HomeMy WebLinkAboutE-9 Staff Report - Authorization to Solicit RFP for Local Road Safety PlanCONSENT ITEM
E-9
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
VIA: SERGIO GONZALEZ, CITY MANAGER
FROM: ROBERT DELGADILLO, P.E., DIRECTOR OF PUBLIC WORKS/CITY ENGINEER
DATE: JANUARY 21, 2020
SUBJECT: AUTHORIZATION TO SOLICIT PROPOSALS TO PROVIDE PROFESSIONAL
ENGINEERING SERVICES FOR THE DEVELOPMENT OF A LOCAL ROADWAY
SAFETY PLAN, SSARPL-5112(021)
BACKGROUND:
Federal requirement require that each state have a Strategic Highway Safety Plans (SHSP) as a way to
reduce traffic accident fatalities and serious injuries on all public roads. While the SHSP is used as a
statewide approach for improving roadway safety, a Local Roadway Safety Plan (LRSP) is a way for
local jurisdictions to address unique roadway safety needs. A LRSP will either be preferred or required
for future Highway Safety Improvement Program (HSIP) Calls-for-Projects.
RECOMMENDATION:
Staff recommends that the City Council take the following action:
1) Authorize Staff to solicit a Request for Proposals to provide professional engineering services for
the development of a Local Roadway Safety Plan.
ANALYSIS:
Federal requirement requires that each state have a Strategic Highway Safety Plans (SHSP) as a way to
reduce traffic accident fatalities and serious injuries on all public roads. While the SHSP is used as a
statewide approach for improving roadway safety, a Local Roadway Safety Plan (LRSP) is a way for
local jurisdictions to address unique roadway safety needs.
In March of 2017, the City was awarded a grant in the amount of $90,000 through the Systemic Safety
Analysis Report Program (SSARP). The City must contribute a 10% ($10,000) local match for the
development a Systemic Safety Analysis Report to receive these funds. On October 1, 2018, the City
Council authorized the City Manager to enter into a Master Agreement, Program Supplement Agreement,
Fund Exchange Agreement, and/or Fund Transfer Agreement with Caltrans for the receipt of federal and/or
state highway funds for the Citywide Crash Data Analysis Project No. SSARPL-5112(021).
APPROVED
CITY COUNCIL
1/21/2020
Request for Proposals – Local Roadway Safety Plan
January 21, 2020
Page 2
Because a LRSP will either be preferred or required for future Highway Safety Improvement Program
(HSIP) Calls-for-Projects, staff requested and was granted permission from the Caltrans Local
Assistance Program to utilize the SSARP funds to develop a LRSP.
If approved by the City Council, Staff will solicit proposals from qualified engineering firms to provide
professional engineering services. Staff will review all proposals and request approval from the City
Council to award a professional services agreement at a future City Council meeting.
FISCAL IMPACT:
There is no fiscal impact associated with the recommended action. Upon Council approval and once the
City fully executes the grant agreement with the State Department of transportation, staff will issue a
project number and administer a budget amendment.
Prepared by: Reviewed and Approved:
Robert Delgadillo, P.E. Sergio Gonzalez
Director of Public Works/City Engineer City Manager
Attachment:
1. Request for Proposals – Local Roadway Safety Plan
Attachment 1
REQUEST FOR PROPOSALS
FOR
LOCAL ROADWAY SAFETY PLAN
FOR THE
CITY OF AZUSA, CALIFORNIA
PROPOSALS DUE ON FEBRUARY 25, 2020, 5:00 PM
Submit Proposals to:
City Clerk’s Office
City of Azusa
213 E Foothill Blvd
Azusa, CA 91702
RE: Local Roadway Safety Plan
Questions about this RFP shall be directed in writing, via e-mail to:
Robert Delgadillo, P.E., Director of Public Works/City Engineer
rdelgadillo@azusaca.gov
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 2 of 16
LOCAL ROADWAY SAFETY PLAN (LRSP)
REQUEST FOR PROPOSALS (RFP)
I. INTRODUCTION
The City of Azusa is soliciting proposals from qualified Engineering consultants to prepare a
Local Roadway Safety Plan (LRSP) to identify, prioritize, and recommend future safety projects.
The Consultant selected will utilize the most recent 5-year collision history available to identify
emphasis areas, analyze current configurations and traffic safety devices, recommend strategies,
and prioritize potential projects. The study may include, but is not limited to, analyzing existing
timing at signalized intersections, sight visibility, adequate lighting, roadway alignments, and
recommending traffic calming devices.
The LRSP will primarily identify and address distracted driving, speeding, aggressive driving,
roadway departure, head-on collisions, and collisions involving pedestrians.
The selected consultant will be expected to provide complete, professional, high-quality services
in coordinating with City personnel, and others who are involved in the projects; and to provide
the technical expertise, guidance, advice, and assistance in accomplishing the work. The LRSP
will identify safety projects for the City to submit for future Highway Safety Improvement
Program funding consideration.
II. ABOUT THE CITY OF AZUSA
The City of Azusa was incorporated in 1898. As of the 2010 Census, its population was
approximately 46,361 people, with 27,565 registered voters. Azusa is located in Los Angeles
County, and is approximately 25 miles east of Los Angeles. Since its incorporation, the City has
acquired and constructed various buildings throughout the City.
III. PROJECT BUDGET
The City of Azusa was awarded $90,000 in State funding through the SSAR Program to address
ongoing traffic safety concerns. The City has requested to utilize said funds to devel op a Local
Roadway Safety Plan in lieu of a Systematic Safety Analysis Report. The City’s grant
application is included as Attachment A.
IV. PROPOSAL
The Proposal shall be organized in the following format and shall include the following
information:
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 3 of 16
A. Cover Letter
Provide an executive summary emphasizing the strong points of the project team, qualifications
and experience. The cover letter shall be signed by a person with the official authority to bind
the contractor. The cover letter shall include the name, address, telephone number, title, and
signature of the contractor’s contact person for this proposal.
B. Contractor Overview and General Qualifications
Provide a summary of the contractor’s qualifications demonstrating your expertise,
understanding and ability to accomplish the City’s primary objectives; and, general information
about the contractor to include location of office(s), years in business and areas of expertise.
Provide a brief description of three (3) cities/projects which involved a similar scope of services.
C. Key Staff
Identify key staff and include a description of their abilities, qualifications and experience.
Attach resumes of key staff to be assigned to this project. Include a proposed project
management structure and organizational chart. Identify any portion of work that would be
subcontracted. Include contractor qualifications (brief) and key personnel, telephone number
and contact person for all subcontractors. The City reserves the right to approve or reject all
contractors, internal staff performing consulting services, or sub-contractors proposed by the
Contractor.
D. Approach and Methodology
Contractor shall more thoroughly describe its understanding of the project and describe the
proposed technical and management approach.
E. References
Contractor shall provide a list of references for the contractor and any sub-contractors, including
the names, addresses and telephone numbers of recent clients for which Contractor has done
similar work. Include a list of specific projects associated with each reference, date work was
performed, cost and key personnel involved. List three (3) to five (5) distinct references.
F. Cost Proposal
Consultants shall submit a fee proposal in a separate and sealed envelope clearly labeled
“City of Azusa – Local Roadway Safety Plan Fee Proposal”. The City will negotiate with the
top-ranked consultant in compliance with all applicable federal, state, and local guidelines. Fee
proposal shall include all tasks required to perform the work with a maximum not-to-exceed fee
for each task and a grand total not-to-exceed fee. The fee proposal must contain a task and fee
breakdown of all components of cost, including labor base rate, overhead, and all other direct
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 4 of 16
and indirect costs. The fee proposal must match the scope of services, in format, as presented
within the RFP.
V. GENERAL CONDITIONS
a) The City reserves the right to accept or reject any and all proposals, or any item or part
thereof, or to waive any informalities or irregularities in proposals.
b) The City reserves the right to withdraw or cancel this RFP at any time without prior
notice and the City makes no representations that any contract will be awarded to any
Contractor(s) responding to this RFP.
c) The City reserves the right to postpone proposal openings for its own convenience.
d) Proposals received by the City are public information and must be made available to any
person upon request.
e) Submitted proposals are not to be copyrighted.
f) The City reserves the right to seek clarification of information submitted in response to
this RFP.
g) The City reserves the right to modify the RFP as it deems necessary.
h) Any material misrepresentations made by the contractor(s) will void the proposal
response and eliminate the contractor(s) from further consideration.
i) Pre-Contractual Expense:
The City shall not, in any event, be liable for any pre-contractual expenses incurred by
contractor(s) in the preparation of its proposal. Contractor shall not include any such
expenses as part of its proposal.
Pre-contractual expenses are defined as expenses incurred by Contractor(s) include:
i. Preparing its proposal in response to this RFP;
ii. Submitting that proposal to the City;
iii. Negotiating with the City any matter related to this proposal; or
iv. Any other expenses incurred by contractor(s) prior to date of award, if any.
j) All materials submitted become the property of the City.
k) From the issue date of this solicitation until a contractor is selected and the selection is
announced, the Contractor is not allowed to communicate for any reason with any City
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 5 of 16
Staff except through the person named herein for questions. For violation of this
provision, the City shall reserve the right to reject the proposal of the offending
Contractor.
l) Proposals submitted early may be withdrawn by the contractor prior to the Proposal Due
Date. Following the Proposal Due Date, the Proposal constitutes a binding offer and may
not be withdrawn by the contractor prior to the award.
m) The City reserves the right to: (a) waive minor irregularities or variances, non-material
bid formalities or defects in any proposal; (b) reject any and all proposals, in whole or in
part, submitted in response to this solicitation; (c) request clarifications from all
Contractors; (d) request resubmissions from all Contractors; (e) make partial, progressive
or multiple awards; and (f) take any other action as permitted by law and/or the City’s
Procurement Ordinance.
n) The selected Contractor will be required to enter into a Professional Services Agreement
with the City of Azusa which includes the City’s standard Terms and Conditions
including insurance requirements (Attachment A).
o) All Contractors submitting Proposals to this solicitation shall state any exceptions to or
deviations from the requirements of this RFP, segregating “technical” exceptions from
“contractual” exceptions. Where Contractor(s) wishes to propose alternative approaches
to meeting the City’s technical or contractual requirements, these should be thoroughly
explained. If not contractual exceptions are noted, Contractor(s) will be deemed to have
accepted the standard terms and conditions of the City’s Professional Services
Agreement.
VI. SCOPE OF SERVICES
The successful consultant will provide the necessary services to provide the City with a final
LRSP in accordance with provisions within this RFP. The City is requesting the preparation of a
LRSP which identifies emphasis areas and recommends various solutions to limit collisions and
improve roadway safety.
This LRSP will evaluate emphasis areas in the City and may include, but is not limited to, speed
and traffic analysis, signage, collision and roadway analysis, and a review of the existing safety
measures. The LRSP will present these findings and provide recommendations for
improvements.
The project objectives are the following:
Identify focus crash types and risk factors, particularly along main City corridors and
areas of high-volume foot traffic.
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 6 of 16
Screening and prioritizing candidate locations.
Selecting potential low, medium, and high-cost countermeasures to mitigate safety issues
at intersections, interchange, and on-road segments.
Prioritizing projects per benefit-cost ratios using the TIMS B/C Calculation tool or
approved equal, and
Identifying an implementation plan starting with the low-cost measures that can be
implemented in the near future, along with potential funding sources for involved
medium- and high-cost improvement projects.
These services will be needed during the course of the work from date of award of the project
through completion. Consultant shall provide a dedicated full-time person or persons as needed
to provide Engineering Services for this specific project which is funded with state funds. The
Engineer/Traffic Engineer in charge of the project shall be a licensed Civil Engineer/Traffic
Engineer in the state of California.
The successful consultant will schedule and conduct a kick-off meeting for the project,
coordinating with the City. The Consultant will prepare an agenda to be reviewed and approved
by the City. The meeting will address City expectations, consultant information requirements,
project approach, and project timeline at minimum.
The following list includes a brief description of the major tasks the selected Consultant shall
perform. This list is not intended to be all-inclusive or limiting.
A. Task 1 – Project Management
1) Consultant shall schedule and conduct a kick-off meeting with City staff to review the
project in detail, report requirements, review project schedule, and present a list of
needed documents/data to assist in successful completion of the project.
2) Consultant shall maintain continuous communication with the Public Works team,
including meetings to review progress of the LRSP. The Consultant will provide
agendas for each project status meeting including items for discussion and
prepare/submit meeting minutes for approval.
3) Consultant shall prepare monthly progress reports and supporting data. The progress
report shall include accomplished tasks for the month, anticipated progress for the
next month, pending issues, and schedule of completion of target dates.
4) Consultant shall have a quality control plan in effect during the entire course of the
project.
Task 1 Deliverables
Meeting Agendas and Minutes
Monthly Progress Reports including supporting data
Quality Control Plan
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 7 of 16
B. Task 2 – Document Review
1) The Consultant shall review pertinent documents applicable to the LRSP. These key
documents will help to establish goals for improved safety accommodations for
motorists and pedestrians. Listed below are the areas to be examined. In addition,
work performed by the Consultant shall be based on, but not limited to, procedures,
guidelines, and standards contained in the documents below:
a. The latest City of Azusa General Plan
b. California Systematic Safety Analysis Report Program Guidelines
c. California Strategic Highway Safety Plan (SHSP)
d. Caltrans Complete Streets Implementation Action Plan 2.0
e. Caltrans Main Street, California, A Guide to Improving Community and
Transportation Vitality
f. Caltrans Complete Intersections
g. Caltrans Local Roadway Safety Manual
h. Caltrans Local Assistance Procedures Manual (LAPM) with current
amendments
i. Caltrans Local Assistance Programs Procedures (LPP), with current
amendments
j. Caltrans Standard Plans, current edition
k. U.S. Department of Transportation Systematic Safety Project Selection Tool
l. City of Azusa Engineering Standard Plans
C. Task 3 – Data Collection
This task involves the collection and organization of data for the LRSP. The primary
data elements of interest are collisions involving pedestrians and roadway data. Below
are the expectations related to this task:
1) The Consultant will collect the latest available 5-year collision history. This data will
be utilized to develop the LRSP. Five years of collision data is required to adequately
investigate before identifying potential countermeasures. Collision data shall be
collected through the Transportation Injury Mapping System (TIMS). The
Consultant may need to work with the City’s Public Works staff to access addit ional
collision data.
2) Consultant will conduct a field review to gain an understanding of the City’s roadway
network and collect various roadway characteristics. Elements to be collected
include, but are not limited to: roadway classification, types of users, travel patterns,
roadway width, speed (posted and actual), traffic volumes, curves, and traffic control
types. Review of digital imagery such as arterial photography and/or “street view”
may be used to supplement, but not replace, field review. The consultant will work
with the City’s Public Works staff as some of the previous elements will be provided
by the Department of Public Works. The information collected is necessary to
determine priorities and identify where countermeasures can be applied appropriately.
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 8 of 16
D. Task 4 – Collision and Roadway Data Analysis
1) Collision data will be reviewed, interpreted, and analyzed to identify predominant
collision types and identify roadway features that may have contributed to those
collisions.
2) Roadway characteristics will be reviewed, interpreted, and analyzed to determine risk
factors associated with nominal safety design. Based upon the issues identified, a list
of potential high-risk roadway characteristics will be developed through the
systematic safety approach.
3) Infographic maps and tables shall be developed illustrating collision severity and
location of collisions.
Task 4 Deliverables
ArcGIS shapefiles of the mapped collisions and severity annotations.
Microsoft Excel tables (database) showing the collision data.
E. Task 5 – Countermeasure Selection
1) Base on the types of collisions identified, roadway design, and conditions, Consultant
will propose appropriate countermeasures. The list shall include all possible
treatments, including driver behavior modification activities, potential collision
reductions, and anticipated costs. Additionally, issues which may prevent
implementation shall be listed.
2) Countermeasures shall be proposed for: signalized intersections, non-signalized
intersections, and roadway segments (for arterial and residential streets). Use of the
Crash Reduction Factors provided in the Local Roadway Safety Manual for
improving safety performance is encouraged. Consultant will share proposed
countermeasures with City staff for input and review.
3) Consultant will develop a prioritized list of countermeasures to serve as the basis for
projects developed in the final LRSP. The methodology to determine a prioritized list
shall be documented and included in the final LRSP.
Task 5 Deliverables
List (Microsoft Excel Format) of proposed countermeasures as related to types of
collisions, data, and prioritized list.
Draft of methodology used to determine the Prioritized list in Microsoft Word.
F. Task 6 – Develop Safety Projects
1) The Consultant shall develop a recommended list of safety projects using the list of
countermeasures developed in Task 5.
2) The recommended projects shall take into consideration fiscal constraints and
limitations associated with acceptable deployment within the City roadway network.
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 9 of 16
3) A cost/benefit ratio analysis shall be performed for these projects by using the most
current Highway Safety Improvement Program (HSIP) calculation methodology.
4) Develop a prioritized list of safety projects documenting the methodology used.
5) Provide a detailed summary of prioritized safety projects. The summary will include,
but is not limited to, for each project: description of projects, location(s), vicinity
map, type of safety improvement(s), estimated cost, and cost/benefit ratio.
Task 6 Deliverables
Prioritized list of safety projects and methodology.
Detailed Summary of prioritized safety projects.
Cost estimates, mapping, and cost/benefit ratio of proposed safety improvements.
G. Task 7 – Final Local Roadway Safety Plan (LRSP)
1) The final LRSP will summarize the results of the previous tasks. The Consultant
shall submit five (5) bound hard copies and an electronic copy of the final LRSP.
The LRSP shall include data collection and analysis process, roadway and collision
characteristics, countermeasures being applied, benefit summary, cost/benefit ratio
calculations, and a final list of recommended priority safety projects.
2) The Final Local Roadway Safety Plan must include the following sections:
a. Executive Summary
b. Engineer’s Seal
c. Introduction
d. Statement of Protection of Data from Discovery and Admissions
e. Safety Data Utilized (Collisions, Volumes, Roadway)
f. Data Analysis Techniques and Results
g. Highest Occurring Collision Types
h. High-Risk Corridors and Intersections (Collision History and Roadway
Characteristics)
i. Countermeasures Identified to Address the Safety Issues
j. Viable Project Scopes and Prioritized List of Safety Projects
k. Attachments and Supporting Documentation
Task 7 Deliverables
Five (5) bound hard copies of the Final Local Roadway Safety Plan (LRSP)
Electronic Files of the Final Local Roadway Safety Plan in Microsoft Word and
PDF Format.
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 10 of 16
VII. CONTRACTOR SELECTION PROCESS
Each proposal will be reviewed to ensure that the contractor submitted a transmittal/cover letter,
narrative proposal that is responsive to the City’s requirements as set forth herein, and a cost
proposal. Failure to meet these requirements may be cause for rejection of a proposal. An
evaluation committee will review all proposals. The evaluation committee will evaluate
proposals on various qualifications, and will be scored based on the following table:
CRITERIA MAXIMUM POINTS
Understanding of work to be performed 25
Experience with similar types of work 20
Quality of staff for work to be done 15
Capability of developing innovative or advanced techniques 10
Familiarity with state and federal procedures (especially HSIP) 10
Financial Responsibility 10
Demonstrated Technical Ability 10
TOTAL 100
During the evaluation period, the City may interview some or all of the proposing contractors.
The City will establish a specific date to conduct interviews, and all prospective Contractor(s)
will be asked to keep this date available. No other interview dates will be provided, therefore, if a
Contractor(s) is unable to attend the interview on this date its proposal may be eliminated from
further discussion. At the conclusion of the evaluation process, the evaluation committee will
make a recommendation to the City Council.
VIII. PROPOSAL SUBMISSION
A. Submission of Proposal
Contractor shall submit one (1) original and four (4) copies of their Proposal to the City.
Proposals shall be received by the City Clerk’s Office no later than 5:00 p.m. on Tuesday,
February 25, 2020 at the following address:
City of Azusa
City Clerk’s Office
213 E. Foothill Blvd.
Azusa, CA 91702
Re: City of Azusa – Local Roadway Safety Plan
Late submittals will be rejected and not returned.
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 11 of 16
B. Inquiries
Inquiries concerning this RFP shall be directed to:
Robert Delgadillo, P.E., Director of Public Works/City Engineer
Phone (626) 812-5248; Email: rdelgadillo@azusaca.gov
Contractors are provided the opportunity to ask questions prior to submittal of a proposal. The
final date to submit all questions is Tuesday, February 18, 2020, 5:00 P.M. and should be
submitted in writing, via e-mail to rdelgadillo@azusaca.gov
C. Schedule
The anticipated schedule of activities related to this RFP is as follows:
Request for Proposals released January 22, 2020
Proposals due February 25, 2020
Short list consultants March 5, 2020
Possible Consultant Interviews March 12, 2020
Contract Award April 6, 2020
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 12 of 16
ATTACHMENT A
SYSTEMATIC SAFETY ANALYSIS REPORT PROGRAM (SSARP) APPLICATION
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 13 of 16
ATTACHMENT B
CALTRANS EXHIBIT 10-H SAMPLE COST PROPOSAL
Local Assistance Procedures Manual EXHIBIT 10-H1
Cost Proposal
EXHIBIT 10-H1 COST PROPOSAL Page 1 of 3
COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS
(DESIGN, ENGINEERING AND ENVIRONMENTAL STUDIES)
Note: Mark-ups are Not Allowed ☐Prime Consultant ☐ Subconsultant ☐ 2nd Tier Subconsultant
Consultant __________________________________________________________
Project No. _______________________ Contract No. ____________________ Date ____________________
DIRECT LABOR
Classification/Title Name Hours Actual Hourly Rate Total
____________________________
____________________________
____________________________
____________________________
________
________
________
________
LABOR COSTS
a)Subtotal Direct Labor Costs
b)Anticipated Salary Increases (see page 2 for calculation)
_______________
_______________
c) TOTAL DIRECT LABOR COSTS [(a) + (b)] _______________
INDIRECT COSTS
d)Fringe Benefits (Rate: _____ )
f)Overhead (Rate: _____ )
e)Total Fringe Benefits [(c) x (d)] _______________
g)Overhead [(c) x (f)] _______________
h) General and Administrative (Rate: ___ __ ) i) Gen & Admin [(c) x (h)] _______________
FIXED FEE
j) TOTAL INDIRECT COSTS [(e) + (g) + (i)] _______________
k) TOTAL FIXED FEE [(c) + (j)] x fixed fee ______ ] ______________
l)CONSULTANT’S OTHER DIRECT COSTS (ODC) – ITEMIZE (Add additional pages if necessary)
Description of Item Quantity Unit Unit Cost Total
l) TOTAL OTHER DIRECT COSTS
m)SUBCONSULTANTS’ COSTS (Add additional pages if necessary)
Subconsultant 1:
Subconsultant 2:
Subconsultant 3:
Subconsultant 4:
m) TOTAL SUBCONSULTANTS’ COSTS
n) TOTAL OTHER DIRECT COSTS INCLUDING SUBCONSULTANTS [(l)+(m)] ___________________
TOTAL COST [(c) + (j) + (k) + (n)] _____________________
NOTES:
1.Ke y personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked
with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.
2.The cost proposal format shall not be amended. Indirect cost rates shall be updated on an annual basis in accordance with the
consultant’s annual accounting period and established by a cognizant agency or accepted by Caltrans.
3.Anticipated salary increases calculation (page 2) must accompany.
Page 1 of 9
January 2020
Local Assistance Procedures Manual EXHIBIT 1 0-H1
Cost Proposal
EXHIBIT 10-H 1 COST PROPOSAL Page 2 of 3
COST-PLUS-FIXED FEE OR LUMP SUM OR FIRM FIXED PRICE CONTRACTS
(CALCULATIONS FOR ANTICIPATED SALARY INCREASES)
1.Calculate Average Hourly Rate for 1st year of the contract (Direct Labor Subtotal divided by total hours)
Direct Labor Total Hours per Avg 5Year
Subtotal per Cost Cost Proposal Hourly Contract
Proposal Rate Duration
= $250,000.00 500 $50.00 Year 1 Avg
Hourly Rate
2.Calculate hourly rate for all years (Increase the Average Hourly Rate for a year by proposed escalation%)
Avg Hourly Rate Proposed Escalation
Year 1 $50.00 +2%= $51.00 Year 2 Avg Hourly Rate
Year 2 $51.00 +2%= $52.02 Year 3 Avg Hourly Rate
Year 3 $52.02 +2%= $53.06 Year 4 Avg Hourly Rate Year 4 $53.06 +2%= $54.12 Year 5 Avg Hourly Rate
3.Calculate estimated hours per year (Multiply estimate% each year by total hours)
Estimated % Completed Total Hours per Cost Total Hours per
Each Year Proposal Year
Year 1 20.0% 5000 = 1000 Estimated Hours Year 1
Year 2 400% 5000 = 2000 Estimated Hours Year 2 Year 3 15.0% 5000 = 750 Estimated Hours Year 3
Year 4 15.0% 5000 = 750 Estimated Hours Year 4
Years 100% 5000 = 500 Estimated Hours Year 5
Total 100% Total = 5000
4.Calculate Total Costs including Escalation (Multiply Average Hourly Rate by the number of hours)
Avg Hourly Rate Estimated hours Cost per
(calculated above) (calculated above) Year
Year 1 $50.00 1000 $50,000.00 Estimated Hours Year 1 =
Year 2 $51.00 2000 $102,000.00 Estimated Hou rs Year 2 =
Year 3 $52.02 750 $39,015.00 Estimated Hours Year 3 =
Year 4 $53.06 750 $39,795.30 Estimated Hou rs Year 4 =
Years $54.12 500 = $27,060.80 Estimated Hours Year 5
Total Direct Labor Cost with Escalation $257,871.10 =
Direct Labor Subtotal before Escalation = $250,000.00
Estimated total of Direct Labor Salary Transfer to Page 1 =
Increase $7,871.10
NOTES:
1.This is not the only way to estimate salary increases. Other methods will be accepted if they clearly indicate the %increase, the # of years of the contract, and a breakdown of the labor to be performed each year.
2.An estimation that is based on direct labor multiplied by salary increase % multiplied by the# of years is not
acceptable.(i e. $250,000 x 2% x 5 yrs= $25,000 is not an acceptable methodology)
3.This assumes that one year will be worked at the rate on the cost proposal before salary increases are granted.
4.Calculations for anticipated salary escalation must be provided.
Page 2 of 9
January 2020
_
Local Assistance Procedures Manual EXHIBIT 10-H1
Cost Proposal
EXHIBIT 10-H 1 COST PROPOSAL Page 3 of 3
Certification of Direct Costs:
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the
cost proposal{s) in this contract are actual, reasonable, allowable, and allocable to the contract in
accordance with the contract terms and the following requirements:
1. Generally Accepted Accounting Principles {GAAP)
2. Terms and conditions of the contract
3. Title 23 United States Code Section 112 -Letting of Contracts
4. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures
5. 23 Code of Federal Regulations Part 172 -Procurement, Management, and
Administration of Engineering and Design Related Service
6. 48 Code of Federal Regulations Part 9904 - Cost Accounting Standards Board {when
applicable)
All costs must be applied consistently and fairly to all contracts. All documentation of compliance must
be retained in the project files and be in compliance with applicable federal and state requirements.
Costs that are noncom pliant with the federal and state requirements are not eligible for reimbursement.
Local governments are responsible for applying only cognizant agency approved or Caltrans accepted
Indirect Cost Rate{s).
Prime Consultant or Subconsultant Certifying:
Name: ______________ _ Title*:
Signature: ____ _ _ ____ __ ____ _ Date of Certification {mm/dd/yyyy): _
Email: ______ ______ __ _ Phone Number:
Address: ________________________________ _
*An individual executive or financial officer of the consultant's or subconsultant's organization at
a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has
authority to represent the financial information utilized to establish the cost proposal for the
contract.
List services the consultant is providinq under the proposed contract:
Page 3 of 9 January 2020
Local Assistance Procedures Manual EXHIBIT 10-H2 Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Page 1 of3
SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Note: Mark-ups are Not Allowed
Consultant _________________ _ D Prime Consultant D Subconsultant D 2nd Tier Subconsultant
Project No. _________ _ Contract No. --------Participation Amount $ ________ _ Date ----
For Combined Rate
Fringe Benefit% + General &Administrative% = Combined ICR%
OR
For Home Office Rate
Fringe Benefit % + General &Administrative% = Home Office ICR%
For Field Office Rate
Frinqe Benefit % + General &Administrative% = Field Office ICR%
= Fee %
BILLING INFORMATION CALCULATION INFORMATION
Name/Job Title/Classification 1 Hourly Billing Rates2
Str aight 3 OT(1.5x) OT(2x) Effective Date of Hourly Rate From To Actual or Avg. Hourly Rate4 % or$ Increase Hourly Range -for Classifications Only
John Doe -Project Manager* Civil Engineer II $0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
01/01/2016 01/01/2017 01/01/2018
12/31/2016 12/31/2017 12/31/2018
$0.00 $0.00 $0.00 0.0% 0.0%
Not Applicable
Sue Jones-Construction Engineeri1nspector Engineer I
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
01/01/2016 01/01/2017 01/01/2018
12/31/2016 12/31/2017 12/31/2018
$0.00 $0.00 $0.00 0.0% 0.0%
Not Applicable
Buddy Black -Claims Engineer Engineer Ill
Land Surveyor **
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
01/01/2016 01/01/2017 01/01/2018
01/01/2016 01/01/2017 01/01/2018
12/31/2016 12/31/2017 12/31/2018
12/31/2016 12/31/2017 12/31/2018
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
0.0% 0.0%
0.0% 0.0%
Not Applicable
$00-$00 $00-$00 $00-$00
Technician $0.00 $0.00 $0.00
$0.00 $0.00 $0.00
$0.00 $0.00 $0.00
01/01/2016 01/01/2017 01/01/2018
12/31/2016 12/31/2017 12/31/2018
$0.00 $0.00 $0.00 0.0% 0.0%
$00-$00 $00-$00 $00-$00
(Add pages as necessary)
Page 4 of 9 January 2020
Local Assistance Procedures Manual EXHIBIT 10-H2
Cost Proposal
NOTES:
1. Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements must be marked with two asterisks (**).All costs
must comply with the Federal cost principles. Subconsultants will provide their own cost proposals.
2. The cost proposal format shall not be amended. 3. Billing rate= actual hourly rate * (1 + ICR) * (1 + Fee). Indirect cost rates shall be updated on an annual basis in accordance with the consultants annual accounting
period and established by a cognizant agency or accepted by Caltrans. All costs must comply with the Federal cost principles for reimbursement. 4. For named employees and key personnel enter the actual hourly rate. For classifications only, enter the Average Hourly Rate for that classification.
EXHIBIT 10-H2 COST PROPOSAL Page2ot3
SPECIFIC RATE OF COMPENSATION (USE FOR ON-CALL OR AS-NEEDED CONTRACTS)
(CONSTRUCTION ENGINEERING AND INSPECTION CONTRACTS)
Consultant __________________ _ □ Prime Consultant □ Subconsultant
Project No. __________ _ Contract No. -----------Date ________ _
SCHEDULE OF OTHER DIRECT COST ITEMS (Add additional pages as necessary)
Description of Item Quantity Unit Unit Cost Total
Subconsultant 1:
Subconsultant 2:
Subconsultant 3:
Subconsultant 4:
Subconsultant 5:
Note: Add additional pages if necessary.
NOTES:
1. List other direct cost items with estimated costs. These costs should be competitive in their respective industries and supported with appropriate documentation.
2. Proposed ODC items should be consistently billed regardless of client and contract type.
3. Items when incurred for the same purpose, in like circumstance, should not be included in any indirect cost pool or in the overhead rate.
4. Items such as special tooling, will be reimbursed at actual cost with supporting documentation (invoice).
5. Items listed above that would be considered "tools of the trade" are not reimbursable as other direct cost
6. Travel related costs should be pre-approved by the contracting agency and shall not exceed current State Department of Personnel Administration rules.
Page 5 of 9
January 2020
Local Assistance Procedures Manual EXHIBIT 10-H2
Cost Proposal
7. If mileage is claimed, the rate should be properly supported by the consultant's calculation of their actual costs for company vehicles. In addition, the miles claimed
should be supported by mileage logs.
8. If a consultant proposes rental costs for a vehicle, the company must demonstrate that this is its standard procedure for all of their contracts and that they do not
own any vehicles that could be used for the same purpose. 9. The cost proposal format shall not be amended. All costs must comply with the Federal cost principles.
10. Add additional pages if necessary. 11. Subconsultants must provide their own cost proposals.
Page 6 of 9
January 2020
Local Assistance Procedures Manual EXHIBIT 10-H2
Cost Proposal
EXHIBIT 10-H2 COST PROPOSAL Page 3 of 3
Certification of Direct Costs:
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the
cost proposal(s) in this contract are actual, reasonable, allowable, and allocable to the contract in
accordance with the contract terms and the following requirements:
7. Generally Accepted Accounting Principles (GAAP)
8. Terms and conditions of the contract
9. Title 23 United States Code Section 112 -Letting of Contracts
10. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures
11. 23 Code of Federal Regulations Part 172 -Procurement, Management, and
Administration of Engineering and Design Related Service
12 . 48 Code of Federal Regulations Part 9904 -Cost Accounting Standards Board (when
applicable)
All costs must be applied consistently and fair1y to all contracts. All documentation of compliance must
be retained in the project files and be in compliance with applicable federal and state requirements.
Costs that are nonc ompliant with the federal and state requirements are not eligible for reimbursement.
Prime Consultant or Subconsultant Certifying:
Name: ______________ _ Title*: ______________ _
Signature�: _____________ _ Date of Certification (mm/dd/yyyy):
Email: ______________ _ Phone Number: ___________ _
Address: ________________________________ _
* An individual executive or financial officer of the consultant's or subconsultant's organization at
a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has
authority to represent the financial information utilized to establish the cost proposal for the
contract.
List services the consultant is providing under the proposed contract:
Page 7 of 9
January 2020
Local Assistance Procedures Manual EXHBIT 10-H3
Cost Proposal
EXHIBIT 10-HJ COST PROPOSAL Page 1 of 2
COST PER UNIT OF WORK CONTRACTS
(GEOTECHNICAL AND MATERIAL TESTING)
Note: Mark-ups are Not Allowed □ Prime Consultant □ Subconsultant □ 2nd Tier Subconsultant
Consultant __________________ _
Project No. _________ _ Contract No. ---------Date -------
Unit/Item of Work:
(Example: Log of Test Boring for Soils Report, or ADL Testing for Hazardous Waste Material
Study} Include as many Items as necessary.
DIRECT LABOR Hours Billing Hourly Rate {$) Total{$)
Professional {Classification)*
Sub-professional/Technical**
EQUIPMENT 1 {with Operator)
EQUIPMENT 2 {with Operator)
Consultant's Other Direct Costs (ODC)-Itemize:
Description of Item Quantity Unit Unit Cost Total
Subconsultant 1:
Subconsultant 2:
Subconsultant 3:
Subconsultant 4:
Subconsultant 5:
Nole: Attach addtllonal pages if necessary.
TOTAL COST PER UNIT OF WORK
NOTES:
1 . Key personnel must be marked with an asterisk (*) and employees that are subject to prevailing wage requirements
must be marked with two asterisks (**). All costs must comply with the Federal cost principles. Subconsultants will provide their own cost proposals. The cost proposal format shall not be amended.
2. Hourly billing rates should include prevailing wage rates and be consistent with publicly advertised rates charged to
all clients (Commercial, Private or Public). 3. Mobilization/De-mobilization is based on site location and number and frequency of tests/items.
4. ODC items shall be based on actual costs and supported by historical data and other documentation. 5. ODC items that would be considered "tools of the trade' are not reimbursable.
6. Billing Hourly Rates must be actual, allowable, and reasonable.
Page 8 of 9 January 2020
_ _
Local Assistance Procedures Manual EXHBIT 10-H3
Cost Proposal
EXHIBIT 10-H3 COST PROPOSAL Page 2 of 2
Certification of Direct Costs:
I, the undersigned, certify to the best of my knowledge and belief that all direct costs identified on the
cost proposal{s) in this contract are actual, reasonable, allowable, and allocable to the contract in
accordance with the contract terms and the following requirements:
13. Generally Accepted Accounting Principles {GAAP)
14. Terms and conditions of the contract
15. Title 23 United States Code Section 112 -Letting of Contracts
16. 48 Code of Federal Regulations Part 31 -Contract Cost Principles and Procedures
17. 23 Code of Federal Regulations Part 172 -Procurement, Management, and
Administration of Engineering and Design Related Service
18. 48 Code of Federal Regulation Part 9904 -Cost Accounting Standards Board {when
applicable)
All costs must be applied consistently and fair1y to all contracts. All documentation of compliance must
be retained in the project files and be in compliance with applicable federal and state requirements.
Costs that are nonc ompliant with the federal and state requirements are not eligible for reimbursement.
Prime Consultant or Subconsultant Certifying:
Name: ______________ _ Title*: ______________ _
Signature�: _____________ _ Date of Certification {mm/dd/yyyy...._____ : _
Email: ______________ Phone Number,_,_: ___________
Address: ________________________________ _
* An individual executive or financial officer of the consultant's or subconsultant's organization at
a level no lower than a Vice President or a Chief Financial Officer, or equivalent, who has
authority to represent the financial information utilized to establish the cost proposal for the
contract.
List services the consultant is providinq under the proposed contract:
Page 9 of 9 January 2020
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 14 of 16
ATTACHMENT C
CALTRANS EXHIBIT 10-K CONSULTANT ANNUAL CERTIFICATION OF INDIRECT COSTS AND
FINANCIAL MANAGEMENT SYSTEM
Local Assistance Procedures Manual Exhibit 10-K
Consultant Annual Certification of Indirect Costs and Financial Management System
EXHIBIT 10-K CONSULTANT ANNUAL CERTIFICATION OF
INDIRECT COSTS AND FINANCIAL MANAGEMENT SYSTEM
(Note: If a Safe Harbor Indirect Cost Rate is approved, this form is not required.)
Consultant’s Full Legal Name:
Important: Consultant means the individual or consultant providing engineering and design related
services as a party of a contract with a recipient or sub-recipient of Federal assistance. Therefore, the
Indirect Cost Rate(s) shall not be combined with its parent company or subsidiaries.
Indirect Cost Rate:
Combined Rate % OR
Home Office Rate % and Field Office Rate (if applicable) %
Facilities Capital Cost of Money % (if applicable)
Fiscal period *
* Fiscal period is annual one year applicable accounting period that the Indirect Cost Rate was developed (not
the contract period). The Indirect Cost Rate is based on the consultant’s one-year applicable accounting period
for which financial statements are regularly prepared by the consultant.
I have reviewed the proposal to establish an Indirect Cost Rate(s) for the fiscal period as specified above and have
determined to the best of my knowledge and belief that:
• All costs included in the cost proposal to establish the indirect cost rate(s) are allowable in
accordance with the cost principles of the Federal Acquisition Regulation (FAR) 48, Code of
Federal Regulations (CFR), Chapter 1, Part 31 (48 CFR Part 31);
• The cost proposal does not include any costs which are expressly unallowable under the cost
principles of 48 CFR Part 31;
• The accounting treatment and billing of prevailing wage delta costs are consistent with our
prevailing wage policy as either direct labor, indirect costs, or other direct costs on all federally-
funded A&E Consultant Contracts.
• All known material transactions or events that have occurred subsequent to year-end affecting the
consultant’s ownership, organization, and indirect cost rates have been disclosed as of the date of
this certification.
I am providing the required and applicable documents as instructed on Exhibit 10-A.
Financial Management System:
Our labor charging, job costing, and accounting systems meet the standards for financial reporting, accounting
records, and internal control adequate to demonstrate that costs claimed have been incurred, appropriately
accounted for, are allocable to the contract, and comply with the federal requirements as set forth in Title 23
United States Code (U.S.C.) Section 112(b)(2); 48 CFR Part 31.201-2(d); 23 CFR, Chapter 1, Part 172.11(a)(2);
and all applicable state and federal rules and regulations.
Our financial management system has the following attributes:
• Account numbers identifying allowable direct, indirect, and unallowable cost accounts;
• Ability to accumulate and segregate allowable direct, indirect, and unallowable costs into separate cost
Page 1 of 2
March 2018
Local Assistance Procedures Manual Exhibit 10-K
Consultant Annual Certification of Indirect Costs and Financial Management System
accounts;
• Ability to accumulate and segregate allowable direct costs by project, contract and type of cost;
• Internal controls to maintain integrity of financial management system;
• Ability to account and record costs consistently and to ensure costs billed are in compliance with FAR;
• Ability to ensure and demonstrate costs billed reconcile to general ledgers and job costing system; and
• Ability to ensure costs are in compliance with contract terms and federal and state requirement
Cost Reimbursements on Contracts:
I also understand that failure to comply with 48 CFR Part 16.301-3 or knowingly charge unallowable costs to
Federal-Aid Highway Program (FAHP) contracts may result in possible penalties and sanctions as provided by
the following:
• Sanctions and Penalties -23 CFR Part 172.11(c)(4)
• False Claims Act -Title 31 U.S.C. Sections 3729-3733
• Statements or entries generally -Title 18 U.S.C. Section 1001
• Major Fraud Act -Title 18 U.S.C. Section 1031
All A&E Contract Information:
• Total participation amount $___________________ on all State and FAHP contracts for Architectural &
Engineering services that the consultant received in the last three fiscal periods.
• The number of states in which the consultant does business is .
• Years of consultant’s experience with 48 CFR Part 31 is .
• Audit history of the consultant’s current and prior years (if applicable)
☐ Cognizant ICR Audit ☐ Local Gov’t ICR Audit □ Caltrans ICR Audit
☐ Federal Gov’t ICR Audit ☐ CPA ICR Audit
I, the undersigned, certify all of the above to the best of my knowledge and belief and that I have reviewed the
Indirect Cost Rate Schedule to determine that any costs which are expressly unallowable under the Federal cost
principles have been removed and comply with Title 23 U.S.C. Section 112(b)(2), 48 CFR Part 31, 23 CFR Part 172, and
all applicable state and federal rules and regulations. I also certify that I understand that all documentation of
compliance must be retained by the consultant. I hereby acknowledge that costs that are noncompliant with the
federal and state requirements are not eligible for reimbursement and must be returned to Caltrans.
Name**: _ Title**:
Signature: Date of Certification (mm/dd/yyyy):
Email**: Phone Number**:
**An individual executive or financial officer of the consultant’s or subconsultant’s organization at a level no lower than a Vice President, a
Chief Financial Officer, or equivalent, who has authority to represent the financial information used to establish the indirect cost rate.
Note: Both prime and subconsultants as parties of a contract must complete their own Exhibit 10-K forms.
Caltrans will not process local agency’s invoices until a complete Exhibit 10-K form is accepted and approved by
Caltrans Audits and Investigations.
Distribution: 1) Original -Local Agency Project File
2) Copy -Consultant
3) Copy -Caltrans Audits and Investigations
Page 2 of 2
March 2018
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 15 of 16
ATTACHMENT D
CALTRANS EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES
□ □ □
□ □
□ □ ---
B ----
□ □
Local Assistance Procedures Manual EXHBIT 10-Q
Disclosure of Lobbying Activities
EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES
COMPLETE THIS FORM TO DISCLOSE LOBBYING ACTIVITIES PURSUANT TO 31 U.S.C. 1352
1. Type of Federal Action: 2. Status of Federal Action: 3. Report Type:
a. contract a. bid/offer/application a. initial
b. grant b. initial award b. material change
c. cooperative agreement c. post-award
d. loan For Material Change Only:
e. loan guarantee year ____ quarter _________
f. loan insurance date of last report __________
4. Name and Address of Reporting Entity 5. If Reporting Entity in No. 4 is Subawardee,
Enter Name and Address of Prime:
Prime Subawardee
Tier _______ , if known
Congressional District, if known Congressional District, if known
6. Federal Department/Agency: 7. Federal Program Name/Description:
CFDA Number, if applicable ____________________
8. Federal Action Number, if known: 9. Award Amount, if known:
10. Name and Address of Lobby Entity 11. Individuals Performing Services
(If individual, last name, first name, MI) (including address if different from No. 10)
(last name, first name, MI)
(attach Continuation Sheet(s) if necessary)
12. Amount of Payment (check all that apply) 14. Type of Payment (check all that apply)
$ _____________ actual planned a. retainer
b. one-time fee
13. Form of Payment (check all that apply): c. commission
a. cash d. contingent fee
b. in-kind; specify: nature _______________ e deferred
Value _____________ f. other, specify _________________________
15. Brief Description of Services Performed or to be performed and Date(s) of Service, including
officer(s), employee(s), or member(s) contacted, for Payment Indicated in Item 12:
(attach Continuation Sheet(s) if necessary)
16. Continuation Sheet(s) attached: Yes No
17. Information requested through this form is authorized by Title
31 U.S.C. Section 1352. This disclosure of lobbying reliance
was placed by the tier above when his transaction was made or
entered into. This disclosure is required pursuant to 31 U.S.C.
1352. This information will be reported to Congress
semiannually and will be available for public inspection. Any
person who fails to file the required disclosure shall be subject
to a civil penalty of not less than $10,000 and not more than
$100,000 for each such failure.
Signature: ________________________________________
Print Name: _______________________________________
Title: ____________________________________________
Telephone No.: ____________________ Date:___________
Authorized for Local Reproduction
Federal Use Only: Standard Form -LLL
Standard Form LLL Rev. 04-28-06
Distribution: Orig- Local Agency Project Files
Page 1
LPP 13-01 May 8, 2013
Local Assistance Procedures Manual EXHBIT 10-Q
Disclosure of Lobbying Activities
INSTRUCTIONS FOR COMPLETING EXHIBIT 10-Q DISCLOSURE OF LOBBYING ACTIVITIES
This disclosure form shall be completed by the reporting entity, whether subawardee or prime federal recipient at the
initiation or receipt of covered federal action or a material change to previous filing pursuant to title 31 U.S.C. Section 1352.
The filing of a form is required for such payment or agreement to make payment to lobbying entity for influencing or
attempting to influence an officer or employee of any agency, a Member of Congress an officer or employee of Congress or
an employee of a Member of Congress in connection with a covered federal action. Attach a continuation sheet for additional
information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material
change report. Refer to the implementing guidance published by the Office of Management and Budget for additional
information.
1. Identify the type of covered federal action for which lobbying activity is or has been secured to influence, the outcome of a
covered federal action.
2. Identify the status of the covered federal action.
3. Identify the appropriate classification of this report. If this is a follow-up report caused by a material change to the information
previously reported, enter the year and quarter in which the change occurred. Enter the date of the last, previously submitted
report by this reporting entity for this covered federal action.
4. Enter the full name, address, city, state, and zip code of the reporting entity. Include Congressional District if known. Check the
appropriate classification of the reporting entity that designates if it is or expects to be a prime or subaward recipient. Identify the
tier of the subawardee, e.g., the first subawardee of the prime is the first tier. Subawards include but are not limited to:
subcontracts, subgrants, and contract awards under grants.
5. If the organization filing the report in Item 4 checks "Subawardee" then enter the full name, address, city, state, and zip code of
the prime federal recipient. Include Congressional District, if known.
6. Enter the name of the federal agency making the award or loan commitment. Include at least one organization level below
agency name, if known. For example, Department of Transportation, United States Coast Guard.
7. Enter the federal program name or description for the covered federal action (item 1). If known, enter the full Catalog of Federal
Domestic Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments.
8. Enter the most appropriate federal identifying number available for the federal action identification in item 1 (e.g., Request for
Proposal (RFP) number, Invitation for Bid (IFB) number, grant announcement number, the contract grant. or loan award number,
the application/proposal control number assigned by the federal agency). Include prefixes, e.g., "RFP-DE-90-001."
9. For a covered federal action where there has been an award or loan commitment by the Federal agency, enter the federal amount
of the award/loan commitments for the prime entity identified in item 4 or 5.
10. Enter the full name, address, city, state, and zip code of the lobbying entity engaged by the reporting entity identified in Item 4 to
influence the covered federal action.
11. Enter the full names of the individual(s) performing services and include full address if different from 10 (a). Enter Last Name,
First Name and Middle Initial (Ml).
12. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity (Item 4) to the lobbying entity
(Item 10). Indicate whether the payment has been made (actual) or will be made (planned). Check all boxes that apply. If this is
a material change report, enter the cumulative amount of payment made or planned to be made.
13. Check all boxes that apply. If payment is made through an in-kind contribution, specify the nature and value of the in-kind
payment.
14. Check all boxes that apply. If other, specify nature.
15. Provide a specific and detailed description of the services that the lobbyist has performed or will be expected to perform and the
date(s) of any services rendered. Include all preparatory and related activity not just time spent in actual contact with federal
officials. Identify the federal officer(s) or employee(s) contacted or the officer(s) employee(s) or Member(s) of Congress that
were contacted.
16. Check whether or not a continuation sheet(s) is attached.
17. The certifying official shall sign and date the form, and print his/her name title and telephone number.
Public reporting burden for this collection of information is estimated to average 30-minutes per response, including time for reviewing
instruction, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of
information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for
reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0046), Washington, D.C. 20503. SF-
LLL-Instructions Rev. 06-04
Page 2
LPP 13-01 May 8, 2013
Request for Proposals (RFP) for Development of a Local Roadway Safety Plan (LRSP),
SSARPL-5112(021)
Page 16 of 16
ATTACHMENT E
CITY OF AZUSA SAMPLE PROFESSIONAL SERVICES AGREEMENT
8513273_1
CITY OF AZUSA
PROFESSIONAL SERVICES AGREEMENT
1. PARTIES AND DATE.
This Agreement is made and entered into this ____ day of ________________, 20___ by
and between the City of Azusa, a municipal corporation organized under the laws of the State of
California with its principal place of business at 213 East Foothill Boulevard, Azusa, California
91702 (“City”) and [INSERT NAME OF COMPANY], a [INSERT TYPE OF BUSINESS: CORPORATION;
LIMITED LIABILITY COMPANY; ETC.] with its principal place of business at [INSERT ADDRESS]
(“Consultant”). City and Consultant are sometimes individually referred to herein as “Party” and
collectively as “Parties.”
2. RECITALS.
2.1 Consultant.
Consultant desires to perform and assume responsibility for the provision of certain
professional services required by the City on the terms and conditions set forth in this
Agreement. Consultant represents that it is experienced in providing ENGINEERING services to
public clients, is licensed in the State of California, and is familiar with the plans of City.
2.2 Project.
City desires to engage Consultant to render such services for the LOCAL ROADWAY
SAFETY PLAN project (“Project”) as set forth in this Agreement.
3. TERMS.
3.1 Scope of Services and Term.
3.1.1 General Scope of Services. Consultant promises and agrees to furnish to
the City all labor, materials, tools, equipment, services, and incidental and customary work
necessary to fully and adequately supply the professional Engineering consulting services
necessary for the Project (“Services”). The Services are more particularly described in Exhibit
“A” attached hereto and incorporated herein by reference. All Services shall be subject to, and
performed in accordance with, this Agreement, the exhibits attached hereto and incorporated
herein by reference, and all applicable local, state and federal laws, rules and regulations.
3.1.2 Term. The term of this Agreement shall be from [INSERT START DATE] to
[INSERT ENDING DATE], unless earlier terminated as provided herein. Consultant shall complete
the Services within the term of this Agreement, and shall meet any other established schedules
and deadlines. The Parties may, by mutual written consent, extend t he term of this Agreement if
necessary to complete the Services.
3.2 Responsibilities of Consultant.
[INSERT NAME OF COMPANY]
Page 2 of [INSERT LAST PAGE OF AGREEMENT]
8513273_1
3.2.1 Control and Payment of Subordinates; Independent Contractor. The
Services shall be performed by Consultant or under its supervision. Consultant will determine
the means, methods and details of performing the Services subject to the requirements of this
Agreement. City retains Consultant on an independent contractor basis and not as an employee.
Consultant retains the right to perform similar or different services for others during the term of
this Agreement. Any additional personnel performing 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 shall pay all wages, salaries, and other
amounts due such personnel in connection with their performance of 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, income tax withholding, unemployment insurance, disability insurance, and workers‟
compensation insurance.
3.2.2 Schedule of Services. Consultant shall perform t he Services
expeditiously, within the term of this Agreement, and in accordance with the Schedule of
Services set forth in Exhibit “B” attached hereto and incorporated herein by reference.
Consultant represents that it has the professional and technical p ersonnel required to perform the
Services in conformance with such conditions. In order to facilitate Consultant‟s conformance
with the Schedule, City shall respond to Consultant‟s submittals in a timely manner. Upon
request of City, Consultant shall pro vide a more detailed schedule of anticipated performance to
meet the Schedule of Services.
3.2.3 Conformance to Applicable Requirements. All work prepared by
Consultant shall be subject to the approval of City.
3.2.4 Substitution of Key Personnel. Consultant has represented to City that
certain key personnel will perform and coordinate the Services under this Agreement. Should
one or more of such personnel become unavailable, Consultant may substitute other personnel of
at least equal competence upon written approval of City. In the event that City and Consultant
cannot agree as to the substitution of key personnel, City shall be entitled to terminate this
Agreement for cause. As discussed below, any personnel who fail or refuse to perform the
Services in a manner acceptable to the City, or who are determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project or a
threat to the safety of persons or property, shall be promptly removed from the Project by the
Consultant at the request of the City. The key personnel for performance of this Agreement are
as follows: [INSERT NAMES].
3.2.5 City‟s Representative. The City hereby designates Robert Delgadillo,
Director of Public Works/City Engineer , or his or her designee, to act as its representative for the
performance of this Agreement (“City‟s Representative”). City‟s Representative shall have the
power to act on behalf of the City for all purposes under this Contract. Consultant shall not
accept direction or orders from any person other than the City‟s Representative or his or her
designee.
[INSERT NAME OF COMPANY]
Page 3 of [INSERT LAST PAGE OF AGREEMENT]
8513273_1
3.2.6 Consultant‟s Representative. Consultant hereby designates [INSERT NAME
OR TITLE], or his/her designee, to act as its representative for the performance of this Agreement
(“Consultant‟s Representative”). Consultant‟s Representative shall have full authority to
represent and act on behalf of the Consultant for all purposes under this Agreement. T he
Consultant‟s Representative shall supervise and direct the Services, using his/her best skill and
attention, and shall be responsible for all means, methods, techniques, sequences and procedures
and for the satisfactory coordination of all portions of t he Services under this Agreement.
3.2.7 Coordination of Services. Consultant agrees to work closely with City
staff in the performance of Services and shall be available to City‟s staff, consultants and other
staff at all reasonable times.
3.2.8 Standard of Care; Performance of Employees. Consultant shall perform
all Services under this Agreement in a skillful and competent manner, consistent with the
standards generally recognized as being employed by professionals in the same discipline in the
State o f California. Consultant represents and maintains that it is skilled in the professional
calling necessary to perform the Services. Consultant warrants that all employees and
subcontractors shall have sufficient skill and experience to perform the Servic es assigned to
them. Finally, Consultant represents that it, its employees and subcontractors have all licenses,
permits, qualifications and approvals of whatever nature that are legally required to perform the
Services, including a City Business License, and that such licenses and approvals shall be
maintained throughout the term of this Agreement. As provided for in the indemnification
provisions of this Agreement, Consultant shall perform, at its own cost and expense and without
reimbursement from the City, any services necessary to correct errors or omissions which are
caused by the Consultant‟s failure to comply with the standard of care provided for herein. Any
employee of the Consultant or its sub-consultants who is determined by the City to be
uncooperative, incompetent, a threat to the adequate or timely completion of the Project, a threat
to the safety of persons or property, or any employee who fails or refuses to perform the Services
in a manner acceptable to the City, shall be promptly removed from the Project by the Consultant
and shall not be re-employed to perform any of the Services or to work on the Project.
3.2.9 Period of Performance. Consultant shall perform and complete all Services
under this Agreement within the term set forth in Section 3.1.2 above (“Performance Time”).
Consultant shall also perform the Services in strict accordance with any completion schedule or
Project milestones described in Exhibits “A” or “B” attached hereto, or which may be separately
agreed upon in writing by the City and Consultant (“Performance Milestones”). Consultant
agrees that if the Services are not completed within the aforementioned Performance Time
and/or pursuant to any such Project Milestones developed pursuant to provisions of this
Agreement, it is understood, acknowledged and agreed that the City will suffer damage
3.2.10 Laws and Regulations; Employee/Labor Certifications. Consultant shall
keep itself fully informed of and in compliance with all local, state and federal laws, rules and
regulations in any manner affecting the performance of the Project or the Services, including all
Cal/OSHA requirements, and shall give all notices required by law. Consultant shall be liable
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for all violations of such laws and regulations in connection with Services. If the Consultant
performs any work knowing it to be contrary to such laws, rules and regulations and without
giving written notice to the City, Consultant shall be solely responsible for all costs arising
therefrom. Consultant shall defend, in demnify and hold City, its officials, directors, officers,
employees and agents free and harmless, pursuant to the indemnification provisions of this
Agreement, from any claim or liability arising out of any failure or alleged failure to comply
with such laws, rules or regulations.
3.2.10.1 Employment Eligibility; Consultant . By executing this
Agreement, Consultant verifies that it fully complies with all requirements and restrictions of
state and federal law respecting the employment of undocumented a liens, including, but not
limited to, the Immigration Reform and Control Act of 1986, as may be amended from time to
time. Such requirements and restrictions include, but are not limited to, examination and
retention of documentation confirming the identity and immigration status of each employee of
the Consultant. Consultant also verifies that it has not committed a violation of any such law
within the five (5) years immediately preceding the date of execution of this Agreement, and
shall not violate any such law at any time during the term of the Agreement. Consultant shall
avoid any violation of any such law during the term of this Agreement by participating in an
electronic verification of work authorization program operated by the United States Depar tment
of Homeland Security, by participating in an equivalent federal work authorization program
operated by the United States Department of Homeland Security to verify information of newly
hired employees, or by some other legally acceptable method. Consultant shall maintain records
of each such verification, and shall make them available to the City or its representatives for
inspection and copy at any time during normal business hours. The City shall not be responsible
for any costs or expenses related to Consultant‟s compliance with the requirements provided for
in Section 3.2.10 or any of its sub-sections.
3.2.10.2 Employment Eligibility; Subcontractors, Consultants, Sub-
subcontractors and Subconsultants. To the same extent and under the same conditions as
Consultant, Consultant shall require all of its subcontractors, consultants, sub-subcontractors and
subconsultants performing any work relating to the Project or this Agreement to make the same
verifications and comply with all requirements and restrictions provided for in Section 3.2.10.1.
3.2.10.3 Employment Eligibility; Failure to Comply. Each person
executing this Agreement on behalf of Consultant verifies that they are a duly authorized officer
of Consultant, and understands that any of the following shall be grounds for the City to
terminate the Agreement for cause: (1) failure of Consultant or its subcontractors, consultants,
sub-subcontractors or subconsultants to meet any of the requirements provided for in Sections
3.2.10.1 or 3.2.10.2; (2) any misrepresentation or material omission concerning compliance with
such requirements (including in those verifications provided to the Consultant under Section
3.2.10.2); or (3) failure to immediately remove from the Project any person foun d not to be in
compliance with such requirements.
3.2.10.4 Labor Certification. By its signature hereunder, Consultant
certifies that it is aware of the provisions of Section 3700 of the California Labor Code which
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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.
3.2.10.5 Equal Opportunity Employment . Consultant represents
that it is an equal opportunity employer and it shall not discriminate against any subconsultant,
employee or applicant for employment because of race, religion, color, national origin, handicap,
ancestry, sex or age. Such non-discrimination shall include, but not be limited to, all activities
related to initial employment, upgrading, demotion, transfer, recruitment or recruitment
advertising, layoff or termination. Consultant shall also comply with all relevant provisions of
City‟s Minority Business Enterprise program, Affirmative Action Plan or other related programs
or guidelines currently in effect or hereinafter enacted.
3.2.10.6 Air Quality. To the extent applicable, Consultant must
fully comply with all applicable laws, rules and regulations in furnishing or using equipment
and/or providing services, including, but not limited to, emissions limits and permitting
requirements imposed by the South Coast Air Quality Management District (SCAQMD) and/or
California Air Resources Board (CARB). Although the SCAQMD and CARB limits and
requirements are more broad, Consultant shall specifically be aware of their application to
"portable equipment", which definition is considered by SCAQMD and CARB to include any
item of equipment with a fuel-powered engine. Consultant shall indemnify City against any
fines or penalties imposed by SCAQMD, CARB, or any other governmental or regulatory
agency for violations of applicable laws, rules and/or regulations by Consultant, its
subconsultants, or others for whom Consultant is responsible under its indemnity obligations
provided for in this Agreement.
3.2.10.7 Water Quality.
(A) Management and Compliance. To the extent applicable,
Consultant‟s Services mu st account for, and fully comply with, all local, state and federal laws,
rules and regulations that may impact water quality compliance, including, without limitation, all
applicable provisions of the Federal Water Pollution Control Act (33 U.S.C. §§ 1300 ); the
California Porter-Cologne Water Quality Control Act (Cal Water Code §§ 13000-14950); laws,
rules and regulations of the Environmental Protection Agency, the State Water Resources
Control Board and the Santa Ana Regional Water Quality Control Board; the City‟s ordinances
regulating discharges of storm water; and any and all regulations, policies, or permits issued
pursuant to any such authority regulating the discharge of pollutants, as that term is used in the
Porter-Cologne Water Quality Control Act , to any ground or surface water in the State.
(B) Liability for Non-compliance. Failure to comply with the
laws, regulations and policies described in this Section is a violation of law that may subject
Consultant or City to penalties, fines, or addit ional regulatory requirements. Consultant shall
defend, indemnify and hold the City, its directors, officials, officers, employees, volunteers and
agents free and harmless, pursuant to the indemnification provisions of this Agreement, from and
against any and all fines, penalties, claims or other regulatory requirements imposed as a result
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of Consultant‟s non-compliance with the laws, regulations and policies described in this Section,
unless such non-compliance is the result of the sole established negligence, willful misconduct or
active negligence of the City, its officials, officers, agents, employees or authorized volunteers.
(C) Training. In addition to any other standard of care
requirements set forth in this Agreement, Consultant warrants that a ll employees and
subcontractors shall have sufficient skill and experience to perform the Services assigned to them
without impacting water quality in violation of the laws, regulations and policies described in
this Section. Consultant further warrants that it, its employees and subcontractors will receive
adequate training, as determined by City, regarding the requirements of the laws, regulations and
policies described in this Section as they may relate to the Services provided under this
Agreement. Upo n request, City will provide Consultant with a list of training programs that
meet the requirements of this paragraph.
3.2.11 Insurance.
3.2.11.1 Time for Compliance. Consultant shall not commence
Services under this Agreement until it has provided evidence satisfactory to the City that it has
secured all insurance required under this section. In addition, Consultant shall not allow any
subcontractor to commence work on any subcontract until it has provided evidence satisfactory
to the City that the subcontractor has secured all insurance required under this section.
3.2.11.2 Minimum Requirements. Consultant shall, at its expense,
procure and maintain for the duration of the Agreement insurance against claims for injuries to
persons or damages to property which may arise from or in connection with the performance of
the Agreement by the Consultant, its agents, representatives, employees or subcontractors.
Consult ant shall also require all of its subcontractors to procure and maintain the same insurance
for the duration of the Agreement. Such insurance shall meet at least the following minimum
levels of coverage:
(A) Minimum Scope of Insurance. Coverage shall be at least as
broad as the latest version of the following: (1) General Liability: Insurance Services Office
Commercial General Liability coverage (occurrence form CG 0001); (2) Automobile Liability:
Insurance Services Office Business Auto Coverage form numb er CA 0001, code 1 (any auto);
and (3) Workers‟ Compensation and Employer‟s Liability: Workers‟ Compensation insurance as
required by the State of California and Employer‟s Liability Insurance. The policy shall not
contain any exclusion contrary to the Agreement, including but not limited to endorsements or
provisions limiting coverage for (1) contractual liability (including but not limited to ISO CG 24
26 or 21 29); or (2) cross liability for claims or suits by one insured against another.
(B) Minimum Limits of Insurance. Consultant shall maintain
limits no less than: (1) General Liability: $1,000,000 per occurrence for bodily injury, personal
injury and property damage. If Commercial General Liability Insurance or other form with
general aggregate limit is used including, but not limited to, form CG 2503, either the general
aggregate limit shall apply separately to this Agreement/location or the general aggregate limit
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shall be twice the required occurrence limit; (2) Automobile Liability: $1,000,00 0 per accident
for bodily injury and property damage; and (3) Workers‟ Compensation and Employer‟s
Liability: Workers‟ Compensation limits as required by the Labor Code of the State of
California. Employer‟s Liability limits of $1,000,000 per accident for bodily injury or disease.
Defense costs shall be paid in addition to the limits.
(C) Notices; Cancellation or Reduction of Coverage. At least
fifteen (15) days prior to the expiration of any such policy, evidence showing that such insurance
coverage has been renewed or extended shall be filed with the City. If such coverage is
cancelled or materially reduced, Consultant shall, within ten (10) days after receipt of written
notice of such cancellation or reduction of coverage, file with the City evidence of insurance
showing that the required insurance has been reinstated or has been provided through another
insurance company or companies. In the event any policy of insurance required under this
Agreement does not comply with these specifications or is canceled and not replaced, the City
has the right but not the duty to obtain the insurance it deems necessary and any premium paid
by t he City will be promptly reimbursed by Consultant or the City may withhold amounts
sufficient to pay premium from Consultant payments. In the alternative, the City may suspend or
terminate this Agreement.
3.2.11.3 Professional Liability. Consultant shall procure and
maintain, and require its sub-consultants to procure and maintain, for a period of five (5) years
following completion of the Project, errors and omissions liability insurance appropriate to their
profession. Such insurance shall be in a n amount not less than $1,000,000 per claim, and shall
be endorsed to include contractual liability. Defense costs shall be paid in addition to limits.
3.2.11.4 Insurance Endorsements. The insurance policies shall
contain the following provisions, or Consultant shall provide endorsements on forms supplied or
approved by the City to add the following provisions to the insurance policies:
(A) General Liability. The general liability policy shall include
or be endorsed (amended) to state that: (1) using ISO CG forms 20 10 and 20 37, or
endorsements providing the exact same coverage, the City of Azusa, its directors, officials,
officers, employees, agents and volunteers shall be covered as additional insured with respect to
the Services or ongoing and complete operations performed by or on behalf of the Consultant,
including materials, parts or equipment furnished in connection with such work; and (2) using
ISO form 20 01, or endorsements providing the exact same coverage, the insurance coverage
shall be primary insurance as respects the City, its directors, officials, officers, employees, agents
and volunteers, or if excess, shall stand in an unbroken chain of coverage excess of the
Consultant‟s scheduled underlying coverage. Any excess insurance shall contain a provision that
such coverage shall also apply on a primary and noncontributory basis for the benefit of the City,
before the City‟s own primary insurance or self-insurance shall be called upon to protect it as a
named insured. Any insurance or self-insurance maintained by the City, its directors, officials,
officers, employees, agents and volunteers shall be excess of the Consultant‟s insurance and shall
not be called upon to contribute with it in any way. Notwithstanding the minimum limits set
fo rth in Section 3.2.11.2(B), any available insurance proceeds in excess of the specified
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minimum limits of coverage shall be available to the parties required to be named as additional
insureds pursuant to this Section 3.2.11.4(A).
(B) Automobile Liability. The automobile liability policy shall
include or be endorsed (amended) to state that: (1) the City, its directors, officials, officers,
employees, agents and volunteers 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; and (2) the insurance
coverage shall be primary insurance as respects the City, its directors, officials, offic ers,
employees, agents and volunteers, or if excess, shall stand in an unbroken chain of coverage
excess of the Consultant‟s scheduled underlying coverage. Any insurance or self -insurance
maintained by the City, its directors, officials, officers, employe es, agents and volunteers shall be
excess of the Consultant‟s insurance and shall not be called upon to contribute with it in any
way. Notwithstanding the minimum limits set forth in Section 3.2.11.2(B), any available
insurance proceeds in excess of the specified minimum limits of coverage shall be available to
the parties required to be named as additional insureds pursuant to this Section 3.2.11.4(B).
(C) Workers‟ Compensation and Employers‟ Liability
Coverage. The insurer shall agree to waive all right s of subrogation against the City, its directors,
officials, officers, employees, agents and volunteers for losses paid under the terms of the
insurance policy which arise from work performed by the Consultant.
(D) All Coverages. Each insurance policy required by this
Agreement shall be endorsed to state that: (A) coverage shall not be suspended, voided, reduced
or canceled except after thirty (30) days (10 days for nonpayment of premium) prior written
notice by certified mail, return receipt requested, has been given to the City; and (B) any failure
to comply with reporting or other provisions of the policies, including breaches of warranties,
shall not affect coverage provided to the City, its directors, officials, officers, employees, agents
and volunt eers. Any failure to comply with reporting or other provisions of the policies
including breaches of warranties shall not affect coverage provided to the City, its officials,
officers, employees, agents and volunteers, or any other additional insureds.
3.2.11.5 Separation of Insureds; No Special Limitations; Waiver of
Subrogation. All insurance required by this Section shall contain standard separation of insureds
provisions. In addition, such insurance shall not contain any special limitations on the scope of
protection afforded to the City, its directors, officials, officers, employees, agents and volunteers.
All policies shall waive any right of subrogation of the insurer against the City, its officials,
officers, employees, agents, and volunteers, or any other additional insureds, or shall specifically
allow Consultant or others providing insurance evidence in compliance with these specifications
to waive their right of recovery prior to a loss. Consultant hereby waives its own right of
recovery against City, its officials, officers, employees, agents, and volunteers, or any other
additional insureds, and shall require similar written express waivers and insurance clauses from
each of its subconsultants.
3.2.11.6 Deductibles and Self-Insurance Retentions. Any
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deductibles or self-insured retentions must be declared to and approved by the City. Consultant
shall guarantee that, at the option of the City, either: (1) the insurer shall reduce or eliminate
such deductibles or self-insured retentions as respects the City, its directors, officials, officers,
employees, agents and volunteers; or (2) the Consultant shall procure a bond guaranteeing
payment of losses and related investigation costs, claims and administrative and defense
expenses.
3.2.11.7 Subconsultant Insurance Requirements. Consultant shall
not allow any subconsultants to commence work on any subcontract relating to the work under
the Agreement until they have provided evidence satisfactory to the City that they have secured
all insurance required under this Section. If requested by Consultant, the City may approve
different scopes or minimum limits of insurance for particular subconsultants. The Consultant
and the City shall be named as additional insureds on all subconsultants‟ policies of Commercial
General Liability using ISO form 20 38, or coverage at least as broad.
3.2.11.8 Acceptability of Insurers. Insurance is to 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.
3.2.11.9 Verification of Coverage. Consultant shall furnish City
with original certificates of insurance and endorsements effecting coverage required by this
Agreement on forms satisfactory to the 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 the City if requested. All certificates and
endorsements must be received and approved by the City before work commences. The City
reserves the right to require complete, certified copies of all required insurance policies, at any
time.
3.2.11.9 Reporting of Claims. Consultant shall report to the City, in
addition to Consultant‟s insurer, any and all insurance claims submitted by Consultant in
connection with the Services under this Agreement.
3.2.12 Safety. Consultant shall execute and maintain its work so as to avoid
injury or damage to any person or property. In carrying out its Service s, the Consultant shall at
all times be in compliance with all applicable local, state and federal laws, rules and regulations,
and shall exercise all necessary precautions for the safety of employees appropriate to the nature
of the work and the conditions under which the work is to be performed. Safety precautions as
applicable shall include, but shall not be limited to: (A) adequate life protection and life saving
equipment and procedures; (B) instructions in accident prevention for all employees and
subcontractors, such as safe walkways, scaffolds, fall protection ladders, bridges, gang planks,
confined space procedures, trenching and shoring, equipment and other safety devices,
equipment and wearing apparel as are necessary or lawfully required to pre vent accidents or
injuries; and (C) adequate facilities for the proper inspection and maintenance of all safety
measures.
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3.2.13 Accounting Records. Consultant shall maintain complete and accurate
records with respect to all costs and expenses incurred under this Agreement. All such records
shall be clearly identifiable. Consultant shall allow a representative of City during normal
business hours to examine, audit, and make transcripts or copies of such records and any other
documents created pursuant to this Agreement. Consultant shall allow inspection of all work,
data, documents, proceedings, and activities related to the Agreement for a period o f three (3)
years from the date of final payment under this Agreement.
3.3 Fees and Payments.
3.3.1 Compensation. Consultant shall receive compensation, including
authorized reimbursements, for all Services rendered under this Agreement at the rates set forth
in Exhibit “C” attached hereto and incorporated herein by reference. The total compensation
shall not exceed [INSERT WRITTEN DOLLAR AMOUNT] ($[INSERT NUMERICAL DOLLAR AMOUNT])
without written approval of the City Manager [REPLACE „CITY MANAGER‟ WITH „CITY COUNCIL‟
FOR AMOUNTS OVER $10,000]. Extra Work may be authorized, as described below, and if
authorized, will be compensated at the rates and manner set forth in this Agreement.
3.3.2 Payment of Compensation. Consultant shall submit to City a monthly
itemized statement which indicates work completed and hours of Services rendered by
Consultant. The statement shall describe the amount of Services and supplies provided since the
initial commencement date, or since the start of the subsequent bi lling periods, as appropriate,
through the date of the statement. City shall, within 45 days of receiving such statement, review
the statement and pay all approved charges thereon.
3.3.3 Reimbursement for Expenses. Consultant shall not be reimbursed for any
expenses unless authorized in writing by City.
3.3.4 Extra Work. At any time during the term of this Agreement, City may
request that Consultant perform Extra Work. As used herein, “Extra Work” means any work
which is determined by City to be necessary for the proper completion of the Project, but which
the parties did not reasonably anticipate would be necessary at the execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without written authorization
from City‟s Representative.
3.3.5 Prevailing Wages. Consultant is aware of the requirements of California
Labor Code Section 1720, et seq., and 1770, et seq., as well as California Code of Regulations,
Title 8, Section 16000, et seq., (“Prevailing Wage Laws”), which require the payment of
prevailing wage rates and the performance of other requirements on “public works” and
“maintenance” projects. If the Services are being performed as part of an applicable “public
works” or “maintenance” project, as defined by the Prevailing Wage Laws, and if the total
compensation is $1,000 or more, Consultant agrees to fully comply with such Prevailing Wage
Laws. City shall provide Consultant with a copy of the prevailing rates of per diem wages in
effect at the commencement of this Agreement. Consultant shall make copies of the prevailing
rates of per diem wages for each craft, classification or type of worker needed to execute the
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Services available to interested parties upon request, and shall post copies at the Cons ultant‟s
principal place of business and at the project site. Consultant shall defend, indemnify and hold
the City, its elected officials, officers, employees and agents free and harmless from any claim or
liability arising out of any failure or alleged failure to comply with the Prevailing Wage Laws.
3.4 Termination of Agreement.
3.4.1 Grounds for Termination. City may, by written notice to Consultant,
terminate the whole or any part of this Agreement at any time and without cause by giving
written not ice to Consultant of such termination, and specifying the effective date thereof, at
least seven (7) days before the effective date of such termination. Upon termination, Consultant
shall be compensated only for those services which have been adequately r endered to City, and
Consultant shall be entitled to no further compensation. Consultant may not terminate this
Agreement except for cause.
3.4.2 Effect of Termination. If this Agreement is terminated as provided herein,
City may require Consultant to provide all finished or unfinished Documents and Data and other
information of any kind prepared by Consultant in connection with the performance of Services
under this Agreement. Consultant shall be required to provide such document and other
information within fifteen (15) days of the request.
3.4.3 Additional Services. In the event this Agreement is terminated in whole
or in part as provided herein, City may procure, upon such terms and in such manner as it may
determine appropriate, services similar to those terminated.
3.5 Ownership of Materials and Confidentiality.
3.5.1 Documents & Data; Licensing of Intellectual Property. This Agreement
creates a non-exclusive and perpetual license for City to copy, use, modify, reuse, or sublicense
any and all copyrights, designs, and other intellectual property embodied in plans, specifications,
studies, drawings, estimates, and other documents or works of authorship fixed in any tangible
medium of expression, including but not limited to, physical drawings or data magnetically or
otherwise recorded on computer diskettes, which are prepared or caused to be prepared by
Consultant under this Agreement (“Documents & Data”). All Documents & Data shall be and
remain the property of City, and shall not be used in who le or in substantial part by Consultant
on other projects without the City's express written permission. Within thirty (30) days
following the completion, suspension, abandonment or termination of this Agreement,
Consultant shall provide to City reproducible copies of all Documents & Data, in a form and
amount required by City. City reserves the right to select the method of document reproduction
and to establish where the reproduction will be accomplished. The reproduction expense shall be
borne by City at the actual cost of duplication. In the event of a dispute regarding the amount of
compensation to which the Consultant is entitled under the termination provisions of this
Agreement, Consultant shall provide all Documents & Data to City upon payment o f the
undisputed amount. Consultant shall have no right to retain or fail to provide to City any such
documents pending resolution of the dispute. In addition, Consultant shall retain copies of all
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Documents & Data on file for a minimum of fifteen (15) years following completion of the
Project, and shall make copies available to City upon the payment of actual reasonable
duplication costs. Before destroying the Documents & Data following this retention period,
Consultant shall make a reasonable effort to notify City and provide City with the opportunity to
obtain the documents.
3.5.2 Subcontractors. Consultant shall require all subcontractors to agree in
writing that City is granted a non-exclusive and perpetual license for any Documents & Data the
subcontractor prepares under this Agreement. Consultant represents and warrants that
Consultant has the legal right to license any and all Documents & Data. Consultant makes no
such representation and warranty in regard to Documents & Data whic h were prepared by design
professionals other than Consultant or its subcontractors, or those provided to Consultant by the
City.
3.5.3 Right to Use. City shall not be limited in any way in its use or reuse of the
Documents and Data or any part of them at any time for purposes of this Project or another
project, provided that any such use not within the purposes intended by this Agreement or on a
project other than this Project without employing the services of Consultant shall be at City‟s
sole risk. If City uses or reuses the Documents & Data on any project other than this Project, it
shall remove the Consultant‟s seal from the Documents & Data and indemnify and hold harmless
Consultant and its officers, directors, agents and employees from claims arisi ng out of the
negligent use or re-use of the Documents & Data on such other project. Consultant shall be
responsible and liable for its Documents & Data, pursuant to the terms of this Agreement, only
with respect to the condition of the Documents & Data at the time they are provided to the City
upon completion, suspension, abandonment or termination. Consultant shall not be responsible
or liable for any revisions to the Documents & Data made by any party other than Consultant, a
party for whom the Consult ant is legally responsible or liable, or anyone approved by the
Consultant.
3.5.4 Indemnification. Consultant shall defend, indemnify and hold the City, its
directors, officials, officers, employees, volunteers and agents free and harmless, pursuant to t he
indemnification provisions of this Agreement, for any alleged infringement of any patent,
copyright, trade secret, trade name, trademark, or any other proprietary right of any person or
entity in consequence of the use on the Project by City of the Docu ments & Data, including any
method, process, product, or concept specified or depicted.
3.5.5 Confidentiality. All Documents & Data either created by or provided to
Consultant in connection with the performance of this Agreement shall be held confidential by
Consultant. All Documents & Data shall not, without the prior written consent of City, be used
or reproduced by Consultant for any purposes other than the performance of the Services.
Consultant shall not disclose, cause or facilitate the disclosur e of the Documents & Data to any
person or entity not connected with the performance of the Services or the Project. Nothing
furnished to Consultant which is otherwise known to Consultant or is generally known, or has
become known, to the related industry shall be deemed confidential. Consultant shall not use
City‟s name or insignia, photographs of the Project, or any publicity pertaining to the Services or
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the Project in any magazine, trade paper, newspaper, television or radio production or other
similar medium without the prior written consent of City.
3.6 General Provisions.
3.6.1 Delivery of Notices. All notices permitted or required under this
Agreement shall be given to the respective parties at the following address, or at such other
address as t he respective parties may provide in writing for this purpose:
Consultant:
[***INSERT NAME, ADDRESS & CONTACT PERSON***]
City:
City of Azusa
213 E. Foothill Blvd.
Azusa, CA 91702
Attn: Robert Delgadillo, Director of Public Works/City Engineer
Such notice shall be deemed made when personally delivered or when mailed,
forty-eight (48) hours after deposit in the U.S. Mail, first class postage prepaid and addressed to
the party at its applicable address. Actual notice shall be deemed adequate notice on the d ate
actual notice occurred, regardless of the method of service.
3.6.2 Indemnification.
3.6.2.1 Scope of Indemnity. To the fullest extent permitted by law,
Consultant shall defend, indemnify and hold the City, its directors, officials, officers, employees,
volunteers and agents free and harmless from any and all claims, demands, causes of action,
costs, expenses, liability, loss, damage or injury of any kind, in law or equity, to property or
persons, including wrongful death, in any manner arising out o f, pertaining to, or incident to any
alleged acts, errors or omissions of Consultant, its officials, officers, employees, subcontractors,
consultants or agents in connection with the performance of the Consultant‟s Services, the
Project or this Agreement, including without limitation the payment of all consequential
damages, expert witness fees and attorneys fees and other related costs and expenses.
Notwithstanding the foregoing, to the extent Consultant's Services are subject to Civil Code
Section 2782.8, the above indemnity shall be limited, to the extent required by Civil Code
Section 2782.8, to claims that arise out of, pertain to, or relate to the negligence, recklessness, or
willful misconduct of the Consultant.
3.6.2.2 Additional Indemnity Obligations. Consultant shall defend, with
legal counsel chosen by City, at Consultant‟s own cost, expense and risk, any and all claims,
actions or other proceedings of every kind covered by Section 3.6.2.1 that may be brought or
instituted against City or its directors, officials, officers, employees, volunteers and agents.
Consultant shall pay and satisfy any judgment, award or decree that may be rendered against
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City or its directors, officials, officers, employees, volunteers and agents as party of any such
claim, suit, action or other proceeding. Consultant shall also reimburse City for the cost of any
settlement paid by City or its directors, officials, officers, employees, agents, or volunteers as
part of any such claim, suit, action or other proceeding. Such reimbursement shall include
payment for City‟s attorneys‟ fees and costs, including expert witness fees. Consultant shall
reimburse City and its directors, officials, officers, employees, agents, and/or volunteers, for any
and all legal expenses a nd costs incurred by each of them in connection therewith or in enforcing
the indemnity herein provided. Consultant‟s obligation to indemnify shall survive expiration or
termination of this Agreement and shall not be restricted to insurance proceeds, if a ny, received
by the City, its directors, officials officers, employees, agents, or volunteers.
3.6.3 Governing Law; Government Code Claim Compliance. This Agreement
shall be governed by the laws of the State of California. Venue shall be in Los Angeles County.
In addition to any and all contract requirements pertaining to notices of and requests for
compensation or payment for extra work, disputed work, claims and/or changed conditions,
Consultant must comply with the claim procedures set forth in Gover nment Code sections 900 et
seq. prior to filing any lawsuit against the City. Such Government Code claims and any
subsequent lawsuit based upon the Government Code claims shall be limited to those matters
that remain unresolved after all procedures pertaining to extra work, disputed work, claims,
and/or changed conditions have been followed by Consultant. If no such Government Code
claim is submitted, or if any prerequisite contractual requirements are not otherwise satisfied as
specified herein, Consulta nt shall be barred from bringing and maintaining a valid lawsuit
against the City.
3.6.4 Time of Essence. Time is of the essence for each and every provision of
this Agreement.
3.6.5 City‟s Right to Employ Other Consultants. City reserves right to employ
other consultants in connection with this Project.
3.6.6 Successors and Assigns. This Agreement shall be binding on the
successors and assigns of the parties.
3.6.7 Assignment or Transfer. Consultant shall not assign, hypothecate, or
transfer, e ither directly or by operation of law, this Agreement or any interest herein without the
prior written consent of the City. Any attempt to do so shall be null and void, and any assignees,
hypothecates or transferees shall acquire no right or interest by r eason of such attempted
assignment, hypothecation or transfer.
3.6.8 Construction; References; Captions. Since the Parties or their agents have
participated fully in the preparation of this Agreement, the language of this Agreement shall be
construed simply, according to its fair meaning, and not strictly for or against any Party. Any
term referencing time, days or period for performance shall be deemed calendar days and not
work days. All references to Consultant include all personnel, employees, agent s, and
subcontractors of Consultant, except as otherwise specified in this Agreement. All references to
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City include its elected officials, officers, employees, agents, and volunteers except as otherwise
specified in this Agreement. The captions of the various articles and paragraphs are for
convenience and ease of reference only, and do not define, limit, augment, or describe the scope,
content, or intent of this Agreement.
3.6.9 Amendment; Modification. No supplement, modification, or amendment
of this Agreement shall be binding unless executed in writing and signed by both Parties.
3.6.10 Waiver. No waiver of any default shall constitute a waiver of any other
default or breach, whether of the same or other covenant or condition. No waiver, benefit,
privilege, or service voluntarily given or performed by a Party shall give the other Party any
contractual rights by custom, estoppel, or otherwise.
3.6.11 No Third Party Beneficiaries. Except to the extent expressly provided for
in Section 3.6.7, t here are no intended third party beneficiaries of any right or obligation assumed
by the Parties.
3.6.12 Invalidity; Severability. If any portion of this Agreement is declared
invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions shall continue in full force and effect.
3.6.13 Prohibited Interests. Consultant maintains and warrants that it has not
employed nor retained any company or person, other than a bona fide employee working solely
for Consultant, to solicit or secure this Agreement. Further, Consultant warrants that it has not
paid nor has it agreed to pay any company or person, other than a bona fide employee working
solely for Consultant, any fee, commission, percentage, brokerage fee, gift or o ther consideration
contingent upon or resulting from the award or making of this Agreement. Consultant further
agrees to file, or shall cause its employees or subconsultants to file, a Statement of Economic
Interest with the City‟s Filing Officer as required under state law in the performance of the
Services. For breach or violation of this warranty, City shall have the right to rescind this
Agreement without liability. For the term of this Agreement, no member, officer or employee of
City, during the term of his or her service with City, shall have any direct interest in this
Agreement, or obtain any present or anticipated material benefit arising therefrom.
3.6.14 Cooperation; Further Acts. The Parties shall fully cooperate with one
another, and shall take any additional acts or sign any additional documents as may be necessary,
appropriate or convenient to attain the purposes of this Agreement.
3.6.15 Attorney‟s 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 reasonable attorney‟s fees and all other costs of such action.
3.6.16 Authority to Enter Agreement . Consultant has all requisite power and
authority to conduct its business and to execute, deliver, and perform the Agreement. Each Party
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warrants that the individuals who have signed this Agreement have the legal power, right, and
authority to make this Agreement and bind each respective Party.
3.6.17 Counterparts. This Agreement may be signed in counterparts, each of
which shall constitute an original.
3.6.18 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.
3.6.19 Federal Provisions. [***INCLUDE THIS SECTION ONLY IF
APPLICABLE; DELETE OTHERWISE. IF APPLICABLE, YOU MAY ALSO NEED TO
INCLUDE SOME INFORMATION IN THE RFP. CONSULT THE CITY ATTORNEY IF
NECESSARY***] When funding for the Services is provided, in whole o r in part, by an agency
of the federal government, Consultant shall also fully and adequately comply with the provisions
included in Exhibit “D” (Federal Requirements) attached hereto and incorporated herein by
reference (“Federal Requirements”). With res pect to any conflict between such Federal
Requirements and the terms of this Agreement and/or the provisions of state law, the more
stringent requirement shall control.
[SIGNATURES ON NEXT PAGE]
[INSERT NAME OF COMPANY]
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CITY OF AZUSA [INSERT NAME OF CONSULTANT]
By: By:
City Manager [Up to $10,000]
OR Mayor [OVER $10,000]
Name:
Attest:
Title:
City Clerk
[If Corporation, TWO SIGNATURES,
President OR Vice President AND
Secretary, AND CORPORATE SEAL OF
CONTRACTOR REQUIRED]
Approved as to Form:
Best Best & Krieger LLP By:
Name:
City Attorney
Title:
A-1
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EXHIBIT “A”
SCOPE OF SERVICES
[INSERT SCOPE]
B-1
8513273_1
EXHIBIT “B”
SCHEDULE OF SERVICES
[INSERT SCHEDULE]
C-1
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EXHIBIT “C”
COMPENSATION
[INSERT RATES & AUTHORIZED REIMBURSABLE EXPENSES]
D-1
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[***INCLUDE THIS EXHIBIT (AND CORRESPONDING AGREEMENT PROVISION)
ONLY IF APPLICABLE; DELETE OTHERWISE. IF APPLICABLE, YOU MAY ALSO
NEED TO INCLUDE SOME INFORMATION IN THE RFP. CONSULT THE CITY
ATTORNEY IF NECESSARY***]
EXHIBIT “D”
FEDERAL REQUIREMENTS
[***INSERT ALL FORMS, PROVISIONS AND OTHER REQUIREMENTS
OF THE FEDERAL FUNDING SOURCE***]