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Agreement - Hexagon Transportation Consultants, Inc. - Agreement for First/Kern Traffic Signal Design -1- 4845-6718-3385v1 LAC\04706083 AGREEMENT FOR SERVICES (For design professional contracts over $5,000) This AGREEMENT made this 5th day of February, 2024 between: CITY: City of Gilroy, having a principal place of business at 7351 Rosanna Street, Gilroy, California and CONSULTANT: Hexagon Transportation Consultants, Inc., having a principal place of business at 100 Century Center Court, Suite 501, San Jose, CA 95112. ARTICLE 1. TERM OF AGREEMENT This Agreement will become effective on February 26, 2024 and will continue in effect through December 31, 2026 unless terminated in accordance with the provisions of Article 7 of this Agreement. 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 and 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -2- 4845-6718-3385v1 LAC\04706083 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”. In no event however shall the total compensation paid to CONSULTANT exceed $264,685.00. 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 IV) 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 responsible for any expenses incurred by CONSULTANT in performing services for CITY, except for those expenses constituting “direct expenses” referenced on Exhibit “A.” DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -3- 4845-6718-3385v1 LAC\04706083 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 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, 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 DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -4- 4845-6718-3385v1 LAC\04706083 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 G. Prevailing Wage CONTSULTANT agrees and acknowledges that it is its obligation to determine whether, and to what extent, any work performed is or any workers employed relative to any construction to be performed under this Agreement are subject to any Codes, Ordinances, Resolutions, Rules and other Regulations and established policies of CITY and the laws of the State of California and the United States, including, without limitation, the California Labor Code and Public Contract Code relating to public contracting and prevailing wage requirements (“Prevailing Wage Laws”). To the extent Prevailing Wage Laws apply to work performed or workers employed for the purpose of performing work under this Agreement, CONTSULTANT shall fully comply with and ensure that all workers and/or subcontractors are informed of and comply with all Prevailing Wage Laws and specifically any applicable requirement of California Labor Code Sections 1720 et seq. and 1770 et seq. and the regulations thereunder, which require the payment of prevailing wage rates based on labor classification, as determined by the State of California, and the performance of other requirements on certain “public works” or “maintenance” projects. It is the duty of CONTRACTOR to post a copy of applicable prevailing wages at the job site. Prevailing wage information may be obtained at www.dir.ca.gov. No CONSULTANT or Subconsultant may be awarded an Agreement containing Public work elements unless registered with the Department of Industrial Relations (DIR) pursuant to Labor Code 1725.5. Registration with DIR must be maintained throughout the entire term of this AGREEMENT, including any subsequent amendments. -5- DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -6- 4845-6718-3385v1 LAC\04706083 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.I., 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 satisfactorily completed 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 may have, CONSULTANT shall reimburse DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -7- 4845-6718-3385v1 LAC\04706083 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 use due professional care to 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 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. 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 DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -8- 4845-6718-3385v1 LAC\04706083 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -9- 4845-6718-3385v1 LAC\04706083 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.I. 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: HEXAGON TRANSPORTATION CONSULTANTS, INC. CITY OF GILROY By: By: Name: Jeffrey Elia, PE Name: Jimmy Forbis Title: Vice President, Principal Associate Title: City Administrator Social Security or Taxpayer Identification Number 77-0478675 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 bymail, 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.I. 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: HEXAGON TRANSPORTATION CONSULTANTS, INC. CITY OF GILROY By: By: Name: Jeffrey Elia, PE Name: Jimmy Forbis Title: Vice President, Principal Associate Title: City Administrator Social Security or Taxpayer Identification Number 77-0478675 Approved as to Form ATTEST: City Attorney City Clerk DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -1- 4845-6718-3385v1 LAC\04706083 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 Jeffrey Elia, PE, 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 satisfactorily complete the Services required herein. 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, Jorge Duran, PE 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.I. (“Notices”) of this Exhibit “A”. B.COMPLETION OF SERVICES When CITY determines that CONSULTANT has satisfactorily completed all of the Services, 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 satisfactorily completed all of the Services and, if so requested, CITY shall make this determination within two (2) weeks of such request, or if CITY determines that CONSULTANT has not satisfactorily completed all of such Services, 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -2- 4845-6718-3385v1 LAC\04706083 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.CONSULTANT’S SERVICES TO BE APPROVED BY A REGISTERED PROFESSIONAL ENGINEER All civil (including structural and geotechnical) engineering plans, calculations, specifications and reports shall be prepared by, or under the responsible charge of, a licensed civil engineer and shall include his or her name and license number. Interim documents shall include a notation as to the intended purpose of the document, such as “preliminary” or “for review only.” All civil engineering plans and specifications that are permitted or that are to be released for construction shall bear the signature and seal of the licensee and the date of signing and sealing or stamping. All final civil engineering calculations and reports shall bear the signature and seal or stamp of the licensee, and the date of signing and sealing or stamping. B.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. C.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. 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 DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -3- 4845-6718-3385v1 LAC\04706083 law for all damages to CITY caused by CONSULTANT’S negligent performance of any of the services furnished under this Agreement. D. 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. E. 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. F. 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. G. 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.E 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -4- 4845-6718-3385v1 LAC\04706083 H. 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. I. NOTICES. Notices are to be sent as follows: CITY: Jorge Duran, PE City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CONSULTANT: Jeffrey Elia, PE Hexagon Transportation Consultants, Inc. 8070 Santa Teresa Blvd Suite 230 Gilroy, CA 95020 J. 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.J. 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.J. 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. 3. 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. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “B” SCOPE OF SERVICES DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Cover Letter November 10, 2023 Ms. Carina Baksa City of Gilroy 7351 Rosanna Street Gilroy, California 95020 Re: Request for Proposals Engineering Services for First Street (SR 152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 Dear Ms. Baksa, Hexagon Transportation Consultants, Inc. is pleased to submit this proposal for Professional Services for the signalization of First Street and Kern Avenue. Our consulting team includes RJA for civil engineering and survey work and David J. Powers and Associates for environmental clearance work. Over the last 20 years, Hexagon has worked closely with the City of Gilroy on a wide range of transportation projects, including design plans for traffic signal improvements at 3rd Street/Wren Avenue, 10th Street/Church Street, Cameron Boulevard/SR 152, and Cameron Boulevard/McCarthy Business Park driveway as well as dozens of other traffic engineering and planning projects. We have built our firm around three fundamental principles. First, we are committed to delivering the highest quality work. Second, we deliver products when we promise them. Finally, we are accessible and responsive. All members of our team possess the technical expertise and the local experience in Gilroy to provide the services necessary to achieve all of this project’s objectives. We are excited about the opportunity to work with the City to improve safety and operations at this intersection. Hexagon’s principal contact person will be our Vice President, Jeffrey Elia, P.E. He is a licensed Civil Engineer in the State of California and is also empowered to bind the firm in contract. Mr. Elia works in Hexagon’s Gilroy office and is readily available to attend meetings at City Hall or in the field, as necessary. Mr. Elia’s contact information is as follows: 8070 Santa Teresa Boulevard, Suite 230, Gilroy, CA 95020 | (408) 846-7413 | jelia@hextrans.com We appreciate the opportunity to submit this proposal for your consideration. Please do not hesitate to contact us if additional information is needed. Sincerely, HEXAGON TRANSPORTATION CONSULTANTS, INC. Jeffrey Elia, P.E. Vice President DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 2 Table of Contents Cover Letter ......................................................................................................................................... 1 Table of Contents ................................................................................................................................. 2 1. Project Understanding and Project Approach ............................................................................. 3 Project Understanding ............................................................................................................. 3 Opportunities, Constratins, and Potential Issues .................................................................... 3 Project Approach ..................................................................................................................... 4 Proposed Scope of Work ......................................................................................................... 4 Work Tasks ............................................................................................................................... 7 2. Project Schedule ......................................................................................................................... 11 Anticipated Schedule ............................................................................................................. 11 3. Key Staff and Organization Chart ............................................................................................... 12 Hexagon Transportation Consultants, Inc. ............................................................................ 13 Subconsultants ....................................................................................................................... 14 Team Organization Structure ................................................................................................. 16 4. References and Past Performance ............................................................................................. 16 Agency References ................................................................................................................. 16 Reference Projects ................................................................................................................. 17 Contract Performance............................................................................................................ 19 Attachment A ..................................................................................................................................... 21 Appendix A - Resumes ....................................................................................................................... 22 DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 3 1. Project Understanding and Project Approach Project Understanding A traffic signal will be installed at the intersection of First Street (SR 152) and Kern Avenue to provide full signal control of vehicles, bicycles, and pedestrians. This “T” intersection currently operates with one- way stop control on the Kern Avenue approach. In Fall of 2020, Caltrans installed a crosswalk and a pedestrian hybrid beacon (PHB) across the east leg of the intersection. Earlier this year the signing and striping on the Kern Avenue approach was modified to prohibit southbound left turns from Kern Avenue to First Street, presumably to address safety and operational issues associated with making that movement without the benefit of traffic signal control. As part of the signalization project, the existing signal facilities associated with the PHB will need to be removed or modified and repurposed for the traffic signal project. It is our understanding that the existing lane configuration and the buffered bike lanes on First Street at the intersection will be maintained. We assume that the left-turn movement from Kern Avenue will be added back to the intersection with the installation of the traffic signal. Existing sidewalk widths, curb alignments, and corner radii will remain the same as existing. All four quadrants of the intersection have new curb ramps that appear to meet ADA standards. Unless signal pole placement or pedestrian push button access become an issue, we do not anticipate the need to rebuild any of the existing curb ramps. Opportunities, Constratins, and Potential Issues We have identified several opportunities, constraints, and potential key issues associated with traffic signal improvements at this location. These issues are discussed below. Opportunities Constructing a new traffic signal at this intersection will provide a safer and more efficient intersection by providing signal control of pedestrian crossings and left-turn vehicle movements. The north half of the intersection sits within the City’s right-of-way (ROW), which limits Caltrans approval of geometric features to just the south half of the intersection. The existing signal controller cabinet and 2070 signal controller for the PHB system should be able to remain to control the new traffic signal. It appears that two or three of the four existing signal poles for the PHB system could remain in their current locations and be repurposed for the full signalization of the intersection. Much of the existing signal conduit system at the intersection for the PHB system consists of 3” conduits. These conduits should have plenty of capacity to be reused for the traffic signal system. The existing PG&E service point and meter pedestal providing power to the existing PHB system should be able to be reused for the new traffic signal system. Constraints and Potential Key Issues The sidewalk on the south side of First Street is about 5’ wide. Therefore, any new signal poles placed on the south side of the intersection will require the existing fence line and hedges in front of the cemetery to be modified in order to accommodate the signal pole and ADA passage space within the sidewalk. It appears the fence line and hedges sit within Caltrans ROW. Caltrans plans for this intersection show the ROW line sitting about 16’ south of the existing south curb line on First Street. Currently the crosswalk across First Street is placed on the east leg of the intersection. At this position, the crosswalk will conflict with left-turn traffic from the Kern Avenue approach. With implementation of signal control, this will lead to some inefficiencies in traffic operations as the north-south pedestrian DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 4 phase and southbound left-turn vehicle movement will be operating at the same time. Under that scenario, left-turn vehicles will need to yield to pedestrians in the crosswalk, which is not the safest or most efficient signal phasing scheme. Our traffic operations analysis will evaluate whether it is beneficial to switch the crosswalk to the west leg of the intersection where it would conflict with right-turn traffic, as is the standard configuration for a T intersection. The existing mast arm signal pole on the southeast quadrant of the intersection (for eastbound traffic) has a mast arm length of 35’. This mast arm is not long enough to hold a left-turn signal head for the eastbound left-turn movement when the intersection is signalized. As such, this pole likely will need to be removed and replaced with a new mast arm pole with a longer mast arm. Project Approach Our project team will coordinate to prepare construction drawings and bid documents for the improvement project. Additionally, our team will handle environmental clearance for the project. We will manage the Caltrans application and plan review process on behalf of the City. Our work effort is divided into two phases. The first phase includes conducting a traffic operations analysis of the intersection with the proposed improvements and developing a conceptual design for City review and for input into the environmental clearance aspect of the project. The work in this phase will be used to complete the Intersection Control Evaluation (ICE) analysis that Caltrans will require. The second phase of work includes refining the design and developing construction plans for the improvements for City bidding. An important component of this effort will be working through the Caltrans review and permit process and addressing the needs of any other agencies involved. Our scope of work assumes that the intersection and traffic signal improvements can be designed to meet applicable Caltrans standards. As such, we do not anticipate the need for a Design Standard Decision Document (DSDD) to be prepared for this project. Similarly, based on Caltrans form TR-0416 – Applicant’s Checklist to Determine Applicable Review Process and on Figure 9-4 – Steps to Determine the Appropriate Caltrans Review Process of the Caltrans Project Development Procedures Manual, we expect the signalization project to be very straight forward, allowing it to be processed through the Caltrans Encroachment Permits Office Process (EPOP) rather than the more complicated Quality Management Assessment Process (QMAP). After consulting with the Caltrans District 4 ICE Coordinator, we found that, because the type of intersection control will be changed, this project will be required to prepare an ICE analysis. Therefore, our scope of work includes preparing a Step 1 (screening) ICE analysis for the project. The assessment is needed primarily to rule out a roundabout or all-way stop control as viable options. The District 4 ICE Coordinator indicated that the need to prepare an ICE analysis is not a factor that is considered when determining whether a project can follow the simple EPOP process or whether it has to go through the more involved QMAP process. Therefore, we do not anticipate that the ICE analysis will complicate the Caltrans permit process. Proposed Scope of Work Traffic Signal Improvement Plans The traffic signal plans will be designed to be compliant with applicable State and Federal Standards, modified for any special City standards and requirements. We will maximize the use of existing traffic DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 5 signal equipment, conduit, boxes, and cabinets currently associated with the PHB system in order to reduce construction cost and duration. Intersection Improvement Plans Existing sidewalks, curb returns, and curb ramps will be kept as is to the extent feasible in order to reduce construction cost and minimize disturbance to existing facilities. The existing ramps at the intersection meet current Caltrans ADA standards. RJA will prepare plans for any ramp or sidewalk modifications needed for the placement of new signal poles. We do not expect changes to the existing storm system or drainage patterns within the intersection. RJA will provide topographic surveys and ROW mapping over the limits of the project as described in the RFP. Benchmarks and control points for construction layout will be provided. An orthographic photo of the intersection will be utilized for the striping layout. Signal Interconnect Plans It is assumed that signal interconnect cable will be needed to connect the new signal to the existing signal at Westwood Drive – about 610’ to the west. The signal design plans will include the necessary notes and details to document the installation or modification of signal interconnect facilities. There is a gap of about 270’ between the traffic signal pull box on the northwest corner of Kern Avenue and the nearest traffic signal pull box for the Westwood Drive signal. As such, interconnecting the two signals would require only a relatively short segment of new interconnect conduit to be installed, assuming Caltrans allows the interconnect cable to be comingled with traffic signal conductors and loop detector cable. Our scope assumes that the new signal will not need to be interconnected with the adjacent signal at Wren Avenue – 1,400’ to the east. If Caltrans requires signal interconnect cable and conduit to be extended to this intersection, then additional time and budget may be necessary. Signing and Striping Plan Signing and striping plans will be designed for the subject intersection and street segments affected by the off-site improvements. These plans will be designed in accordance with CA MUTCD standards and requirements. The lane configurations on First Street would remain as is. The Kern Avenue approach would be modified to have a southbound left-turn pocket. Intersection Safety Lighting Photometric Analysis Hexagon will conduct a photometric analysis of the safety lighting at the intersection to verify that the safety lighting layout and luminaire types specified in the design adequately satisfy lighting standards. Traffic Control Plans Hexagon will prepare traffic-handling plans for the street segments affected by the construction of the proposed improvements. This includes construction activity in City ROW as well as State ROW. The plans will include construction area signage, temporary traffic control devices, and detour signage as needed to safely handle auto traffic as well as bicycle and pedestrian traffic during construction activities. Intersection Control Evaluation (ICE) Analysis Hexagon will prepare an ICE report consisting of a Step 1 ICE screening analysis of the project intersection. This evaluation will be performed for AM and PM peak-hour volumes under existing/near- DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 6 term conditions and long-range (GP buildout) conditions. Per ICE procedures, the Step 1 analysis will evaluate the high-level feasibility of roundabout control, traffic signal control, and all-way stop control at the subject intersection. There is only about 610’, center-to-center, between Kern Avenue and Westwood Drive. Caltrans may have concerns with this spacing as it is minimal for traffic signals. In order to address potential Caltrans concerns, the ICE analysis will include an assessment of vehicle queueing to confirm that the new signal will not interfere with intersection operations at Westwood Drive. As part of this analysis, we will perform the following tasks: · Collect new AM and PM peak-hour traffic count data at Kern Avenue and at Westwood Drive. · Develop a forecast for projected near-term southbound left-turn volumes from Kern Avenue using previous count data as well as the size of the apartment project recently completed on Kern Avenue. · Obtain long range traffic projections from the Gilroy General Plan and/or City of Gilroy Travel Demand Model. · Evaluate all-way stop and signal warrants at the project intersection based on the projected traffic volumes. · Conduct intersection level of service (LOS) and queueing analyses for one-way stop control, all- way stop control, signal control, and roundabout control at the project intersection. · Conduct intersection LOS and queueing analyses at the First Street/Westwood Drive intersection. · Collect accident data from the SWITRS database to evaluate if the accident experience signal warrant is satisfied at this location and to calculate the accident rate for comparison to the statewide average rate. · Evaluate ROW and other constraints associated with implementing a roundabout at this location. · Summarize the ICE Step 1 assessment in a technical letter report. Note that our scope of work does not include time or budget to conduct a microscopic traffic simulation of traffic operations in the corridor. If Caltrans requires a simulation analysis to evaluate close intersection spacing, then additional time and budget will be necessary. CEQA Documentation Given the nature of the improvements proposed, we believe the project will qualify for a Categorical Exemption (CE) under California Environmental Quality Act (CEQA) Guideline Section 15301, Class 1, Existing Facilities, which consists of the operation, repair, maintenance, or minor alterations of existing public or private facilities, involving negligible or no expansion of existing or former use. Under subsection (c), existing facilities include: “existing highways and streets, sidewalks, gutters, bicycle and pedestrian trails, and similar facilities...” Our scope includes preparation of a Memorandum supporting the use of a CE, preparation of a draft Notice of Exemption (NOE), meeting attendance, and project management and contract administration. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 7 Work Tasks 1. Project Management and Administration Monthly Progress Reports Hexagon will develop monthly progress reports for City review. These reports will include details of scope items in progress and those completed during the reporting period as well as budget status, project milestones, deliverables, and action items with the name of responsible parties. Progress Meetings Throughout the course of the project, Hexagon and RJA will attend monthly progress review meetings, as necessary, with City staff to discuss progress of the project and the design plans. Hexagon will prepare meeting agendas, action item logs for follow up items, and meeting minutes. Project Schedule We will maintain an up-to-date project schedule throughout the course of the project. An updated project schedule will be provided to the City during each monthly progress meeting. 2. Project Initiation Kick-Off Meeting Hexagon and RJA will attend a kick-off meeting with City staff to discuss the goals and objectives of the project, refine the scope of work of the design project, establish the project schedule, and establish communication protocols for the project. Obtain and Review Background Information Hexagon will contact the City Public Works Department and Caltrans to research any special requirements the City or State may have regarding the proposed traffic signal installation. Hexagon will work with agency staff to obtain any relevant background information that may be useful or required to complete the signal design, such as traffic studies and as-built plans. The design team will obtain existing utility plans for this area for use in the design of new traffic signal pole and cabinet locations. Field Investigations Hexagon will field-verify existing traffic signal interconnect and street light facilities, the routing of electrical conduits, and the size, location, and contents of existing pull boxes and cabinets near the intersection. Potential conflicts with overhead and underground utilities and obstructions, and other conflicts not readily apparent on the topographic maps will be identified in the field. As part of this effort, we will identify existing traffic signal equipment and pedestrian facilities that are not up to current standards/codes. 3. Preliminary Design and Analysis Preliminary Design (35%) We will develop a preliminary (35%) design for the new traffic signal system to achieve the required improvements for early review and comment by the City. The intent of this task will be to resolve major design issues and constraints and to help ensure that the following review submittals substantially achieve the goals and objectives for this project. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 8 Preliminary Plans - These plans will represent a conceptual layout of proposed civil and traffic signal improvements at the intersection. We will submit preliminary plans to the City in in PDF and hardcopy format (up to three (3) sets). Preliminary Cost Estimates – A preliminary estimate of probable construction costs will be prepared based on the preliminary design plans. Draft Specifications - Technical Specifications will be provided in draft form for review by City staff. Coordination Items As part of this task, the design team will identify potential utility issues, as well as utility companies and other agencies that may need to be involved. The preliminary design will be used as an input into the CEQA process. Design Review Meeting At the completion of the preliminary plans, Hexagon and RJA will attend one meeting with City staff to discuss the preliminary design plans and coordination issues. The outcome of this meeting will be used to guide the development of the construction documents and to identify solutions to major design issues. ICE Analysis The ICE analysis will be completed at this stage of the project and submitted to the City for review and comment in preparation for the eventual submittal to Caltrans. 4. Environmental Documentation Preparation of the Categorical Exemption Memorandum David J. Powers & Associates (DJP&A) will prepare a brief Memorandum documenting why the project is eligible for a CE and how no exceptions to the use of a CE exist (CEQA Section 15300.2). The proposed intersection improvements will be described based upon plans and operational elements provided by the project team. This task includes preparation of an Archaeological Sensitivity Assessment by Archaeological/Historical Consultants, under contract to DJP&A, to analyze the sensitivity of the project area for Native American or historic-era archaeological resources. Upon completion of the Administrative Draft Memorandum, DJP&A will provide an electronic copy in Microsoft Word for the City’s review. At this point, if it is determined that none of the exceptions apply and no mitigation is needed to reduce or avoid impacts due to unusual circumstances, DJP&A will prepare and file a Notice of Exemption (NOE), as described below. In the event the project would result in significant impacts and is not eligible for a Categorical Exemption, DJP&A can prepare an Initial Study/Mitigated Negative Declaration under a separate scope and fee. Categorical Exemption and Preparation of Notice of Exemption Once confirmed by the City that the project is categorically exempt, DJP&A will prepare a draft NOE per Section 15062 of the CEQA Guidelines and submit the NOE to City staff for one round of review. Upon project approval, DJP&A will file the NOE at the State Clearinghouse and Santa Clara County Clerk’s office and pay the $50 filing fee on behalf of the City. The NOE will not require circulation to the public. Filing the NOE will begin the 35-day statute of limitations on legal challenges to the City’s decision that the project is exempt. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 9 Meetings The project team will attend up to two (2) meetings with City staff to discuss the environmental documentation. This scope does not include public hearing attendance, since categorically exempt projects are not required to go to public hearing. 5. Construction Documents Plans, Specifications, and Estimates (65% and 95%) Plans – The design team will respond to and address plan check comments on the preliminary design plans and produce construction plans. These plans will address agency comments and will add additional design elements, notes and details, full equipment specifications, and any other features required to bring the construction plans to a complete and biddable state. Specifications - A separate Technical Specifications document will be prepared for inclusion in the Project Specifications. Our scope of work assumes that the City will be preparing the front end specifications/bid instructions for the project. Prior to completing the 95% submittal, the design team will review the front end specs/bid instructions and provide comments to the City. Cost Estimates - A detailed estimate of probable construction costs will be prepared and will be submitted for review along with the construction plans. Review Submittals - Our scope includes two submittals (65% and 95%) of the construction plans, specifications, and cost estimates to the City for review and comment. All review submittals will be made electronically (PDF format) and in hardcopy format (up to three (3) sets). As part of each submittal, we will return the marked-up plans from the previous submittal along with a list of the City comments and our responses. Design Review Meetings After completion of the 65% and 95% plans, Hexagon and RJA will attend a meeting with City staff (two (2) meetings total) to discuss the construction documents and coordination issues. Potholing The design team will coordinate to identify locations that should be potholed in order to confirm the proposed traffic signal pole locations are free of utility conflicts. Our scope of work assumes that up to four (4) locations will be potholed. We will prepare pothole plans and coordinate with a potholing contractor to complete this work. Quality Assurance Review and In-House Peer Review Throughout all submittal stages the design team will perform in-house quality control review. Prior to completing 95% bid documents, the plans and specifications will undergo peer review by another engineer other than the designer. The purpose of this review is to provide oversight of specific project details and to review the constructability, cost-effectiveness, and completeness of the design. 6. Coordination and Permitting with Other Agencies/Entities Coordination with Caltrans Plan Review DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 10 It is anticipated that both the City and Caltrans will be reviewing the project plans. Upon receipt of comments from both agencies, all comments will be addressed and any conflicting comments between the agencies will be resolved to the satisfaction of each agency. Encroachment Permit Our scope assumes that the simplified EPOP permit process will be used for this project. Design Exceptions We anticipate that all applicable design standards can be met within Caltrans right-of-way. If, because of unforeseen design constraints, a Design Standard Decisions Document becomes necessary, then additional time and budget would be necessary for Hexagon to help prepare that document. Meetings The design team will participate in conference calls and virtual meetings with Caltrans staff, as necessary, during the design phase of the project. Our scope and budget for this task do not include attendance at any meetings at Caltrans headquarters in Oakland. Storm Water and Water Pollution Control Plan The anticipated site disturbance for this project is less than the amount that triggers the preparation of a SWPPP. An erosion and sediment control plan will be prepared as a plan sheet within the improvement plan set. Standard construction practice erosion and sediment control details and notes will be provided on this plan sheet. 7. Final Design (Bid Set Submittal) 100% PS&E The design team will respond to and address plan check comments on the 95% design plans and produce final deliverables (100% construction documents) which will include PDFs and three (3) hard copies of the plan sheets. Construction Schedule The design team will coordinate with the City and affected utility companies to develop the construction schedule for the project. Design Review Meeting After completion of the 100% PS&E, Hexagon and RJA will attend one (1) meeting with City staff to discuss the construction documents and construction schedule. 8. Bid Support Services Bid Support We will provide support to the City during the bidding process to answer questions from prospective bidders related to the design and prepare addenda, as necessary. The design team will attend one (1) pre-bid meeting. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 11 9. Construction Support Services Internal Project Handoff Meeting The design team will prepare a project summary and attend a meeting with City staff and the City’s construction manager to point out potential construction risks, scheduling issues, and other constraints that the construction manager should be aware of. Construction Meetings and Field Reviews Hexagon and RJA will attend one (1) pre-construction meeting with the design team, City staff, and contractor prior to the start of construction. Hexagon and RJA will attend up to three (3) progress meetings with City staff during the construction phase. Additionally, we will make a limited number of field visits, as necessary, to assist in answering design-related questions during construction and to review pole locations before foundations are set. Our scope and budget include Hexagon staff time to conduct up to three (3) site visits during construction to assist the City with design questions. Our scope and budget do not include time and cost for performing construction inspection. Material Submittals We will review material submittals for general conformance with the design concept and general compliance with the plans and specifications. Request for Information (RFIs) We will provide the City with support during construction to respond to RFIs. Upon receipt of an RFI we will review and prepare written responses. Proposed Changes We will review proposed substitutions for conformance to the plans and specifications. We will review and make recommendations related to proposed changes to the contract. Record Drawings At the completion of construction, the design team will produce Record (“As-Built”) Drawings to document the construction and installation of the traffic signal system and intersection improvements designed in the plans. The as-built drawings will be based on redline comments on the plans to be provided by the contractor and/or the project inspector and on a cursory field review performed by Hexagon staff. 2. Project Schedule Hexagon is committed to completing projects based on the scheduling needs of our clients. Anticipated Schedule Our anticipated project schedule is summarized below. This schedule assumes a project start date of mid-January 2024. Based on this schedule, we anticipate having bid documents ready to go by January 2025. Our schedule allows for up to four weeks of City review time at each submittal level. We have factored into our schedule 16 weeks of time for the Caltrans review and approval process, recognizing that we do not have any control over the pace at which Caltrans completes its reviews and how responsive Caltrans staff will be to requests for information, meetings, clarifications, etc. With the project being very straightforward, there is a potential to reduce City and Caltrans review times beyond DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “C” MILESTONE SCHEDULE DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Proposal to the City of Gilroy for the First Street (SR152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 November 10, 2023 P a g e | 12 the conservative estimates in our preliminary schedule, which may help shorten the overall project schedule. Preliminary Project Schedule 3. Key Staff and Organization Chart We have assembled a team of qualified, well-respecting professional consultants to provide the services the City seeks. Brief statements of our team’s qualifications, as well as introductions of key staff members that will work on this project, are presented below. 2024 2025 Task 1 Project Initiation Kick-Off Meeting l Review Background Information Field Investigations 2 Preliminary Design and Analysis Topographic Survey 35% PS&E City Review of 35% PS&E ICE Analysis City Review of ICE Analysis Meetings l l l l 3 Environmental Documentation Draft CE Memorandum City Review of CE Memorandum Final CE Memorandum and NOE 4 Construction Documents 65% PS&E City Review of 65% PS&E Potholing Review Front-End Specs. 95% PS&E City Review of 95% PS&E In-House Peer Review Meetings l l l l 5 Coordination and Permitting with Other Agencies Caltrans Submittal Caltrans Review and Approval 6 Final Design (Bid Set Submittal) 100% PS&E City Review of 100% PS&E Meetings l l l 7 Bid Support Project Ready to Bid Jan.Feb.Jul.Aug.Sep.Oct.Dec.Jan.Jun.Feb.Mar.Apr.May Nov. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 -1- 4845-6718-3385v1 LAC\04706083 EXHIBIT “D” PAYMENT SCHEDULE DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 November 10, 2023 Ms. Carina Baksa City of Gilroy 7351 Rosanna Street Gilroy, California 95020 Re: Request for Proposals Engineering Services for First Street (SR 152)/Kern Avenue Traffic Signal Design Project No. 24-RFP-PW-494 Dear Ms. Baksa, Thank you for considering Hexagon Transportation Consultants, Inc. for engineering consulting services associated with this Request for Proposals. This proposal includes a detailed fee breakdown associated with our Scope of Work proposal submitted under separate cover. Please feel free to call if you have any questions or would like to discuss our proposal. We appreciate the opportunity to submit this proposal for your consideration. Please do not hesitate to contact us if additional information is needed. Sincerely, HEXAGON TRANSPORTATION CONSULTANTS, INC. Jeffrey Elia, P.E. Vice President DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Ms. Carina Baksa November 10, 2023 Page 2 of 6 Fee Schedule The total fee for completing the tasks outlined in our Scope of Work proposal will be based on applicable hourly labor rates as shown on the attached rate schedules and the direct cost of materials. Hexagon’s cost for traffic engineering design services, project management, and bid and construction support services is a not-to-exceed amount of $100,000. RJA’s cost for surveying, potholing, civil engineering design, and bid and construction support is a not-to-exceed amount of $150,000. The fee for David J. Powers and Associates to provide environmental compliance services is $14,685. The total cost for services rendered under this agreement will be billed on a time-and-expenses basis, not to exceed $264,685. A detailed breakdown of our fee by project task and project team member is summarized in the table below. Billings will be conducted monthly. Should additional services be required, they will be performed for an additional fee to be authorized in advance by the City of Gilroy. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Ms. Carina Baska November 10, 2023 Page 3 of 6 Proposed Not-to-Exceed Budget Hexagon Staff Hours Hexagon Sub-ConsultantsPrincipal Assoc. II Assoc. II Eng. II Eng. I AdminHexagon Task LaborHexagon DirectTotal TaskRJA DJP&AProject GrandTask DescriptionJE ET TC TBD TBD AL/JG TotalCost Cost /a/ Budget Fee Fee Totals1 Project Management and Administration 18 0 30 0 0 6 54 $12,450 $0 $12,450 $8,500 $0$20,9502 Project Initiation 3 0 5 1 0 0 9 $2,120 $45 $2,165 $1,500 $0$3,6653 Preliminary Design and Analysis 7 18 17 40 40 0 122 $21,695 $1,273 $22,968 $47,000 $0$69,9684 Environmental Documentation 3 1 0 0 0 0 4 $1,075 $0 $1,075$0 $14,685$15,7605 Construction Documents 11 9 47 57 40 0 164 $30,260 $1,418$31,678 $62,000 $0$93,6786 Coordinating and Permitting with Other Agencies/Entities 9 3 25 9 0 0 46 $10,210 $0 $10,210 $6,000 $0$16,2107 Final Design (Bid Set Submittal) 4 1 9 9 0 0 23 $4,825 $1,125 $5,950 $10,000 $0$15,9508 Bid Support Services 4 0 5 3 0 0 12 $2,735 $45 $2,780 $2,500 $0$5,2809 Design Support During Construction 15 0 21 10 0 0 46 $10,545 $180 $10,725 $12,500 $0$23,225Project Totals 74 32 159 129 80 6 480$95,915 $4,085 $100,000 $150,000 $14,685 $264,685/a/ Direct costs are associated with data collection, document production costs, and mileage. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Ms. Carina Baska November 10, 2023 Page 4 of 6 Hexagon 2024 Billing Rates Professional Classification Rate per Hour President $335 Principal $290 Senior Associate II $270 Senior Associate I $250 Associate II $225 Associate I $200 Planner/Engineer II $170 Planner/Engineer I $140 Assistant Planner/Engineer $115 Admin/Graphics $120 Technician $85 Direct expenses are billed at actual costs, with the exception of mileage, which is reimbursed at the current rate per mile set by the IRS. Billing rates shown are effective January 1, 2024 and subject to change January 1, 2025. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Ms. Carina Baksa November 10, 2023 Page 5 of 6  ENGINEERS  PLANNERS  SURVEYORS  G:\Admin\FORMS\Rate Schedules\2024 rate schedule.doc 4690 CHABOT DRIVE, SUITE 200, PLEASANTON, CA 94588 T: (925) 227-9100 / F: (925) 227-9300 / www.rja-gps.com RATE AND EXPENSE SCHEDULES (Effective through June 30, 2024) HOURLY RATE SCHEDULE FOR PROFESSIONAL SERVICES Classification Rate Senior Project Manager ....................................................................................................................... $279.00 Project Manager .................................................................................................................................... 264.00 Senior: Engineer, Surveyor, Planner ..................................................................................................... 251.00 Associate: Engineer, Surveyor, Planner ................................................................................................ 234.00 Engineer, Surveyor, Planner ................................................................................................................. 217.00 Assistant: Engineer, Surveyor, Planner ................................................................................................. 188.00 Senior Designer/Technician .................................................................................................................. 184.00 Technician ............................................................................................................................................. 163.00 Assistant Technician ............................................................................................................................. 141.00 Project Coordinator ............................................................................................................................... 125.00 Administrative Assistant ....................................................................................................................... 107.00 Clerical ................................................................................................................................................... 81.00 Field Survey Manager ........................................................................................................................... 232.00 1-Person Survey Crew .......................................................................................................................... 214.00 2-Person Survey Crew .......................................................................................................................... 328.00 3-Person Survey Crew .......................................................................................................................... 395.00 Principal ................................................................................................................................................ 295.00 Deposition/Court Appearance ........................................................................ rates are available upon request EXPENSE SCHEDULE Bond Copy (24"x36") ................................................................................................................... $1.50 each Color/mylar plot (small, medium)................................................................................................. $10.00 each Color/mylar plot (large) ................................................................................................................ $50.00 each Xerox copy ...................................................................................................................................... $0.15 each Color xerox copy (8½ x 11 or 11 x 17) ........................................................................................... $0.50 each Client-Requested Overtime .......................................................................................... Hourly Rate plus 25% All other expenses, including: Actual Cost plus 15% Delivery Service Travel & Expenses Outside Reproduction Filing or Permit Fees Mileage - Auto Conference Call Expenses Outside Consultants DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610 Ms. Carina Baksa November 10, 2023 Page 6 of 6 CHARGE RATE SCHEDULE1 Title Hourly Rate Senior Principal $ 330.00 Principal Project Manager $ 304.00 Senior Environmental Specialist $ 258.00 Senior Project Manager $ 237.00 Environmental Specialist $ 221.00 Project Manager $ 211.00 Associate Project Manager $ 185.00 Assistant Project Manager $ 155.00 Researcher $ 134.00 Graphic Artist $ 124.00 Materials, outside services and subconsultants include a 15% administration fee. Mileage will be charged per the current IRS standard mileage rate at the time costs occur. 1 David J. Powers & Associates, Inc. (DJP&A) provides regular, clear, and accurate invoices, in accordance with normal company billing procedures. The cost estimate prepared for this project does not include special accounting or bookkeeping procedures, nor does it include preparation of extraordinary or unique statements or invoices. If a special invoice or accounting process is requested, the service can be provided on a time and materials basis. Any fees charged to DJP&A for Client’s third-party services related to invoicing, insurance certificate maintenance, or other administrative functions will be billed as a reimbursable expense. DocuSign Envelope ID: 21E804E9-90D2-4D27-BD6F-1AE9CFE75610