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Harris & Associates - 2015 AgreementAGREEMENT FOR SERVICES (For contracts over $5,000 - CONSULTANT) This AGREEMENT made this 2nd day of July, 2015, between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Harris & Associates, having a principal place of business at 17450 Monterey Street, Suite 150, Morgan Hill, CA 95037. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on July 2, 2015 and will continue in effect through June 29, 2018 unless terminated in accordance with the provisions of Article 7 of this Agreement. Any lapse in insurance coverage as required by Article 5, Section D of this Agreement all terminate this Agreement regardless of any other provision stated herein. T Initial ARTICLE 2. INDEPENDENT CONTRACTOR STATUS It is the express intention of the parties that CONSULTANT is an independent contractor and not an employee, agent, joint venturer or partner of CITY. Nothing in this Agreement shall be interpreted or construed as creating or establishing the relationship of employer and employee between CITY and CONSULTANT or any employee or agent of CONSULTANT. Both parties acknowledge that CONSULTANT is not an employee for state or federal tax purposes. CONSULTANT shall not be entitled to any of the rights or benefits afforded to CITY'S employees, including, without limitation, disability or unemployment insurance, workers' compensation, medical insurance, sick leave, retirement benefits or any other employment benefits. CONSULTANT shall retain the right to perform services for others during the term of this Agreement. ARTICLE 3. SERVICES TO BE PERFORMED BY CONSULTANT A. Specific Services CONSULTANT agrees to: Perform the services as outlined in Exhibit "A" ( "Specific Provisions ") and Exhibit "B" ( "Scope of Services "), within the time periods described in Exhibit "C" ( "Milestone Schedule "). B. Method of Performing Services CONSULTANT shall determine the method, details and means of performing the above - described services. CITY shall have no right to, and shall not, control the manner or determine the method of accomplishing CONSULTANT'S services. 4835 - 2267- 0361v1 -1- LAC104706083 C. Employment of Assistants CONSULTANT may, at the CONSULTANT'S own expense, employ such assistants as CONSULTANT deems necessary to perform the services required of CONSULTANT by this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 below. CITY may not control, direct, or supervise CONSULTANT'S assistants in the performance of those services. CONSULTANT assumes full and sole responsibility for the payment of all compensation and expenses of these assistants and for all state and federal income tax, unemployment insurance, Social Security, disability insurance and other applicable withholding. D. Place of Work CONSULTANT shall perform the services required by this Agreement at any place or location and at such times as CONSULTANT shall determine is necessary to properly and timely perform CONSULTANT'S services. ARTICLE 4. COMPENSATION A. Consideration In consideration for the services to be performed by CONSULTANT, CITY agrees to pay CONSULTANT the amounts set forth in Exhibit "D" ( "Payment Schedule "). In no event however shall the total compensation'paid to CONSULTANT exceed $300,000.00. B. Invoices CONSULTANT shall submit invoices for all services rendered. C. Payment Payment shall be due according to the payment schedule set forth in Exhibit "D ". No payment will be made unless CONSULTANT has first provided City with a written receipt of invoice describing the work performed and any approved direct expenses (as provided for in Exhibit "A ", Section M incurred during the preceding period. If CITY objects to all or any portion of any invoice, CITY shall notify CONSULTANT of the objection within thirty (30) days from receipt of the invoice, give reasons for the objection, and pay that portion of the invoice not in dispute. It shall not constitute a default or breach of this Agreement for CITY not to pay any invoiced amounts to which it has objected until the objection has been resolved by mutual agreement of the parties. D. Expenses CONSULTANT shall be responsible for all costs and expenses incident to the performance of services for CITY, including but not limited to, all costs of equipment used or provided by CONSULTANT, all fees, fines, licenses, bonds or taxes required of or imposed against CONSULTANT and all other of CONSULTANT'S costs of doing business. CITY shall not be 4835 - 2267 -0361v1 _2_ LAM04706083 I responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting "direct expenses" referenced on Exhibit "A." ARTICLE 5. OBLIGATIONS OF CONSULTANT A. Tools and Instrumentalities CONSULTANT shall supply all tools and instrumentalities required to perform the services under this Agreement at its sole cost and expense. CONSULTANT is not required to purchase or rent any tools, equipment or services from CITY. B. Workers' Compensation CONSULTANT agrees to provide workers' compensation insurance for CONSULTANT'S employees and agents and agrees to hold harmless, defend with counsel acceptable to CITY and indemnify CITY, its officers, representatives, agents and employees from and against any and all claims, suits, damages, costs, fees, demands, causes of action, losses, liabilities and expenses, including without limitation reasonable attorneys' fees, arising out of any injury, disability, or death of any of CONSULTANT'S employees. C. Indemnification of Liability, Duty to Defend 1. As to professional liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, . losses, liabilities and expenses, including without limitation attorneys' fees, to the extent arising or resulting directly or indirectly from any willful or negligent acts, errors or omissions of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. 2. As to other liability, to the fullest extent permitted by law, CONSULTANT shall defend, through counsel approved by CITY (which approval shall not be unreasonably withheld), indemnify and hold harmless CITY, its officers, representatives, agents and employees against any and all suits, damages, costs, fees, claims, demands, causes of action, losses, liabilities and expenses, including without limitation attorneys' fees, arising or resulting directly or indirectly from any act or omission of CONSULTANT or CONSULTANT'S assistants, employees or agents, including all claims relating to the injury or death of any person or damage to any property. D. Insurance In addition to any other obligations under this Agreement, CONSULTANT shall, at no cost to CITY, obtain and maintain throughout the term of this Agreement: (a) Commercial Liability Insurance on a per occurrence basis, including coverage for owned and non -owned automobiles, with a minimum combined single limit coverage of $1,000,000 per occurrence for all damages due to bodily injury, sickness or disease, or death to any person, and damage to property, 4835 - 2267 -03610 -3- LAQ04706083 including the loss of use thereof; and (b) Professional Liability Insurance (Errors & Omissions) with a minimum coverage of $1,000,000 per occurrence or claim, and $2,000,000 aggregate; provided however, Professional Liability Insurance written on a claims made basis must comply with the requirements set forth below. Professional Liability Insurance written on a claims made basis (including without limitation the initial policy obtained and all subsequent policies purchased as renewals or replacements) must show, the retroactive date, and the retroactive date must be before the earlier of the effective date of the contract or the beginning of the contract work. Claims made Professional Liability Insurance must be maintained, and written evidence of insurance must be provided, for at least five (5) years after the completion of the contract work. If claims made coverage is canceled or non - renewed, and not replaced with another claims -made policy form with a retroactive date prior to the earlier of the effective date of the contract or the beginning of the contract work, CONSULTANT must purchase so called "extended reporting" or "tail" coverage for a minimum of five (5) years after completion of work, which must also show a retroactive date that is before the earlier of the effective date of the contract or the beginning of the contract work. As a condition precedent to CITY'S obligations under this Agreement, CONSULTANT shall furnish written evidence of such coverage (naming CITY, its officers and employees as additional insureds on the Comprehensive Liability insurance policy referred to in (a) immediately :above via a specific endorsement) and requiring thirty (30) days written notice of policy lapse or cancellation, or of a material change in policy terms. E. Assignment Notwithstanding any other provision of this Agreement, neither this Agreement nor any duties or obligations of CONSULTANT under this Agreement may be assigned or subcontracted by CONSULTANT without the prior written consent of CITY, which CITY may withhold in its sole and absolute discretion. F. State and Federal Taxes As CONSULTANT is not CITY'S employee, CONSULTANT shall be responsible for paying all required state and federal taxes. Without limiting the foregoing, CONSULTANT acknowledges and agrees that: • CITY will not withhold FICA (Social Security) from CONSULTANT'S Payments; • CITY will not make state or federal unemployment insurance contributions on CONSULTANT'S behalf; • CITY will not withhold state or federal income tax from payment to CONSULTANT; • CITY will not make disability insurance contributions on behalf of CONSULTANT; • CITY will not obtain workers' compensation insurance on behalf of CONSULTANT. 4835- 2267- 0361v1 -q- LAC104706083 ARTICLE 6. OBLIGATIONS OF CITY A. Cooperation of City CITY agrees to respond to all reasonable requests of CONSULTANT and provide access, at reasonable times following receipt by CITY of reasonable notice, to all documents reasonably necessary to the performance of CONSULTANT'S duties under this Agreement. B. Assignment CITY may assign this Agreement or any duties or obligations thereunder to a successor governmental entity without the consent of CONSULTANT. Such assignment shall not release CONSULTANT from any of CONSULTANT'S duties or obligations under this Agreement. ARTICLE 7. TERMINATION OF AGREEMENT A. Sale of Consultant's Business/ Death of Consultant. CONSULTANT shall notify CITY of the proposed sale of CONSULTANT's business no later than thirty (30) days prior to any such sale. CITY shall have the ,option of terminating this Agreement within thirty (30) days after receiving such notice of sale. Any such CITY termination pursuant to this Article 7.A shall be in writing and sent to the address for notices to CONSULTANT set forth in Exhibit A, Subsection V.H., no later than thirty (30) days after CITY' receipt of such notice of sale.. If CONSULTANT is an individual, this Agreement shall be deemed automatically terminated upon death of CONSULTANT. B. Termination by City for Default of Consultant Should CONSULTANT default in the performance of this Agreement or materially breach any of its provisions, CITY, at CITY'S option, may terminate this Agreement by giving written notification to CONSULTANT. For the purposes of this section, material breach of this Agreement shall include, but not be limited to the following: 1. CONSULTANT'S failure to professionally and/or timely perform any of the services contemplated by this Agreement. 2. CONSULTANT'S breach of any of its representations, warranties or covenants contained in this Agreement. CONSULTANT shall be entitled to payment only for work completed in accordance with the terms of this Agreement through the date of the termination notice, as reasonably determined by CITY, provided that such payment shall not exceed the amounts set forth in this Agreement for the tasks described on Exhibit C" which have been fully, competently and timely rendered by CONSULTANT. Notwithstanding the foregoing, if CITY terminates this Agreement due to CONSULTANT'S default in the performance of this Agreement or material breach by CONSULTANT of any of its provisions, then in addition to any other rights and remedies CITY 4835 -2267 -0361 v1 LAQ04706083 -5- may have, CONSULTANT shall reimburse CITY, within ten (10) days after demand, for any and all costs and expenses incurred by CITY in order to complete the tasks constituting the scope of work as described in this Agreement, to the extent such costs and expenses exceed the amounts CITY would have been obligated to pay CONSULTANT for the performance of that task pursuant to this Agreement. C. Termination for Failure to Make Agreed -Upon Payments Should CITY fail to pay CONSULTANT all or any part of the compensation set forth in Article 4 of this Agreement on the date due, then if and only if such nonpayment constitutes a default under this Agreement, CONSULTANT, at the CONSULTANT'S option, may terminate this Agreement if such default is not remedied by CITY within thirty (30) days after demand for such payment is given by CONSULTANT to CITY. D. Transition after Termination Upon termination, CONSULTANT shall immediately stop work, unless cessation could potentially cause any damage or harm to person or property, in which case CONSULTANT shall cease such work as soon as it is safe to do so. CONSULTANT shall incur no further expenses in connection with this Agreement. CONSULTANT shall promptly deliver to CITY all work done toward completion of the services required hereunder, and shall act in such a manner as to facilitate any the assumption of CONSULTANT's duties by any new consultant hired by the CITY to complete such services. ARTICLE 8. GENERAL PROVISIONS A. Amendment & Modification No amendments, modifications, alterations or changes to the terms of this Agreement shall be effective unless and until made in a writing signed by both parties hereto. B. Americans with Disabilities Act of 1990 Throughout the term of this Agreement, the CONSULTANT shall comply fully with all applicable provisions of the Americans with Disabilities Act of 1990 ( "the Act") in its current form and as it may be amended from time to time. CONSULTANT shall also require such compliance of all subcontractors performing work under this Agreement, subject to the prohibition against assignment and subcontracting contained in Article 5 above. The CONSULTANT shall defend with counsel acceptable to CITY, indemnify and hold harmless the CITY OF GILROY, its officers, employees, agents and representatives from and against all suits, claims, demands, damages, costs, causes of action, losses, liabilities, expenses and fees, including without limitation reasonable attorneys' fees, that may arise out of any violations of the Act by the CONSULTANT, its subcontractors, or the officers, employees, agents or representatives of either. 4835 - 2267 -0361 v1 _6_ LAC104706083 C. Attorneys' Fees If any action at law or in equity, including an action for declaratory relief, is brought to enforce or interpret the provisions of this Agreement, the prevailing party will be entitled to reasonable attorneys' fees, which may be set by the court in the same action or in a separate action brought for that purpose, in addition to any other relief to which that party may be entitled. D. Captions The captions and headings of the various sections, paragraphs and subparagraphs of the Agreement are for convenience only and shall not be considered nor referred to for resolving questions of interpretation. E. Compliance with Laws The CONSULTANT shall keep itself informed of all State and National laws and all municipal ordinances and regulations of the CITY which in any manner affect those engaged or employed in the work, or the materials used in the work, or which in any way affect the conduct of the work, and of all such orders and decrees of bodies or tribunals having any jurisdiction or authority over the same. Without limiting the foregoing, CONSULTANT agrees to observe the provisions of the Municipal Code of the CITY OF GILROY, obligating every contractor or subcontractor under a contract or subcontract to the CITY OF GILROY for public works or for goods or services to refrain from discriminatory employment or subcontracting practices on the basis of the race, color, sex, religious creed, national origin, ancestry of any employee, applicant for employment, or any potential subcontractor. F. Conflict of Interest CONSULTANT certifies that to the best of its knowledge, no CITY employee or office of any public agency interested in this Agreement has any pecuniary interest in the business of CONSULTANT and that no person associated with CONSULTANT has any interest that would constitute a conflict of interest in any manner or degree as to the execution or performance of this Agreement. G. Entire Agreement This Agreement supersedes any and all prior agreements, whether oral or written, between the parties hereto with respect to the rendering of services by CONSULTANT for CITY and contains all the covenants and agreements between the parties with respect to the rendering of such services in any manner whatsoever. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, and that no other agreement, statement or promise not contained in this Agreement shall be valid or binding. No other agreements or conversation with any officer, agent or employee of CITY prior to execution of this Agreement shall affect or modify any of the terms or obligations contained in any documents comprising this Agreement. Such other agreements or conversations shall be considered as unofficial information and in no way binding upon CITY. 4835 - 2267 -0361v1 -7- LAQ04706083 _ H. Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to the conflict of laws provisions of any jurisdiction. The exclusive jurisdiction and venue with respect to any and all disputes arising hereunder shall be in state and federal courts located in Santa Clara County, California. I. Notices Any notice to be given hereunder by either party to the other may be effected either by personal delivery in writing or by mail, registered or certified, postage prepaid with return receipt requested. Mailed notices shall be addressed to the parties at the addresses appearing in Exhibit "A ", Section V.H. but each party may change the address by written notice in accordance with this paragraph. Notices delivered personally will be deemed delivered as of actual receipt; mailed notices will be deemed delivered as of three (3) days after mailing. J. Partial Invalidity If any provision in this Agreement is held by a court of competent jurisdiction to be invalid, void or unenforceable, the remaining provisions will nevertheless continue in full force without being impaired or invalidated in any way. K. Time of the Essence All dates and times referred to in this Agreement are of the essence. L. Waiver CONSULTANT agrees that waiver by CITY of any one or more of the conditions of performance under this Agreement shall not be construed as waiver(s) of any other condition of performance under this Agreement. Executed at Gilroy, California, on the date and year first above written. CONSULTANT: CITY: Harris & AssociatK J G LROY By: By: Name: fJj���t Name: Thomas J. Fraglund Title: CjP Title: City Administrator Social Security or Taxpayer Identification Number 94- 2385238 4835 - 2267 -0361 v1 -g- LAC104706083 Approved as to Form �ity Attorney 4835 - 2267- 0361v1 LAC104706083 -9- EXHIBIT "A" SPECIFIC PROVISIONS I. PROJECT MANAGER CONSULTANT shall provide the services indicated on the attached Exhibit "B", Scope of Services ( "Services "). (All exhibits referenced are incorporated herein by reference.) To accomplish that end, CONSULTANT agrees to assign Patrick Dobbins, who will act in the capacity of Project Manager, and who will personally direct such Services. Except as may be specified elsewhere in this Agreement, CONSULTANT shall furnish all technical and professional services including labor, material, equipment, transportation, supervision and expertise to perform all operations necessary and required to complete the Services in accordance with the terms of this Agreement. II. NOTICE TO PROCEED /COMPLETION OF SERVICE A. NOTICE TO PROCEED CONSULTANT shall commence the Services upon delivery to CONSULTANT of a. written "Notice to Proceed ", which Notice to Proceed shall be in the form of a written communication from designated City contact person(s). Notice to Proceed may be in the form of e-mail, fax or letter authorizing commencement of the Services. For purposes of this Agreement, Maria Angeles shall be the designated City contact person(s). Notice to Proceed shall be deemed to have been delivered upon actual receipt by CONSULTANT or if otherwise delivered as provided in the Section V.H. ( "Notices ") of this Exhibit "A ". B. COMPLETION OF SERVICES When CITY determines that CONSULTANT has completed all of the Services in accordance with the terms of this Agreement, CITY shall give CONSULTANT written Notice of Final Acceptance, and CONSULTANT shall not incur any further costs hereunder. CONSULTANT may request this determination of completion when, in its opinion, it has completed all of the Services as required by the terms of this Agreement and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not completed all of such Services as required by this Agreement, CITY shall so inform CONSULTANT within this two (2) week period. III. PROGRESS SCHEDULE The schedule for performance and completion of the Services will be as set forth in the attached Exhibit "C ". IV. PAYMENT OF FEES AND DIRECT EXPENSES Payments shall be made to CONSULTANT as provided for in Article 4 of this Agreement. 4835 - 2267 -0361 v1 -1- LAQ04706083 Direct expenses are charges and fees not included in Exhibit "B ". CITY shall be obligated to pay only for those direct expenses which have been previously approved in writing by CITY. CONSULTANT shall obtain written approval from CITY prior to incurring or billing of direct expenses. Copies of pertinent financial records, including invoices, will be included with the submission of billing(s) for all direct expenses. V. OTHER PROVISIONS A. STANDARD OF WORKMANSHIP CONSULTANT represents and warrants that it has the qualifications, skills and licenses necessary to perform the Services, and its duties and obligations, expressed and implied, contained herein, and CITY expressly relies upon CONSULTANT'S representations and warranties regarding its skills, qualifications and licenses. CONSULTANT shall perform such Services and duties in conformance to and consistent with the standards generally recognized as being employed by professionals in the same discipline in the State of California. Any plans, designs, specifications, estimates, calculations, reports and other documents furnished under this Agreement shall be of a quality acceptable to CITY. The minimum criteria for acceptance shall be a product of neat appearance, well- organized, technically and grammatically correct, checked and having the maker and checker identified. The minimum standard of appearance, organization and content of the drawings shall be that used by CITY for similar purposes. B. RESPONSIBILITY OF CONSULTANT CONSULTANT shall be responsible for the professional quality, technical accuracy, and the coordination of the Services furnished by it under this Agreement. CONSULTANT shall not be responsible for the accuracy of any project or technical information provided by the CITY. The CITY'S review, acceptance or payment for any of the Services shall not be construed to operate as a waiver of any rights under this Agreement or of any cause of action arising out of the performance of this Agreement, and CONSULTANT shall be and remain liable to CITY in accordance with applicable Iaw for all damages to CITY caused by CONSULTANT'S negligent performance of any of the services furnished under this Agreement. C. RIGHT OF CITY TO INSPECT RECORDS OF CONSULTANT CITY, through its authorized employees, representatives or agents, shall have the right, at any and all reasonable times, to audit the books and records (including, but not limited to, invoices, vouchers, canceled checks, time cards, etc.) of CONSULTANT for the purpose of verifying any and all charges made by CONSULTANT in connection with this Agreement. CONSULTANT shall maintain for a minimum period of three (3) years (from the date of final payment to CONSULTANT), or for any longer period required by law, sufficient books and records in accordance with standard California accounting practices to establish the correctness of all charges submitted to CITY by CONSULTANT, all of which shall be made available to CITY at the CITY's offices within five (5) business days after CITY's request. 4835 - 2267- 0361v1 -2- LAQ04706083 D. CONFIDENTIALITY OF MATERIAL All ideas, memoranda, specifications, plans, manufacturing procedures, data (including, but not limited to, computer data and source code), drawings, descriptions, documents, discussions or other information developed or received by or for CONSULTANT and all other written and oral information developed or received by or for CONSULTANT and all other written and oral information submitted to CONSULTANT in connection with the performance of this Agreement shall be held confidential by CONSULTANT and shall not, without the prior written consent of CITY, be used for any purposes other than the performance of the Services, nor be disclosed to an entity not connected with the performance of the such Services. Nothing furnished to CONSULTANT which is otherwise known to CONSULTANT or is or becomes generally known to the related industry (other than that which becomes generally known as the result of CONSULTANT'S disclosure thereof) shall be deemed confidential. CONSULTANT shall not use CITY'S name or insignia, or distribute publicity pertaining to the services rendered under this Agreement in any magazine, trade paper, newspaper or other medium without the express written consent of CITY. E. NO PLEDGING OF CITY'S CREDIT. Under no circumstances shall CONSULTANT have the authority or power to pledge the credit of CITY or incur any obligation in the name of CITY. F. OWNERSHIP OF MATERIAL. All material including, but not limited to, computer information, data and source code, sketches, tracings, drawings, plans, diagrams, quantities, estimates, specifications, proposals, tests, maps, calculations, photographs, reports and other material developed, collected, prepared (or caused to be prepared) under this Agreement shall be the property of CITY, but CONSULTANT may retain and use copies thereof subject to Section V.D of this Exhibit "A ". CITY shall not be limited in any way in its use of said material at any time for any work, whether or not associated with the City project for which the Services are performed. However, CONSULTANT shall not be responsible for, and City shall indemnify CONSULTANT from, damages resulting from the use of said material for work other than PROJECT, including, but not limited to, the release of this material to third parties for work other than on PROJECT. G. NO THIRD PARTY BENEFICIARY. This Agreement shall not be construed or deemed to be an agreement for the benefit of any third party or parties, and no third party or parties shall have any claim or right of action hereunder for any cause whatsoever. 4835 - 2267 -03610 _3_ LAC104706083 H. NOTICES. Notices are to be sent as follows: CITY: Maria Angeles City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Patrick Dobbins Harris & Associates 17450 Monterey Street. Suite 150 Morgan Hill, CA 95037 I. FEDERAL FUNDING REQUIREMENTS. If the box to the left of this sentence is checked, this Agreement involves federal funding and the requirements of this Section V.I. apply. ® If the box to the left of this sentence is checked, this Agreement does not involve federal funding and the requirements of this Section V.I. do not apply. 1. DBE Program CONSULTANT shall comply with the requirements of Title 49, Part 26, Code of Federal Regulations (49 CFR 26) and the City- adopted Disadvantaged Business Enterprise programs. 2. Cost Principles Federal Acquisition Regulations in Title 48, CFR 31, shall be used to determine the allowable cost for individual items. Covenant against Contingent Fees The CONSULTANT warrants that he /she has not employed or retained any company or person, other than a bona fide employee working for the CONSULTANT, to solicit or secure this Agreement, and that he /she has not paid or agreed to pay any company or person, other than a bona fide employee, any fee, commission, percentage, brokerage fee, gift or any other consideration, contingent upon or resulting from the award or formation of this Agreement. For breach or violation of this warranty, the Local Agency shall have the right to annul this Agreement without liability or, at its discretion, to deduct from the agreement price or consideration, or otherwise recover, the full amount of such fee, commission, percentage, brokerage fee, gift or contingent fee. 4835 - 2267 -03610 �- LAC104706083 EXHIBIT "B" SCOPE OF SERVICES • Provide City surveyor services for review and approval of subdivision maps (i.e., lot line adjustments, parcel maps, tentative and final vesting maps). • Review submitted tract maps, parcel maps, easements, improvement plans, technical studies, calculations and other supporting documents for private development projects. • Review subdivision maps in accordance with local ordinance and the State Subdivision Map Act. This includes traditional subdivision maps (tentative, vesting tentative, and final), parcel maps, lot line adjustments, mergers, and other parcel- related maps. • Provide interpretations of the Map Act or local ordinance, as applied to specific applications. • Work with City staff as desired to increase their proficiency and self - sufficiency in development reviews. 48352267 -0361v1 LAQ04706083 4- EXHIBIT "C" MILESTONE SCHEDULE 1. Harris & Associates staff will complete our review of first submittals typically within 10 business days of receiving all required documents. 2. Harris & Associates staff will complete subsequent reviews within 7 business days. 4835 - 2267 -03610 LAQ04706083 ' 1' 1 EXHIBIT "D" PAYMENT SCHEDULE Bob Guletz, Contract City Surveyor $225 Patrick Dobbins, Program Manager $215 Frank Lopez, Project Manager $175 Julie Chiu, Project Manager $165 Robert Williamson, Senior Plan Examiner $145 Leo Barajas, Engineering Technician $115 Our hourly rates are subject to 5.0% increase on July 1, 2016 for services during FY 2016/17 and 5.0% increase on July 1, 2017 for services during FY 2017/18. Hourly rates are also subject to increase due to staff promotions. Project Directors and Program Managers Senior Project Managers Project Managers Project Engineers Technicians Administration CONSTRUCTION MANAGEMENT Construction Managers Assistant Construction Managers Inspectors (prevailing wage rate)* Inspectors (non - prevailing wage rate) Administration HOURLY RATE $190 -225 170 -210 150 -190 135 -180 90-160 75 -100 HOURLY RATE $135 -220 135 -175 135 -165 115 -155 75 -100 Notes: Unless otherwise indicated in the cost proposal, our hourly rates include most direct costs such as travel, equipment, vehicles, computers, communications and reproduction (except large quantities such as construction documents for bidding purposes). *Inspectors are subject to the Prevailing Wage Rates established by the California Department of Industrial Relations while performing field duties on publicly funded projects. Subconsultant and vendor charges are subject to a 107o markup. HARR&AS -01 DAFKHAMI ACOHEY CERTIFICATE OF LIABILITY INSURANCE DATE (MMMDYM IY10/8/2015 THIS CERTIFICATE IS . ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(iss) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights'to the certificate holder in lieu of such endorsement(s). PRODUCER License 10757776 Concord, CA - HUB International Insurance Services Inc. 2300 Clayton Rd. . Concord, CA 94510 ACT CNOAMME: PH CNN E (925 609 -6500 No ; (925) 609 -6550 EMAIL ADDRESS: INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: Citizens Insurance of America 31534 INSURED Harris & Associates Inc. Attn: Susan Mandilag 1401 Willow Pass Road, Ste. 500 Concord, CA 94520 INSURER e : Navigators Specialty Insurance Company 36056 INSURER C: Travelers Property Casualty Company of America 25674 INSURER D: Continental Casualty Company 20443 INSURER E: EACH OCCURRENCE INSURER F COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCL.USIONSAND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. _- INSR LTR -- - - " -- _ TYPE OF INSURANCE. 1 D SUBR - - POLICY NUMBER POLICY 1 EFF MMIDDIYYYY POLIO EXP DNYM _ 11MRs A X I COMMERCIAL GENERAL IJABILrrY EACH OCCURRENCE $ 2,000,00 CLAIMS -MADE a OCCUR ZBF9201722 08/01/2015 08101 12016 PREMISES Eao«urrence $ 1,000,00 X MED EXP (Any one person) $ 10,00_ Ded: 0 PERSONAL & ADV INJURY $ 2,000,00 GEN'L AGGREGATE LIMIT APPLIES PER GENERAL AGGREGATE $ 4,000,00 POLICY![ COT- LOC PRODUCTS- COMP /OPAGG $ 4,000,00 $ OTHER AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ - BODILY INJURY (Per person) $ ANY AUTO ALL OWNED SCHEDULED ALTOS AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ NON -OWNED HIRED AUTOS AUTOS UMBRELLA LIAB X OCCUR EACH OCCURRENCE $ 10,000,000 AGGREGATE $ 10,000,000 B X EXCESS LIAB CLAIMS MADE LA15FXC7127011C 08/01/2015 08/01/2016 DED I X I RETENTION $ 0 $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE OFF.ICERIMEMBER EXCLUDED? � (Ma datoryln`NH) NIA PJUB8166N36A15 08/01/2015 08/01/2016 X( H STATUTE ER E.L. EACH ACCIDENT _ $ 1.,000,000 E.LDISEASE - EAEMPLOYE $ 1,000,000 M describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMB .. S 1,000,00 D PROFESSIONAL LIAB. AEH591891588 08/01/2015 08/01/2016 Per Claim 5,000,00 D Claims- Made;150k Ded AEH591891588 08101/2015 08/61/2016 Aggregate 10,000,000 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space is required) Workers Compensation policy excludes monopolistics states ND, OH, WA, WY. Re: On -Call Agreement for Surveyor/Map Review Services (HA #150 -0412 (2023)) City of Gilroy, It's Officers, Officials and Employees as Additional Insured as respects General Liability per attached forsm MAN 0426 & MAN 0427. General Liability Primary/Non- Contributory and Waiver of Subrogation forms 421-0452 0607 and CG2404 0509 attached. Workers Compensation Waiver of Subrogation form W0000313 attached. (This certificate supersedes certificate previously issued.) It City of Gilroy Maria Angeles, PE, CFM Development Engineer 7351 Rosanna Street Gilroy, CA 95020 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE reserved. ACORD 25 (2014101) The ACORD name and logo are registered marks of ACORD POLICY NUMBER: ZBF9201722 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - SCHEDULED PERSON OR ORGANIZATION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured. Person(s) Or Organization(s): Location(s) Of Covered Operations City of Gilroy, It's Officers, Officials and Employees On -Call Agreement for Surveyor /Map 7351 Rosanna Street Review Services Gilroy, CA 95020 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section II — Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1. Your acts or omissions_; or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above. B. With respect to the insurance afforded to these additional insureds, the following additional exclu- sions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work ", out of which the injury or damage arises has been put to its in- tended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a, principal as a part of the same project. MAN 0426 Page 1 of 1 POLICY NUMBER: ZBF9201722 COMMERCIAL GENERAL LIABILITY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s) Or Organization(s): Location And Description Of Completed City of Gilroy, It's Officers, Officials and Employees On -Call Agreement for Surveyor /Map 7351 Rosanna Street Review Services Gilroy, CA 95020 Information required to complete this Schedule, if not shown above, will be shown in the Declarations. Section II — Who is An Insured is amended to include as an additional insured the person(s) or - organization(s) shown in the Schedule, but only with respect to liability for "bodily injury or "property dam- age" caused, in whole or in part, by "your work" at the location designated and described in the schedule of this endorsement performed for that additional insured and included in the "products - completed operations hazard ". MAN 0427 Page 1 of 1 POLICY NUMBER: ZBF9201722 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. Other Insurance — Primary and Non - Contributory (Additional Insured) This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART The following is added to Section IV — Commercial General Liability Conditions 4. Other Insurance a. Additional Insureds (a) That is Fire, Extended If you agree in a written contract, written Coverage, . Builder's agreement or permit that the insurance Risk, Installation Risk or provided to any person or organization similar coverage for "your work'; included as an Additional Insured under Section 11 — Who is An Insured, is (b) That is Fire insurance primary and non - contributory, the for premises rented to following applies: the Additional Insured or temporarily occupied by the Additional If other valid and collectible insurance is Insured with perrission available to the Additional Insured for a of the owner; loss we cover under Coverages A or B of this Coverage Part, our obligations (c) That is insurance are limited as follows: purchased by the - Additional Insured to 1. Primary Insurance cover the Additional This insurance is primary to other Insured's liability as a insurance that is available to the tenant for "property Additional Insured which covers the damage" to premises Additional Insured as a Named rented to the Additional Insured. We will not seek Insured or temporarily contribution from any other occupied by the insurance available to the Additional Additional with Insured except: permission of the I. For the sole negligence of the owner; or Additional Insured; (d) If the loss arises out of it. when the Additional Insured is the maintenance or use an Additional Insured under of aircraft, 'autos" or another primary liability policy; watercraft to the extent . not subject to Exclusion or g. of Section I — Ill. when 2. below applies. Coverage A - Bodily If this insurance is primary, our Injury And Property obligations are not affected unless Damage Liability. any of the other insurance is also When this insurance is .excess, we will have primary. Then, we will share with all no duty under Coverages A or B to defend the that other insurance by the method insured against any "suit' if any other insurer described in 3. below. has a duty to defend the Insured against that 2. Excess Insurance "suit'.'. If no other insurer defends, we will This insurance is excess over undertake to do so; but we will be entitled to the insureds rights against all those other (1) Any of the other insurance, insurers. whether primary, excess, When this insurance is excess over other contingent or on any other insurance, we will pay only our share of the basis: amount of the loss, if any, that exceeds the sum of: Page 1 of 2 421 -0452 06 07 Includes copyrighted material of Insurance Services Offices, Inc., with its permission (1) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (2) The total of all deductible and self - insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Insurance provision and was not bought specifically to apply in excess of the Limits of Insurance shown in the Declarations of this Coverage Part. 3. Method Of Sharing If all of the other insurance permits contribution by equal shares, we will follow this method also. Under this approach each insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the loss remains. whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers. Page 2 of 2 421-045206 07 Includes copyrighted material of Insurance Services Offices, Inc., with its permission POLICY NUMBER: ZBF9201722 COMMERCIAL GENERAL LIABILITY CG 24 04 05 09 WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This.endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS /COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE Name Of Person Or Organization: BLANKET WITH WRITTEN CONTRACT Information_ Tequired to complete this Schedule, if not shown above, will be shown in the Declarations. The following is added to Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us of Section IV — Conditions: We waive any right of recovery we may have against the person or organization shown in the Schedule above because of payments we make for injury or damage arising out of your ongoing operations or 'your work" done under a contract with that person or organization and included in the "products- completed operations hazard ". This waiver applies only to the person or organization shown in the Schedule above CG 24 04 05 09 0 Insurance Services Office, Inc„ 2008 Page 7 of 1 TiRAVELERS J� WORKERS COMPENSATION AND ONE rowsa sTuaxa EMPLOYERS LIABILITY POLICY anazroiiD, cx a6ie3 ENDORSEMENT WC 00 03 13 (00) - 01 POLICY NUMBER: (PJUB- 8166N36 -A -15) WAIVER OF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our right against the person or organization named in.,the Schedule. (This agreement applies Only to the extent that you perform work under a written contract that requires you to obtain this agreement from us.) This agreement shall not.operate directly or indirectly to benefit any one not named in the Schedule. SCHEDULE DESIGNATED PERSON: DESIGNATED ORGANIZATION: ANY PERSON OR ORGANIZATION FOR WHICH THE INSURED HAS AGREED BY WRITTEN CONTRACT EXECUTED PRIOR TO LOSS TO FURNISH THIS WAIVER. DATE OF ISSUE: 07 -28 -15 ST ASSIGN: cogbl CERTIFICATE OF LIABILITY INSURANCE 10 Df05lZ015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO MGM-UPON THE CERTIFICATE HOLDER THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMID, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICES BELOW THIS CEIiTiRtATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT SEMEN THE ISSUING INSURER(ft AUTHORQED REPRESENTATIVE OR PRODUCER, AND THE CERT KATE HOLDER pltp WANT: If the esrlflcate holder is an ADDITIONAL INSURED, the palley(les) must be endorsad. N SUBROGATION IS VI AM sweet to the - q 1 and conditions of the policy, crteln policies may n3quire an andorsanant. A statement on this erliftele does not confer rights to the certificate holder In Neu of such andorsem s PROOUCEn - Marsh Sponsored Programs PHd+E 1. 977.3249393 Ax 51x36$-0895 s service of Seatraay & 5mith, Inc— PO Box 14404 Des Moines. IA 503064MS rblunanagemeryffmarsh0mcom Vendor ID: 31459 _ ROURBOAFFORCIM face OSURMA: Old Revublic Insumnes Company 24147 sresraer� HARRIS & ASSOCIATES 1401 WIVaw Pass Road, Sle 5W Concord, CA 94520 ee�s: c. s wealrrees: kwfims: :f R- AGCREGmpWpYpOr PER ❑ JECt rAG EOIUE COVERAGES CERTIFICATE NUMBER: REVISION NUMBOt THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NGTWITHSTAND ING ANY REOUIREM EW, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WRH RESPECT TO MUCH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS. EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. UMITS SHOWN MAY NAVE BEEN REOUCEO BY PAID CLAIMS. TYPEOPOOR RANCa POLICY NuMBER LaaTB CONIA9 IAL eBNWtALLIAINUTY ctAass NNADE OCCUR 7L EACH OCCtlRiiENCE _f ILOG6e®GN f NNED EV we wfud s PERSM&AAOVDUM :f IP AGCREGmpWpYpOr PER ❑ JECt rAG EOIUE f PRODUM • CCYWOP= S f . A AQ X a=2&EIAA9abY ANYAUtO � AUrDS �� Aur X X L700554.15 08biP2015 09101/Zd16 UEUMff s 1.0002)00 BWLT NAM Ober pw=O f BC101LY INJURY Mv ammm* _f Y s s WBI�LALUIB � OCCUR -0LAINai1NA0E EACH f AGGREGAffi $ VYORxMCCUPOMT10H AND®IPLOWWUANLOY YIN ANY P O CunVE J,zleaWy no 0 Yetmlbe iadm NIA a CHA ,I. d f EL•EA MeMA f - EL 01sEASE. POLICY I,aeT . s D OFWMTMMILOGTMUIMEGM = tACOt IMAd=MWRmmluBdw&ftmgtre tr w 9Pxcck — A GPBRU0.1 p prw&cd ftc any & aN opwafm$ft peslama - by ft wed b umd SINS regaled by wbw emmad. CmWleme hdda B =AdditW bm+ed VAxn by wdbea eomraeL wahw ar Sn tlea rKfdaa+reae raI , , by. N, amfa - b pdmmy mid nm►ooddb�dmy. Chi m oMe 1 & 1 11 1a 1 M 8MWJ0rmlbnmsd raqWfed M WWM eontred RE: O&Ca9 AWcomw 4 Nx SwvayadAlsp raviaw smMem MA 81500112) 1500412 (2023) City of GRW Maria Angeles, PE CFM Development Englrdw 7351 Rosanne Street Gilroy, CA 95020 SHOULD ANY OF THE ABOVE DESCRIBED POLE BE CANCELLED BEFORE THE EVIRATION DATE THEREOF NOTICE VNLL BE DELIVERED IN ACCORDANM WRH THE POLICY PTROVISIONB. AN debts reserved. ACORt) 26 X014101) The ACORD name and logo are registered marks of ACORO OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED ENDORSEMENT This endorsement modiftes insurance provided under the following: BUSINESS AUTO COVERAGE FORM Schedule Anyperson(s) or organization(s) as required by written contract or agreement. 1. SECTION Il — COVERED AUTOS LIABILrTY COVERAGE, A. CoveMe,1. Who Is An Insured Is amended to include the person(s) or organization(s) designated in the Schedule above but only for damages: a Which are covered by this insurance: and b. Which you have agreed to provide in a written contract. Z. The limits of insurance afforded to such person(s) or organization(s) will be: IL The minimum limits of insurance which you agreed to provide, or b. The limits of insurance of this policy whichever is less. CA 560 0021213 Page 1 of 1 L100554 -15 0810112015.0810112.016 Harris & Associates POLICY NUMBER: COMMERCIAL AUTO CA 04 441013 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US (WAIVER OF SUBROGATION) This endorsement modfies Insurance provided under the following AUTO DEALERS COVERAGE FORM BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement This endorsement changes the policy effective on the inception date of the policy unless another date Is. indicated below. Named Inured: Hams & Associates Endorsement Effective Date: 08101/2015 SCHEDULE Name(s) Of Person(s) Or Organtzatlon(er All persons or organizations as required by written contract or agreement. Information required to complete this Schedule, if not shown above will be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us condition does not apply to the person(s) or organization(s) shown in the Schedule, but only to the extent that subrogation is waived prior to the "acddenr or the 'loss" under a contract with that person or organization. CA 04 44 10 13 • Insurance Services Office, Inc., 2011 Page 1 of 1 L100554-16 09MI2015 - ONM /2016 Morris & Associates IL 10 (12/06) OLD REPUBLIC INSURANCE COMPANY THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSUREDIDESIGNATED INSURED AMENDMENT • PRIMARY AND NON - CONTRIBUTORY This endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM SCHEDULE Designated Person(s) or Organbstion(s): All Persons or organizations where required by written contract WHO IS AN INSURED (SECTION II) is amended to include the person(s) or organizations) shown in the above Schedule, but only with rasped to "aocidenW arising out of work being performed for such person(s) or organization(s). As respects any person(s) or'organizabon(s) shown in the above Schedule with whom you have agreed In a written contract to provide primary insurance on a non - contributory basis, this insurance will be primary to and non - contributing with any other insurance available to such person(s) or organizations(s). PCA 048 06 07 Page 1 of 1 08101/2015.08101 /2016 L100554 -15 Harris & Associates