, half size, compression, C 1019 $ 120 Material Finer than No. 200 Sieve by Washing, C 117 $ 90 Masonry Prism, Full size, compression, C 1019 $ 200 Organic Impurities, C 40 $ 90 Potential Alkali Reactivity, Mortar Bar Method, Coarse, C 1260 $ 1,250 REINFORCING AND STRUCTURAL STEEL Potential Alkali Reactivity, Mortar Bar Method, Fine, C 1260 $ 950 Chemical Analysis, A 36, A 615 $ 135 Potential Reactivity of Aggregate (Chemical Method), C 289 $ 475 Fireproofing Density Test, UBC 7-6 $ 90 Sand Equivalent, T 176, CT 217 $ 125 Hardness Test, Rockwell, A 370 $ 80 Sieve Analysis, Coarse Aggregate, T 27, C 136 $ 120 High Strength Bolt, Nut & Washer Conformance, Sieve Analysis, Fine Aggregate (including wash), T 27, C 136 $ 145 per assembly, A 325 $ 150 Sodium Sulfate Soundness, C 88 $ 450 Mechanically Spliced Reinforcing Tensile Test, ACI $ 175 Specific Gravity and Absorption, Coarse, C 127, CT 206 $ 115 Pre -Stress Strand (7 wire), A 416 $ 170 Specific Gravity and Absorption, Fine, C 128, CT 207 $ 175 Reinforcing Tensile or Bend up to No. 11, A 615 & A 706 $ 75 Structural Steel Tensile Test: Up to 200,000 lbs., A 370 $ 90 ROOFING Welded Reinforcing Tensile Test: Up to No. 11 bars, ACI $ 80 Roofing Tile Absorption, (set of 5), C 67 $ 250 Roofing Tile Strength Test, (set of 5), C 67 $ 250 Special preparation of standard test specimens will be charged at the technician's hourly rate. Ninyo & Moore is accredited to perform the AASHTO equivalent of many ASTM test procedures. Ninyo & Moore 1 2021 Laboratory Testing EXHIBIT C TERMS FOR COMPLIANCE WITH CALIFORNIA LABOR LAW REQUIREMENTS 1. This Agreement calls for services that, in whole or in part, constitute "public works" as defined in Division 2, Part 7, Chapter 1 (commencing with Section 1720) of the California Labor Code ("Chapter 1"). Further, Consultant acknowledges that this Agreement is subject to (a) Chapter 1 and (b) the rules and regulations established by the Department of Industrial Relations ("DIR") implementing such statutes. Therefore, as to those Services that are "public works", Consultant shall comply with and be bound by all the terms, rules and regulations described in 1(a) and 1(b) as though set forth in full herein. 2. California law requires the inclusion of specific Labor Code provisions in certain contracts. The inclusion of such specific provisions below, whether or not required by California law, does not alter the meaning or scope of Section 1 above. 3. Consultant shall be registered with the Department of Industrial Relations in accordance with California Labor Code Section 1725.5, and has provided proof of registration to City prior to the Effective Date of this Agreement. Consultant shall not perform work with any subcontractor that is not registered with DIR pursuant to Section 1725.5. Consultant and subcontractors shall maintain their registration with the DIR in effect throughout the duration of this Agreement. If Consultant or any subcontractor ceases to be registered with DIR at any time during the duration of the project, Consultant shall immediately notify City. 4. Pursuant to Labor Code Section 1771.4, Consultant's Services are subject to compliance monitoring and enforcement by DIR. Consultant shall post job site notices, as prescribed by DIR regulations. 5. Pursuant to Labor Code Section 1773.2, copies of the prevailing rate of per diem wages for each craft, classification, or type of worker needed to perform the Agreement are on file at City Hall and will be made available to any interested party on request. Consultant acknowledges receipt of a copy of the DIR determination of such prevailing rate of per diem wages, and Consultant shall post such rates at each job site covered by this Agreement. 6. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1774 and 1775 concerning the payment of prevailing rates of wages to workers and the penalties for failure to pay prevailing wages. Consultant shall, as a penalty to City, forfeit $200.00 for each calendar day, or portion thereof, for each worker paid less than the prevailing rates as determined by the DIR for the work or craft in which the worker is employed for any public work done pursuant to this Agreement by Consultant or by any subcontractor. 7. Consultant shall comply with and be bound by the provisions of Labor Code Section 1776, which requires Consultant and each subcontractor to: keep accurate payroll records and verify such records in writing under penalty of perjury, as specified in Section 1776; certify and make such payroll records available for inspection as provided by Section 1776; and inform City of the location of the records. 8. Consultant shall comply with and be bound by the provisions of Labor Code Sections 1777.5, 1777.6 and 1777.7 and California Code of Regulations, Title 8, Section 200 et seq. concerning the employment of apprentices on public works projects. Consultant shall be responsible for compliance with these aforementioned Sections for all apprenticeable occupations. Prior to commencing work under this Agreement, Consultant shall provide City with a copy of the information submitted to any applicable apprenticeship program. Within 60 days after concluding work pursuant to this Agreement, Consultant and each of its subcontractors shall submit to City a verified statement of the journeyman and apprentice hours performed under this Agreement. 9. Consultant shall not perform work with any Subcontractor that has been debarred or suspended pursuant to California Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. Consultant and subcontractors shall not be debarred or suspended throughout the duration of this Contract pursuant to Labor Code Section 1777.1 or any other federal or state law providing for the debarment of contractors from public works. If Consultant or any subcontractor becomes debarred or suspended during the duration of the project, Consultant shall immediately notify City. 10. Consultant acknowledges that eight hours labor constitutes a legal day's work. Consultant shall comply with and be bound by Labor Code Section 1810. Consultant shall comply with and be bound by the provisions of Labor Code Section 1813 concerning penalties for workers who work excess hours. Consultant shall, as a penalty to City, forfeit $25.00 for each worker employed in the performance of this Agreement by Consultant or by any subcontractor for each calendar day during which such worker is required or permitted to work more than eight hours in any one calendar day and 40 hours in any one calendar week in violation of the provisions of Division 2, Part 7, Chapter 1, Article 3 of the Labor Code. Pursuant to Labor Code Section 1815, work performed by employees of Consultant in excess of eight hours per day, and 40 hours during any one week shall be permitted upon public work upon compensation for all hours worked in excess of eight hours per day at not less than one and one-half times the basic rate of pay. 11. California Labor Code Sections 1860 and 3700 provide that every employer will be required to secure the payment of compensation to its employees. In accordance with the provisions of California Labor Code Section 1861, Consultant hereby certifies as follows: "I am aware of the provisions of Section 3700 of the Labor Code which require every employer to be insured against liability for workers' compensation or to undertake self-insurance in accordance with the provisions of that code, and I will comply with such provisions before commencing the performance of the work of this contract." 12. For every subcontractor who will perform work on the project, Consultant shall be responsible for such subcontractor's compliance with Chapter 1 and Labor Code Sections 1860 and 3700, and Consultant shall include in the written contract between it and each subcontractor a copy of those statutory provisions and a requirement that each subcontractor shall comply with those statutory provisions. Consultant shall be required to take all actions necessary to enforce such contractual provisions and ensure subcontractor's compliance, including without limitation, conducting a periodic review of the certified payroll records of the subcontractor and upon becoming aware of the failure of the subcontractor to pay his or her workers the specified prevailing rate of wages. Consultant shall diligently take corrective action to halt or rectify any failure. 13. To the maximum extent permitted by law, Consultant shall indemnify, hold harmless and defend (at Consultant's expense with counsel reasonably acceptable to City) City, its officials, officers, employees, agents and independent contractors serving in the role of City officials, and volunteers from and against any demand or claim for damages, compensation, fines, penalties or other amounts arising out of or incidental to any acts or omissions listed above by any person or entity (including Consultant, its subcontractors, and each of their officials, officers, employees and agents) in connection with any work undertaken or in connection with the Agreement, including without limitation the payment of all consequential damages, attorneys' fees, and other related costs and expenses. All duties of Consultant under this Section shall survive the termination of the Agreement. SOUTENG-05 MICHFI_I_PI YnN CERTIFICATE OF LIABILITY INSURANCE DATE(MI 4/25/1202202YYY) 3 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER NFP Property & Casualty Services, Inc. 1551 North Tustin Avenue Suite 500 CONTA AME:CT Suzanne Okafor PHONE FAX (AIC, No, Ext): (AIC, No): E-MA'L .suzanne.okafor@nIFp.com Santa Ana, CA 92705 INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Sentinel Insurance Company Ltd 11000 �( INSURED INSURER B: California Automobile Insurance Company 38342 INSURER C: Insurance Companv of the West 27847 SouthStar Engineering & Consulting, Inc. INSURER D: Lloyds Syndicate 2987 (Brit Syndicates Limited) XXXXX 1945 Chicago Avenue, Suite C-2 Riverside, CA 92507 INSURERE: INSURER F: CCVFRAGF_S CFRTIFICATF NI IMRPR• RFVISInKI M IMRGo• THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTRIND TYPE OF INSURANCE ADDL SUBR WVD POLICY NUMBER POLICY EFF MM/DD POLICY EXP M IDD LIMITS A X COMMERCIAL GENERAL LIABILITY DE a OCCUR CLAIMS-MAPR �( �( _ 72SBABE7952 1/14/2023 1/14/2024 EACH OCCURRENCE $ 1,000,000 DAMAGE TO R(EsENTED $ 1,000,000 MED EXP (Any oneperson) S 10,000 PERSONAL &ADV INJURY S 1'000,000 GEN'L AGGREGATE LIMIT APPLIES PER: X POLICY ❑ mf FILOC GENERAL AGGREGATE S 2,000,000 PRODUCTS -COMP/OPAGG S 2,000,000 $ OTHER: B AUTOMOBILE L AI3IuTY COeBINED SINGLE LIMIT cident)$ 1,000,000 BODILY INJURY Per erson S ANY AUTO X X BA040000063415 11/17/2022 11/17/2023 Ix OWNED SCHEDULEDAIUTEO�S ONLY AUTOOSWN INJURY Per accident S PROPER den DAMAGE S DBODILY AUT OS ONLY X A� OS ONLY S A X UMBRELLA LIAR I X OCCUR EACH OCCURRENCE S 5,000,000 EXCESS LIAB CLAIMS -MADE 72SBABE7952 1/14/2023 1/14/2024 AGGREGATE S 5,00000 DED RETENTION$ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE Y OFFICER/MEMBER EXCLUDED? (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below NIA X SD -5064219-01 2/9/2023 2/9/2024 X PER OTH- STATUTE ER E.L. EACH ACCIDENT $ 1,000,000 E.L. DISEASE - EA EMPLOYEE $ 1,000,000 E.L. DISEASE - POLICY LIMIT $ 1,000,000 D E&O/Professional Lia PF00048A22 12/1/2022 12/1/2023 r Ded $75,000 3,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101 Additional Remarks Schedule, may be attached If more space Is required) City of Seal Beach, its elected and appointed officials, officers, employees, agents, designated volunteers and those City agents acting as independent contractors in the role of City officials shall be included as additional insureds per attached forms regarding Automobile Liability and General Liability. Waiver of Subrogation applies regarding Workers' Compensation, Automobile Liability and General Liability per attached forms. Primary and Non -Contributory wording applies to Automobile Liability and General Liability per attached forms. City of Seal Beach 211- 8th Street Seal Beach, CA 90740 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ACORD 25 (2016/03) @ 1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ADDITIONAL INSURED ENDORSEMENT In consideration of the premium charged for this Policy, it is hereby understood and agreed that the following entity: - any client of yours is added as an additional. Insured for claims made against it, but only to the extent you would have been liable and coverage would have been afforded under the terms and conditions of this Policy had such claim been made against you. The above-mentioned extension of coverage shall not apply to any claim which includes allegations or facts indicating actual or alleged independent or direct liability on the part of any such entity detailed above. It is a condition precedent to liability under the above-mentioned extension of coverage that such entity detailed above shall prove, to our satisfaction, the extent of any claim arising out of your conduct as described above. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED Page 43 of 54 PRIMARY NON-CONTRIBUTORY ENDORSEMENT In consideration of the premium charged for this Policy, it is hereby understood and agreed that Section VII. OUR OBLIGATIONS IN THE EVENT OF A CLAIM/CIRCUMSTANCE, subsection F. is amended by the addition of the following: Notwithstanding the foregoing, where required by a written contract or agreement coverage under this Policy shall qualify as primary and non-contributory insurance to any client of yours if; 1. a claim is made against them and you would have been liable and coverage would have been afforded under the terms and conditions of this Policy had such claim been made against you; and 2. the claim does not include allegations or facts indicating actual or alleged independent or direct liability on the part of your client. However, this insurance provided to the additional Insured shall still apply in excess of and shall not contribute with valid and collectible other insurance whether primary, excess, contingent or on any other basis, that is available to the additional Insured when that person or entity is an additional Insured under any other Policy. ALL OTHER TERMS AND CONDITIONS OF THIS POLICY REMAIN UNCHANGED Page 44 of 54 conditions, mold conditions or media activities with respect to which insurance is afforded under this Policy; and 4. attending hearings and trials and assisting in securing and giving evidence and obtaining the attendance of witnesses. C. If you shall make any claim under this Policy knowing such claim to be false or fraudulent, with regards to the amount or otherwise, this Policy shall become null and void, and all coverage hereunder shall be forfeited. D. By acceptance of this Policy, you agree that the statements contained in any application submitted therewith are your agreements and representations, that they shall be deemed material to the risk assumed by us, and that this Policy is issued in reliance upon the truth thereof. The misrepresentation or non -disclosure of any matter by you or your agent in any application submitted to us will render the Policy null and void and relieve us from all liability under the Policy. The application is deemed incorporated into and made a part of this Policy. A. We shall have the right and duty to defend, subject to the Limit of Liability, exclusions and other terms and conditions of this Policy: 1. any claim against you seeking damages which are payable under the terms of this Policy, even if any of the allegations of the claim are groundless, false or fraudulent; or 2. any claim in the form of a civil suit against you that seeks injunctive relief (meaning a temporary restraining order or a preliminary or permanent injunction) for one or more of the acts listed in Insuring Clause 7.a. B. We shall have the right to make any investigation we deem necessary, including, without limitation, any investigation with respect to the application and statements made in the application and with respect to coverage. However, notwithstanding the above, your rights under this Policy shall not be prejudiced by any refusal to disclose the identity of any confidential source of information, or to produce any documentation or information obtained in the course of media activities in respect of which you have asserted a claim of reporter's privilege or any other privilege regarding the protection of news - gathering activities. C. We have the right, at our discretion, to negotiate and settle any claim but will not enter into a settlement without your written consent. If you shall refuse to consent to any settlement or compromise we recommend which is acceptable to the claimant and you elect to contest the claim, our liability for any damages and claims expenses shall not exceed: 1. the amount for which the claim could have been settled, less the remaining Each Claim Deductible, plus the claims expenses incurred up to the time of such refusal; and Page 17 of 54 2. 30% of any damages and claims expenses incurred after the date such settlement or compromise was recommended to you, with the remaining 70% of such damages and claims expenses to be borne by you at your own risk and uninsured; or the applicable Limit of Liability, whichever is less. At that point we shall have the right to withdraw from the further defense thereof by tendering control of said defense to you. The portion of any proposed settlement or compromise that requires you to cease, limit or refrain from actual or alleged infringing or otherwise injurious activity, or is attributable to future royalties or other amounts that are not damages, shall not be considered in determining the amount for which a claim could have been settled. D. It is further provided that we shall not be obligated to pay any damages or claims expenses, or to undertake or continue defense of any suit or proceeding after the applicable Limit of Liability has been exhausted, or after deposit of the applicable Limit of Liability in a court, of competent jurisdiction. E. In the event we make any payment under this Policy, we shall be subrogated to all of your rights of recovery therefore against any person, organization or other third party, and you shall execute and deliver instruments and papers and do whatever else is necessary to secure such rights. You will do nothing to prejudice such subrogation rights. Any amount recovered upon the exercise of such rights of subrogation shall be applied as follows: first, to the repayment of expenses incurred toward subrogation; second, to damages and/or claims expenses paid by us; and third, to the Deductible. Any additional amounts recovered shall be paid to you. We agree to waive our rights of recovery against any client of yours for a claim which is covered,' pursuant to this Policy if you had, prior to such claim, a written agreement in place to waive such rights.} F. This Insurance shall apply in excess of and shall not contribute with: 1. any other insurance or indemnification available to you, whether such insurance or indemnification is collectible or uncollectible, whether such insurance is stated to be primary, pro rata, contributory, excess, contingent or otherwise, including, but not limited to, any project specific professional liability, contractors pollution liability and/or products and completed operations liability insurance; and 2. any self-insured retention or deductible portion thereof; unless such other insurance is written only as specific excess insurance over the Limit of Liability of this Policy. A. You may cancel this Policy with thirty days' (30) notice by: Page 18 of 54 1. surrendering a copy of the Policy to us; or 2. delivering to us written notice stating your desire to cancel the Policy and providing a date for cancellation. B. We may cancel this Policy by delivering to you at the address shown in the Declarations, written notice stating our intention to cancel the Policy with the reasons for cancellation. This written notice must be delivered to you not less than thirty days (30) prior to the proposed cancellation date. The effective date of cancellation stated in the notice shall become the end of the policy period. If you fail to pay a premium when due, then upon ten days' notice to you, the Policy is cancelled at inception and no coverage will be provided by us. C. If this Policy is cancelled, by you, we shall retain the pro rata portion of the premium as determined by the cancellation date, subject to a minimum amount of 30% of the annual premium. If this Policy is cancelled by us, we shall retain the pro rata portion of the premium as determined by the cancellation date. Payment or tender of any unearned premium by us shall not be a condition precedent to the effectiveness of cancellation. D. In the event of any claim or circumstance under this Policy, all premium shall be deemed as earned at the time of notice of such claim or circumstance, and we are not obligated to return any premium to you in the event of pursuant cancellation by you or us. I On. • ' Oates * ter M+ K ® NE *N7%(S ?LINO** This section applies in respect of Insuring Clauses 1-7 and 12: A. If this Policy is cancelled or non -renewed by us (except for non-payment of premium) or cancelled by you, then you shall have the right, upon payment of an additional premium calculated at that percentage shown in Item 7.(a) of the Declarations of the total premium for this Policy, to an extension of the coverage granted by this Policy with respect to any claim first made against you and reported in writing to us during the period of time set forth in Item 7.(b) of the Declarations after the end of the policy period, but only with respect to any act, error, omission, pollution condition or mold condition committed, performed or arising wholly on or after the Retroactive Date and wholly before the effective date of cancellation or non -renewal. B. As a condition precedent to your right to purchase an extended reported period, the total premium for this Policy, and any Deductible payments due, must have been paid. The right to purchase an extended reported period shall terminate unless written notice together with full payment of the premium for the extended reported period is given to us within thirty days (30) after the effective date of cancellation or non -renewal. C. At the commencement of the extended reported period, the entire premium shall be deemed fully earned, and in the event of you terminating the extended reported period for any reason, we shall not be liable to return to you any portion of the premium received. Page 19 of 54 Policy No. BA040000063415 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Business Auto Broadening Endorsement This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM I. NEWLY ACQUIRED OR FORMED ENTITY (BROAD FORM NAMED INSURED) II. EMPLOYEES AS INSUREDS III. AUTOMATIC ADDITIONAL INSURED IV. EMPLOYEE HIRED AUTO LIABILITY V. SUPPLEMENTARY PAYMENTS VI. FELLOW EMPLOYEE COVERAGE VII. ADDITIONAL TRANSPORTATION EXPENSE VIII. HIRED AUTO PHYSICAL DAMAGE COVERAGE IX. ACCIDENTAL AIRBAG DEPLOYMENT COVERAGE X. LOAN/LEASE GAP COVERAGE XI. GLASS REPAIR— DEDUCTIBLE WAIVER XII. TWO OR MORE DEDUCTIBLES XIII. AMENDED DUTIES IN EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS XIV. WAIVER OF SUBROGATION XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE XVII. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT XVIII. HIRED AUTO — COVERAGE TERRITORY XIX. BODILY INJURY REDEFINED TO INCLUDE RESULTANT MENTAL ANGUISH Copyright 2017 Mercury Insurance Services, LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 1 of 6 BUSINESS AUTO COVERAGE FORM I. NEWLY ACQUIRED OR FORMED ENTITY (Broad Form Named Insured) SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: d. Any business entity newly acquired or formed by you during the policy period provided you own 50% or more of the business entity and the business entity is not separately insured for Business Auto Coverage. Coverage is extended up to a maximum of 180 days following acquisition or formation of the business entity. Coverage under this provision is afforded only until the end of the policy period. Coverage does not apply to an "accident" which occurred before you acquired or formed the organization. II. EMPLOYEES AS INSUREDS SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: e. Any "employee" of yours is an "insured" while using a covered "auto" you don't own, hire or borrow in your business or your personal affairs. III. AUTOMATIC ADDITIONAL INSURED SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: f. Any person or organization that you are required to include as additional insured on the Coverage Form in a written contract or agreement that is signed and executed by you before the "bodily injury" or "property damage" occurs and that is in effect during the policy period is an "insured" for Liability Coverage, but only for damages to which this insurance applies and only to the extent that person or organization qualifies as an "insured" under the Who Is An Insured provision contained in Section II. IV. EMPLOYEE HIRED AUTO LIABILITY SECTION II - LIABILITY COVERAGE, A. Coverage, 1. Who Is An Insured, the following is added: g. An "employee" of yours is an "insured" while operating an "auto" hired or rented under a contract or agreement in that "employee's" name, with your permission, while performing duties related to the conduct of your business. V. SUPPLEMENTARY PAYMENTS SECTION II — LIABILITY COVERAGE, A. Coverage, 2. Coverage Extensions, a. Supplementary Payments, Subparagraphs (2) and (4) are replaced by the following: (2) Up to $3,000 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident we cover. We are not obligated to furnish these bonds. (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. Copyright 2017 Mercury Insurance Services, LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services Office, Inc., with its Permission Page 2 of 6 XIV. WAIVER OF SUBROGATION SECTION IV - BUSINESS AUTO CONDITIONS, A. Loss Conditions, 5. Transfer of Rights Of Recovery Against Others To Us, section is replaced by the following: 5. Transfer Of Rights Of Recovery Against Others To Us We waive any right of recovery we may have against any person or organization to the extent required of you by a written contract executed prior to any "accident" or "loss", provided that the "accident" or "loss" arises out of the operations contemplated by such contract. The waiver applies only to the person or organization designated in such contract. XV. UNINTENTIONAL ERROR, OMISSION, OR FAILURE TO DISCLOSE HAZARDS SECTION IV - BUSINESS AUTO CONDITIONS, B. General Conditions, 2. Concealment, Misrepresentation, or Fraud, the following is added: Any unintentional omission of or error in information given by you, or unintentional failure to disclose all exposures or hazards existing as of the effective date or at any time during the policy period shall not invalidate or adversely affect the coverage for such exposure or hazard or prejudice your rights under this insurance. However, you must report the undisclosed exposure or hazard to us as soon as reasonably possible after its discovery. This provision does not affect our right to collect additional premium or exercise our right of cancellation or non -renewal. XVI. EMPLOYEE HIRED AUTO PHYSICAL DAMAGE SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, b. For Hired Auto Physical Damage Coverage, is replaced by the following: b. For Hired Auto Physical Damage Coverage, the following are deemed to be covered "autos" you own: 1. Any covered "auto" you lease, hire, rent or borrow; and 2. Any covered "auto" hired or rented by your "employee" under a contract in that individual "employee's" name, with your permission, while performing duties related to the conduct of your business. However, any "auto" that is leased, hired, rented or borrowed with a driver is not a covered "auto". XVII.. PRIMARY AND NONCONTRIBUTORY IF REQUIRED BY CONTRACT ^� SECTION IV — BUSINESS AUTO CONDITIONS, B. General Conditions, 5. Other Insurance, the following is added and supersedes any provision to the contrary: e. This insurance is primary to and will not seek contribution from any other insurance available to an additional insured under your policy provided that: (1) The additional insured is a Named Insured under such other insurance; and (2) You have agreed in writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other insurance available to the additional insured. Copyright 2017 Mercury Insurance Services, LLC. All rights reserved. MCA85100817-CA Includes copyrighted material of Insurance Services office, Inc., with its Permission Page 5 of 6 WORKERS COMPENSATION AND EMPLOYERS LIABILITY INSURANCE POLICY WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT -BLANKET WC 99 06 34 (Ed. 8-00) We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in the Schedule. (This agreement applies only to the extent that you perform work under a written contract that requires you to obtain this agreement from us). The additional premium for this endorsement shall be 2% of the total California Workers' Compensation premium otherwise due. Schedule Person or Organization Job Description Any person or organization when All California operations required by written contract. Policy Number: WSD 5064219 01 Insured: SouthStar Engineering & Consulting Inc. Endorsement Effective: 2/09/2023 Issue Date: 1/13/2023 WC 99 06 34 (Ed. 8-00) Coverage Provided by: Insurance Company of the West Countersigned by: